Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 03, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Entity File Number | 001-32593 | ||
Entity Registrant Name | Global Partners LP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 74-3140887 | ||
Entity Address, Address Line One | P.O. Box 9161 | ||
Entity Address, Address Line Two | 800 South Street | ||
Entity Address, City or Town | Waltham | ||
Entity Address, State or Province | MA | ||
Entity Address, Postal Zip Code | 02454-9161 | ||
City Area Code | 781 | ||
Local Phone Number | 894-8800 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
ICFR Auditor Attestation Flag | true | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Common Stock, Shares Outstanding | 33,995,563 | ||
Entity Public Float | $ 272,674,585 | ||
Entity Central Index Key | 0001323468 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Amendment Flag | false | ||
Common Limited Partners | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Units representing limited partner interests | ||
Trading Symbol | GLP | ||
Security Exchange Name | NYSE | ||
Series A Preferred Limited Partners | |||
Document Information [Line Items] | |||
Title of 12(b) Security | 9.75% Series A Fixed-to-Floating Cumulative Redeemable | ||
Trading Symbol | GLP pr A | ||
Security Exchange Name | NYSE |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 9,714,000 | $ 12,042,000 |
Accounts receivable, net (less allowance of $2,555 and $2,729 as of December 31, 2020 and 2019, respectively) | 227,317,000 | 413,195,000 |
Accounts receivable-affiliates | 2,410,000 | 7,823,000 |
Inventories | 384,432,000 | 450,482,000 |
Brokerage margin deposits | 21,661,000 | 34,466,000 |
Derivative assets | 16,556,000 | 4,564,000 |
Prepaid expenses and other current assets | 119,340,000 | 81,940,000 |
Total current assets | 781,430,000 | 1,004,512,000 |
Property and equipment, net | 1,082,486,000 | 1,104,863,000 |
Right of use assets, net | 290,506,000 | 296,746,000 |
Intangible assets, net | 35,925,000 | 46,765,000 |
Goodwill | 323,565,000 | 324,474,000 |
Other assets | 26,588,000 | 31,067,000 |
Total assets | 2,540,500,000 | 2,808,427,000 |
Current liabilities: | ||
Accounts payable | 207,873,000 | 373,386,000 |
Working capital revolving credit facility - current portion | 34,400,000 | 148,900,000 |
Lease liability - current portion | 75,376,000 | 68,160,000 |
Environmental liabilities-current portion | 4,455,000 | 5,009,000 |
Trustee taxes payable | 36,598,000 | 42,932,000 |
Accrued expenses and other current liabilities | 126,774,000 | 102,802,000 |
Derivative liabilities | 12,055,000 | 12,698,000 |
Total current liabilities | 497,531,000 | 753,887,000 |
Working capital revolving credit facility-less current portion | 150,000,000 | 175,000,000 |
Revolving credit facility | 122,000,000 | 192,700,000 |
Senior notes | 737,605,000 | 690,533,000 |
Long-term lease liability-less current portion | 226,648,000 | 239,349,000 |
Environmental liabilities-less current portion | 49,166,000 | 54,262,000 |
Financing obligations | 146,535,000 | 148,127,000 |
Deferred tax liabilities | 56,218,000 | 42,879,000 |
Other long-term liabilities | 59,298,000 | 52,451,000 |
Total liabilities | 2,045,001,000 | 2,349,188,000 |
Commitments and contingencies (see Note 11) | ||
Global Partners LP equity: | ||
General partner interest (0.67% interest with 230,303 equivalent units outstanding at September 30, 2020 and December 31, 2019) | (2,169,000) | (2,620,000) |
Accumulated other comprehensive loss | 1,600,000 | (5,076,000) |
Total Global Partners LP equity | 495,499,000 | 458,065,000 |
Noncontrolling interest | 1,174,000 | |
Total partners' equity | 495,499,000 | 459,239,000 |
Total liabilities and partners' equity | 2,540,500,000 | 2,808,427,000 |
Series A Preferred Limited Partners | ||
Global Partners LP equity: | ||
Limited partner interest | 67,226,000 | 67,226,000 |
Common Limited Partners | ||
Global Partners LP equity: | ||
Limited partner interest | $ 428,842,000 | $ 398,535,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Limited partner interest, units outstanding | 33,995,563 | |
General partner interest (as a percent) | (0.67%) | (0.67%) |
General partner interest, equivalent units outstanding | 230,303 | 230,303 |
Accounts receivable, allowance (in dollars) | $ 2,555 | $ 2,729 |
Series A Preferred Limited Partners | ||
Limited partner interest, units issued | 2,760,000 | 2,760,000 |
Limited partner interest, units outstanding | 2,760,000 | 2,760,000 |
Common Limited Partners | ||
Limited partner interest, units issued | 33,995,563 | 33,995,563 |
Limited partner interest, units outstanding | 33,966,180 | 33,867,393 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Sales | $ 8,321,599 | $ 13,081,730 | $ 12,672,602 |
Cost of sales | 7,600,461 | 12,418,973 | 12,022,193 |
Gross profit | 721,138 | 662,757 | 650,409 |
Costs and operating expenses: | |||
Selling, general and administrative expenses | 192,533 | 170,937 | 171,002 |
Operating expenses | 323,298 | 342,382 | 321,115 |
(Gain) loss on trustee taxes | 52,627 | ||
Lease exit and termination ASC840 | (3,506) | ||
Lease exit and termination gain | (493) | ||
Amortization expense | 10,839 | 11,431 | 10,960 |
Net loss (gain) on sale and disposition of assets | 275 | (2,730) | 5,880 |
Long-lived asset impairment | 1,927 | 2,022 | 414 |
Total costs and operating expenses | 528,872 | 523,549 | 453,238 |
Operating income | 192,266 | 139,208 | 197,171 |
Interest expense | (83,539) | (89,856) | (89,145) |
Loss on early extinguishment of debt | (7,164) | (13,080) | |
Income before income tax (expense) benefit | 101,563 | 36,272 | 108,026 |
Income tax (expense) benefit | 119 | (1,094) | (5,623) |
Net income | 101,682 | 35,178 | 102,403 |
Net loss attributable to noncontrolling interest | 528 | 689 | 1,502 |
Net income attributable to Global Partners LP | 102,210 | 35,867 | 103,905 |
Less: General partner's interest in net income, including incentive distribution rights | 1,399 | 1,379 | 1,033 |
Limited partners' interest in net income | $ 94,083 | $ 27,760 | |
Basic net income per limited partner unit (in dollars per unit) | $ 2.77 | $ 0.82 | |
Diluted net income per limited partner unit (in dollars per unit) | $ 2.74 | $ 0.81 | |
Series A Preferred Limited Partners | |||
Costs and operating expenses: | |||
Limited partners' interest in net income | $ 6,728 | $ 6,728 | 2,691 |
Common Limited Partners | |||
Costs and operating expenses: | |||
Limited partners' interest in net income | $ 94,083 | $ 27,760 | $ 100,181 |
Basic net income per limited partner unit (in dollars per unit) | $ 2.77 | $ 0.82 | $ 2.97 |
Diluted net income per limited partner unit (in dollars per unit) | $ 2.74 | $ 0.81 | $ 2.95 |
Basic weighted average limited partner units outstanding (in units) | 33,907 | 33,810 | 33,701 |
Diluted weighted average limited partner units outstanding (in units) | 34,308 | 34,339 | 33,972 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||
Net income | $ 101,682 | $ 35,178 | $ 102,403 |
Other comprehensive income (loss) | |||
Change in fair value of cash flow hedges | 7,082 | 2 | |
Change in fair value of cash flow hedges, pre-adoption | 133 | ||
Change in pension liability | (406) | 182 | 75 |
Total other comprehensive income | 6,676 | 184 | 208 |
Comprehensive income | 108,358 | 35,362 | 102,611 |
Comprehensive loss attributable to noncontrolling interest | 528 | 689 | 1,502 |
Comprehensive income attributable to Global Partners LP | $ 108,886 | $ 36,051 | $ 104,113 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities | |||
Net income | $ 101,682 | $ 35,178 | $ 102,403 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 100,135 | 108,192 | 106,838 |
Amortization of deferred financing fees | 5,241 | 5,038 | 5,372 |
Amortization of leasehold interests, ASC840 | 327 | ||
Amortization of senior notes discount | 902 | 1,501 | |
Bad debt expense | 710 | 560 | 588 |
Unit-based compensation expense | 1,077 | 1,966 | 2,738 |
Write-off of financing fees | 667 | 188 | |
Loss on trustee taxes | (52,627) | ||
Net loss (gain) on sale and disposition of assets | 275 | (2,730) | 5,880 |
Long-lived asset impairment | 1,927 | 2,022 | 414 |
Loss on early extinguishment of debt | 7,164 | 13,080 | |
Deferred income taxes | 13,339 | 23 | 2,751 |
Changes in operating assets and liabilities, excluding net assets acquired: | |||
Accounts receivable | 185,168 | (78,978) | 81,898 |
Accounts receivable - affiliate | 5,413 | (2,388) | (1,662) |
Inventories | 65,588 | (64,790) | (29,778) |
Broker margin deposits | 12,805 | (19,700) | (5,085) |
Prepaid expenses, all other current assets and other assets | (35,495) | 14,413 | (15,912) |
Accounts payable | (165,513) | 64,407 | (4,433) |
Trustee taxes payable | (6,334) | 319 | (15,081) |
Change in derivatives | (12,635) | 30,030 | (31,764) |
Accrued expenses, all other current liabilities and other long-term liabilities | 31,312 | (13,330) | 14,488 |
Net cash provided by operating activities | 312,526 | 94,402 | 168,856 |
Cash flows from investing activities | |||
Acquisitions | (171,620) | ||
Capital expenditures | (76,333) | (82,864) | (69,174) |
Seller note issuances | (1,608) | (1,410) | (3,337) |
Proceeds from sale of property and equipment | 8,213 | 17,060 | 18,411 |
Net cash used in investing activities | (69,728) | (67,214) | (225,720) |
Cash flows from financing activities | |||
Net proceeds from issuance of Series A preferred units | 66,366 | ||
Proceeds from senior notes, net | 344,750 | 392,602 | |
Repayment of senior notes | (306,501) | (381,886) | |
Repurchase of common units | (291) | ||
LTIP units withheld for tax obligations | (277) | (657) | (835) |
Noncontrolling interest capital contribution | 400 | ||
Acquisition of noncontrolling interest | (1,650) | ||
Distributions to limited partners and general partner | (71,357) | (76,626) | (66,004) |
Net cash (used in) provided by financing activities | (245,126) | (23,267) | 50,127 |
Cash and cash equivalents | |||
Decrease in cash and cash equivalents | (2,328) | 3,921 | (6,737) |
Cash and cash equivalents at beginning of period | 12,042 | 8,121 | 14,858 |
Cash and cash equivalents at end of period | 9,714 | 12,042 | 8,121 |
Supplemental information | |||
Cash paid during the period for interest | 58,638 | 67,436 | 67,163 |
Net cash (received) paid during the period for income taxes | (1,463) | (5,208) | 653 |
Revolving Credit Facility [Member] | |||
Cash flows from financing activities | |||
Net (payments on) borrowings from credit facility | (70,700) | (27,300) | 24,000 |
Working Capital Facility [Member] | |||
Cash flows from financing activities | |||
Net (payments on) borrowings from credit facility | $ (139,500) | $ 70,600 | $ 26,600 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' EQUITY - USD ($) $ in Thousands | Limited Partner InterestSeries A Preferred Limited Partners | Limited Partner InterestCommon Limited Partners | General Partner, Global GP LLC | Accumulated Other Comprehensive Loss | Noncontrolling Interest | Total |
Balance, beginning of period at Dec. 31, 2017 | $ 399,399 | $ (2,978) | $ (5,468) | $ 3,365 | $ 394,318 | |
Increase (Decrease) in Partners' Capital | ||||||
Issuance of units | $ 66,366 | 66,366 | ||||
Net income (loss) | 2,691 | 100,181 | 1,033 | (1,502) | 102,403 | |
Distributions to limited partners and general partner | (1,831) | (63,744) | (564) | (66,139) | ||
Unit-based compensation | 2,738 | 2,738 | ||||
Other comprehensive income | 208 | 208 | ||||
LTIP units withheld for tax obligations | (835) | (835) | ||||
Dividends on repurchased units | 135 | 135 | ||||
Balance, end of period at Dec. 31, 2018 | 67,226 | 437,874 | (2,509) | (5,260) | 1,863 | 499,194 |
Increase (Decrease) in Partners' Capital | ||||||
Net income (loss) | 6,728 | 27,760 | 1,379 | (689) | 35,178 | |
Distributions to limited partners and general partner | (6,728) | (69,522) | (1,490) | (77,740) | ||
Unit-based compensation | 1,966 | 1,966 | ||||
Other comprehensive income | 184 | 184 | ||||
LTIP units withheld for tax obligations | (657) | (657) | ||||
Dividends on repurchased units | 1,114 | 1,114 | ||||
Balance, end of period at Dec. 31, 2019 | 67,226 | 398,535 | (2,620) | (5,076) | 1,174 | 459,239 |
Increase (Decrease) in Partners' Capital | ||||||
Net income (loss) | 6,728 | 94,083 | 1,399 | (528) | 101,682 | |
Noncontrolling interest capital contribution | 400 | 400 | ||||
Distributions to limited partners and general partner | (6,728) | (63,826) | (948) | (71,502) | ||
Acquisition of noncontrolling interest | (604) | $ (1,046) | (1,650) | |||
Unit-based compensation | 1,077 | 1,077 | ||||
Other comprehensive income | 6,676 | 6,676 | ||||
Repurchase of common units | (291) | (291) | ||||
LTIP units withheld for tax obligations | (277) | (277) | ||||
Dividends on repurchased units | 145 | 145 | ||||
Balance, end of period at Dec. 31, 2020 | $ 67,226 | $ 428,842 | $ (2,169) | $ 1,600 | $ 495,499 |
Organization and Basis of Prese
Organization and Basis of Presentation | 12 Months Ended |
Dec. 31, 2020 | |
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 master limited partnership formed in March 2005. 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 region’s largest independent owners, suppliers and operators of gasoline stations and convenience stores. As of December 31, 2020, the Partnership had a portfolio of 1,548 owned, leased and/or supplied gasoline stations, including 277 directly operated convenience stores, primarily in the Northeast. The Partnership is also 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 engages in the purchasing, selling, gathering, blending, 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 and in the transportation of petroleum products and renewable fuels by rail 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 December 31, 2020, affiliates of the General Partner, including its directors and executive officers and their affiliates, owned 5,238,654 common units, representing a 15.4% limited partner interest. 2020 Events COVID-19 Pandemic Purchase Agreement 2029 Notes Offering and 2023 Notes Redemption On February 1, 2021, the Partnership completed an exchange offer whereby holders of the 2029 Notes exchanged all of the 2029 Notes for an equivalent amount of senior notes registered under the Securities Act. The exchange notes are substantially identical to the 2029 Notes, except that the exchange notes are not subject to the restrictions on transfers or to any increase in annual interest rates for failure to comply with the 2029 Notes Registration Rights Agreement (defined below). Please read Note 8 for additional information on the 2029 Notes. Amended Credit Agreement |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of Consolidation and Presentation On July 24, 2018, the Partnership acquired the assets of company-operated gasoline stations and convenience stores from New Hampshire-based Cheshire Oil Company, The accompanying consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated. Noncontrolling Interest These financial statements reflect the application of Accounting Standards Codification (“ASC”) Topic 810, “Consolidations” (“ASC 810”) which establishes accounting and reporting standards that require: (i) the ownership interest in subsidiaries held by parties other than the parent to be clearly identified and presented in the consolidated balance sheet within shareholder’s equity, but separate from the parent’s equity, (ii) the amount of consolidated net income attributable to the parent and the noncontrolling interest to be clearly identified and presented on the face of the consolidated statements of operations, and (iii) changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary to be accounted for consistently. The Partnership acquired a 60% interest in Basin Transload, LLC (“Basin Transload”) on February 1, 2013. After evaluating ASC 810, 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. In connection with the terms of an agreement between the Partnership and the minority members of Basin Transload, on September 29, 2020, the Partnership acquired the minority members’ collective 40% interest in Basin Transload (see Note 23, “Legal Proceedings” for additional information). Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The COVID-19 pandemic across the United States and the responses of governmental bodies (federal, state and municipal), companies and individuals, including mandated and/or voluntary restrictions to mitigate the spread of the virus, have caused a significant economic downturn. The uncertainty surrounding the short and long-term impact of COVID-19, including the inability to project the timing of an economic recovery, may have an impact on the Partnership’s use of estimates. Among the estimates made by management are (i) estimated fair value of assets and liabilities acquired in a business combination and identification of associated goodwill and intangible assets, (ii) fair value of derivative instruments, (iii) accruals and contingent liabilities, (iv) allowance for credit losses, (v) assumptions used to evaluate goodwill, property and equipment and intangibles for impairment, (vi) environmental and asset retirement obligation provisions, and (vii) weighted average discount rate used in lease accounting. Although the Partnership believes its estimates are reasonable, actual results could differ from these estimates. Cash and Cash Equivalents The Partnership considers highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The carrying value of cash and cash equivalents, including broker margin accounts, approximates fair value. Accounts Receivable The Partnership’s accounts receivable primarily results from sales of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil to its customers. The majority of the Partnership’s accounts receivable relates to its petroleum marketing activities that can generally be described as high volume and low margin activities. The Partnership makes a determination of the amount, if any, of a line of credit it may extend to a customer based on the form and amount of financial performance assurances the Partnership requires. Such financial assurances are commonly provided to the Partnership in the form of standby letters of credit, personal guarantees or corporate guarantees. The Partnership reviews all accounts receivable balances on a monthly basis and records a reserve for estimated amounts it expects will not be fully recovered. At December 31, 2020 and 2019, substantially all of the Partnership’s accounts receivable were classified as current assets and there were no non-standard payment terms. Allowance for Credit Losses The Partnership is exposed to credit losses primarily through its sales of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil. Concentration of credit risk with respect to trade receivables are limited due to the Partnership’s customer base being large and diverse. The Partnership assesses each counterparty’s ability to pay for the products the Partnership sells by conducting a credit review. This credit review considers the Partnership’s expected billing exposure and timing for payment and the counterparty’s established credit rating or, in the case when a credit rating is not available, the Partnership’s assessment of the counterparty’s creditworthiness based on the Partnership’s analysis of the counterparty’s financial statements. The Partnership also considers contract terms and conditions and business strategy in its evaluation. A credit limit is established for each counterparty based on the outcome of this review. The Partnership may require collateralized asset support in the form of standby letters of credit, personal or corporate guarantees and/or a prepayment to mitigate credit risk. The Partnership monitors its ongoing credit exposure through active reviews of counterparty balances against contract terms and due dates. The Partnership’s historical experience of collecting receivables, supported by the level of default, is that credit risk is low across classes of customers and locations and trade receivables are considered to be a single class of financial assets. Impairment for trade receivables are calculated for specific receivables with known or anticipated issues affecting the likelihood of collectability and for balances past due with a probability of default based on historical data as well as relevant forward-looking information. The Partnership’s activities include timely account reconciliations, dispute resolutions and payment confirmations. The Partnership utilizes internal legal counsel or collection agencies and outside legal counsel to pursue recovery of defaulted receivables. Based on an aging analysis at December 31, 2020, approximately 99% of the Partnership’s accounts receivable were outstanding less than 30 days. The following table presents changes in the credit loss allowance for the years ended December 31 (in thousands): Write-offs Balance at Current Charged Balance Beginning Period Against Allowance Recoveries Other at End Description of Period Provision for Credit Losses Collected Adjustment of Period Year ended December 31, 2020 Credit loss allowance—accounts receivable $ 2,729 $ 710 $ (1,054) $ 170 $ — $ 2,555 Year ended December 31, 2019 Credit loss allowance—accounts receivable $ 2,433 $ 177 $ (388) $ 507 $ — $ 2,729 Year ended December 31, 2018 Credit loss allowance—accounts receivable $ 4,605 $ 754 $ (2,947) $ — $ 21 $ 2,433 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. Renewable Identification Numbers (“RINs”) inventory is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory is carried at the lower of historical cost, based on a weighted average cost method, or net realizable value. Inventories consisted of the following at December 31 (in thousands): 2020 2019 Distillates: home heating oil, diesel and kerosene $ 206,177 $ 222,202 Gasoline 98,747 120,958 Gasoline blendstocks 27,468 39,702 Crude oil 6,181 16,018 Residual oil 21,159 26,521 Propane and other 39 1,356 Renewable identification numbers (RINs) 2,332 1,329 Convenience store inventory 22,329 22,396 Total $ 384,432 $ 450,482 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 (see Revenue Recognition accounts receivable and amounted to $3.0 million and $9.2 million at December 31, 2020 and 2019, respectively. Negative exchange balances are accounted for as accounts payable and amounted to $9.8 million and $17.6 million at December 31, 2020 and 2019, respectively. Exchange transactions are valued using current carrying costs. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Minor expenditures for routine maintenance, repairs and renewals are charged to expense as incurred, and major improvements that extend the useful lives of the related assets are capitalized. Depreciation related to the Partnership’s terminal assets and gasoline stations is charged to cost of sales and all other depreciation is charged to selling, general and administrative expenses. Depreciation is charged over the estimated useful lives of the applicable assets using straight-line methods, and accelerated methods are used for income tax purposes. When applicable and based on policy, which considers the construction period and project cost, the Partnership capitalizes interest on qualified long-term projects and depreciates it over the life of the related asset. The estimated useful lives are as follows: Gasoline station buildings, improvements and storage tanks 15-25 years Buildings, docks, terminal facilities and improvements 5-25 years Gasoline station equipment 7 years Fixtures, equipment and capitalized internal use software 3-7 years The Partnership capitalizes certain costs, including internal payroll and external direct project costs incurred in connection with developing or obtaining software designated for internal use. These costs are included in property and equipment and are amortized over the estimated useful lives of the related software. Intangibles Intangibles are carried at cost less accumulated amortization. For assets with determinable useful lives, amortization is computed over the estimated economic useful lives of the respective intangible assets, ranging from 3 to 20 years. Goodwill and Long-Lived Asset Impairment Goodwill Goodwill represents the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. The Partnership has concluded that its operating segments are also its reporting units. Goodwill is tested for impairment annually as of October 1 or when events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. Derecognized goodwill associated with the Partnership’s disposition activities of Gasoline Distribution and Station Operation (“GDSO”) sites is included in the carrying value of assets sold in determining the gain or loss on disposal, to the extent the disposition of assets qualifies as a disposition of a business under ASC 805. The GDSO reporting unit’s goodwill that was derecognized related to the disposition of sites that met the definition of a business was $0.9 million, $2.9 million and $3.9 million for the years ended December 31, 2020, 2019 and 2018, respectively (see Note 7). All of the Partnership’s goodwill is allocated to the GDSO segment. During 2020, 2019 and 2018, the Partnership completed a quantitative assessment for the GDSO reporting unit. Factors included in the assessment included both macro-economic conditions and industry specific conditions, and the fair value of the GDSO reporting unit was estimated using a weighted average of a discounted cash flow approach and a market comparables approach. Based on the Partnership’s assessment, no impairment was identified. Evaluation of Long-Lived Asset Impairment Accounting and reporting guidance for long-lived assets requires that a long-lived asset (group) be reviewed for impairment when events or changes in circumstances indicate that the carrying amount might not be recoverable. Accordingly, the Partnership evaluates long-lived assets for impairment whenever indicators of impairment are identified. If indicators of impairment are present, the Partnership assesses impairment by comparing the undiscounted projected future cash flows from the long-lived assets to their carrying value. If the undiscounted cash flows are less than the carrying value, the long-lived assets will be reduced to their fair value. The Partnership recognized an impairment charge relating to certain right-of-use assets in the amount of $1.9 million for the year ended December 31, 2020, of which $1.7 million was allocated to the Wholesale segment and $0.2 million was allocated to the GDSO segment. This impairment charge is included in long-lived asset impairment in the accompanying statement of operations. The Partnership had no impairment charges relating to right-of-use assets for the years ended December 31, 2019 and 2018. The Partnership recognized an impairment charge relating to long-lived assets used at certain gasoline stations and convenience stores in the amount of $0.3 million, $2.0 million and $0.4 million for the years ended December 31, 2020, 2019 and 2018, respectively, which is included in long-lived asset impairment in the accompanying statements of operations. These assets are allocated to the GDSO segment. Environmental and Other Liabilities The Partnership accrues for all direct costs associated with the estimated resolution of contingencies at the earliest date at which it is deemed probable that a liability has been incurred and the amount of such liability can be reasonably estimated. Costs accrued are estimated based upon an analysis of potential results, assuming a combination of litigation and settlement strategies and outcomes. Estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study. Loss accruals are adjusted as further information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recognized when related contingencies are resolved, generally upon cash receipt. The Partnership is subject to other contingencies, including legal proceedings and claims arising out of its businesses that cover a wide range of matters, including environmental matters and contract and employment claims. Environmental and other legal proceedings may also include matters with respect to businesses previously owned. Further, due to the lack of adequate information and the potential impact of present regulations and any future regulations, there are certain circumstances in which no range of potential exposure may be reasonably estimated. See Notes 14 and 23. . 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 $8.3 million and $8.0 million in total asset retirement obligations at December 31, 2020 and 2019, respectively, which are included in other long-term liabilities in the accompanying consolidated balance sheets. Leases The Partnership has gasoline station and convenience store leases, primarily of land and buildings. The Partnership has terminal and dedicated storage facility lease arrangements with various petroleum terminals and third parties, of which certain arrangements have minimum usage requirements. The Partnership leases barges through various time charter lease arrangements and railcars through various lease arrangements. The Partnership also has leases for office space, computer and convenience store equipment and automobiles. The Partnership’s lease arrangements have various expiration dates with options to extend. The Partnership is also the lessor party to various lease arrangements with various expiration dates, including the leasing of gasoline stations and certain equipment to third-party station operators and cobranding lease agreements for certain space within the Partnership’s gasoline stations and convenience stores. In addition, the Partnership is party to three master unitary lease agreements in connection with (i) the June 2015 acquisition of retail gasoline stations from Capitol Petroleum Group (“Capitol”) related to properties previously sold by Capitol within two sale-leaseback transactions; and (ii) the June 2016 sale of real property assets at 30 gasoline stations and convenience stores that did not meet the criteria for sale accounting. These transactions continue to be accounted for as financing obligations (see Note 8) upon transition to ASC 842, “Leases,” which the Partnership adopted on January 1, 2019. Accounting and reporting guidance for leases requires that leases be evaluated and classified as either operating or finance leases by the lessee and as either operating, sales-type or direct financing leases by the lessor. The Partnership’s operating leases are included in right-of-use (“ROU”) assets, lease liability-current portion and long-term lease liability-less current portion in the accompanying consolidated balance sheets. ROU assets represent the Partnership’s right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Partnership’s variable lease payments consist of payments that depend on an index or rate (such as the Consumer Price Index) as well as those payments that depend on the Partnership’s performance or use of the underlying asset related to the lease. Variable lease payments are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. As most of the Partnership’s leases do not provide an implicit rate in determining the net present value of lease payments, the Partnership uses its incremental borrowing rate based on the information available at the lease commencement date. ROU assets also include any lease payments made and exclude lease incentives. Many of the Partnership’s lessee agreements include options to extend the lease, which are not included in the minimum lease terms unless they are reasonably certain to be exercised. Rental expense for lease payments related to operating leases is recognized on a straight-line basis over the lease term. Rental income for lease payments received related to operating leases is recognized on a straight-line basis over the lease term. The Partnership has elected the package of practical expedients permitted under the transition guidance within the new standard which, among other things, allows the Partnership to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. Leases with an initial term of 12 months or less are not recorded on the balance sheet as the Partnership recognizes lease expense for these leases on a straight-line basis over the lease term. The Partnership’s leases have contracted terms as follows: Gasoline station and convenience store leases 1-20 years Terminal lease arrangements 1 -5 years Dedicated storage facility leases 1 -5 years Barge and railcar equipment leases 1 -10 years Office space leases 1 -12 years Computer equipment, convenience store equipment and automobile leases 1 -5 years The above table excludes the Partnership’s West Coast facility land lease arrangement which contract term is subject to expiration through July 2066. Some of the above leases include options to extend the leases for up to an additional 30 years . The Partnership does not include renewal options in its lease terms for calculating the lease liability unless the Partnership is reasonably certain the renewal options are to be exercised. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Lease Exit and Termination Gain In December 2016, the Partnership voluntarily terminated early a sublease with a counterparty for 1,610 railcars that were underutilized due to unfavorable market conditions in the crude oil by rail market. Separately, the Partnership entered into a fleet management services agreement (effective January 1, 2017) (the “Services Agreement”) with the counterparty, pursuant to which the Partnership would provide railcar storage, freight, insurance and other services on behalf of the counterparty. During each of 2019 and 2018, the Partnership was released from certain of its obligations under the Services Agreement, which resulted in a reduction of the remaining accrued incremental costs of $0.5 million and $3.5 million for the years ended December 31, 2019 and 2018, respectively, which benefit is included in lease exit and termination gain in the accompanying statements of operations. The remaining accrued incremental costs were $0.4 million at December 31, 2020. Revenue Recognition The Partnership’s sales relate primarily to the sale of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil and are recognized along with the related receivable upon delivery, net of applicable provisions for discounts and allowances. The Partnership may also provide for shipping costs at the time of sale, which are included in cost of sales. Contracts with customers typically contain pricing provisions that are tied to a market index, with certain adjustments based on quality and freight due to location differences and prevailing supply and demand conditions, as well as other factors. As a result, the price of the products fluctuates to remain competitive with other available product supplies. The revenue associated with such arrangements is recognized upon delivery. In addition, the Partnership generates revenue from its logistics activities when it stores, transloads and ships products owned by others. Revenue from logistics services is recognized as services are provided. Logistics agreements may require counterparties to throughput a minimum volume over an agreed-upon period and may include make-up rights if the minimum volume is not met. The Partnership recognizes revenue associated with make-up rights at the earlier of when the make-up volume is shipped, the make-up right expires or when it is determined that the likelihood that the shipper will utilize the make-up right is remote. Product revenue is not recognized on exchange agreements, which are entered into primarily to acquire various refined petroleum products, gasoline blendstocks, renewable fuels and crude oil of a desired quality or to reduce transportation costs by taking delivery of products closer to the Partnership’s end markets. The Partnership recognizes net exchange differentials due from exchange partners in sales upon delivery of product to an exchange partner. The Partnership recognizes net exchange differentials due to exchange partners in cost of sales upon receipt of product from an exchange partner. Trustee Taxes The Partnership collects trustee taxes, which consist of various pass through taxes collected on behalf of taxing authorities, and remits such taxes directly to those taxing authorities. Examples of trustee taxes include, among other things, motor fuel excise tax and sales and use tax. As such, it is the Partnership’s policy to exclude trustee taxes from revenues and cost of sales and account for them as current liabilities. The Partnership may be subject to audits of its state and federal tax returns for trustee taxes. Volumetric Ethanol Excise Tax Credit— 31, 2018. 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, gasoline blendstocks, 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. See Note 13. Concentration of Risk Financial instruments that potentially subject the Partnership to concentration of credit risk consist primarily of cash, cash equivalents, accounts receivable, firm commitments and, under certain circumstances, futures contracts, forward fixed price contracts, options and swap agreements which may be used to hedge commodity and interest rate risks. The Partnership provides credit in the normal course of its business. The Partnership performs ongoing credit evaluations of its customers and provides for credit losses based on specific information and historical trends. Credit risk on trade receivables is minimized as a result of the Partnership’s large customer base. Losses have historically been within management’s expectations. See Note 9 for a discussion regarding risk of credit loss related to futures contracts, forward fixed price contracts, options and swap agreements. The Partnership’s wholesale and commercial customers of refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane are located primarily in the Northeast. The Partnership’s retail gasoline stations and directly operated convenience stores are also located primarily in the Northeast. Due to the nature of the Partnership’s businesses 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. However, the COVID-19 pandemic has had a negative impact on gasoline demand and the extent and duration of that impact is uncertain. 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 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Note 3. Leases On January 1, 2019, the Partnership adopted ASC 842 using the prospective transition approach, which applies the provisions of the new guidance at the effective date without adjusting the comparative periods presented. The adoption of ASC 842 resulted in the recognition of ROU assets and lease liabilities of approximately $330.8 million and $340.8 million, respectively, as of January 1, 2019. The difference between ROU asset and lease liabilities of $10.0 million is primarily associated with amounts previously recognized on the Partnership’s consolidated balance sheet under ASC 840 and is recognized net within ROU assets under ASC 842. The standard did not materially impact the Partnership’s consolidated statement of operations or its consolidated statement of cash flows for the year ended December 31, 2019. See Note 2 for the Partnership’s lease policy and below for the required disclosures under ASC 842. The following table presents supplemental balance sheet information related to leases at December 31 (in thousands): Assets: Balance Sheet Location 2020 2019 Right-of-use assets - operating Right-of-use assets, net $ 290,506 $ 296,746 Liabilities: Current lease liability - operating Lease liability - current portion $ 75,376 68,160 Noncurrent lease liability - operating Lease liability - less current portion 226,648 239,349 Total lease liability $ 302,024 $ 307,509 Lessee Lease Arrangements The following table presents the components of lease cost for the years ended December 31 (in thousands): Statement of operations location: 2020 2019 Cost of sales (a) $ 47,703 $ 57,369 Selling, general and administrative expenses 2,897 3,094 Operating expenses (b) 51,130 50,904 Total lease cost $ 101,730 $ 111,367 (a) Includes short-term lease costs of $3.1 million and $2.5 million for 2020 and 2019, respectively. (b) Includes variable lease cost of $6.1 million and $6.7 million for 2020 and 2019, respectively, and short-term leases costs which were immaterial for both 2020 and 2019. Operating lease costs included in cost of sales are primarily associated with leases of barges and railcars and dedicated storage facility lease arrangements. Operating lease costs included in operating expenses are primarily associated with the leases of gasoline stations and convenience stores and terminal lease arrangements where the Partnership is responsible for operating the terminal facility. Operating lease costs included in selling, general and administrative expenses are primarily associated with the leases of office space, computers and automobiles. The future minimum lease payments to be paid under operating leases in effect and included in the calculation of lease liabilities at December 31, 2020 were as follows (in thousands): 2021 $ 92,926 2022 65,847 2023 52,401 2024 40,904 2025 33,144 Thereafter 94,933 Total lease payments 380,155 Less imputed interest 78,131 Total lease liabilities $ 302,024 Current portion $ 75,376 Long-term portion 226,648 Total lease liabilities $ 302,024 The future minimum lease payments include $27.2 million related to options to extend lease terms that are reasonably certain of being exercised and exclude $2.9 million in lease payments that were not fixed at lease commencement or lease modification and $1.0 million related to minimum lease payments for leases that are less than one year. Lessor Lease Arrangements The following table presents the components of lease revenue for the years ended December 31 (in thousands): Statement of operations location: 2020 2019 Sales (a)(b) $ 73,266 $ 74,184 (a) Lease revenue includes sub-lessor rental income from leased properties of $39.0 million and $38.3 million for 2020 and 2019, respectively, where the Partnership is the lessee of the property. (b) Includes variable lease revenue of $4.6 million and $6.4 million for 2020 and 2019, respectively, and short-term lease revenue which was immaterial for both 2020 and 2019. The future minimum lease payments to be received under operating leases in effect at December 31, 2020 were as follows (in thousands): 2021 $ 67,508 2022 39,516 2023 23,200 2024 12,803 2025 11,042 Thereafter 7,371 Total $ 161,440 Supplemental Information Related to Lease Arrangements At December 31, 2020, the weighted average non-cancellable lease term was 6.3 years and the weighted average discount rate was 6.46%. The following table presents supplemental information related to leases for the years ended December 31 (in thousands): 2020 2019 Cash paid for amounts included in the measurement of lease liabilities $ 96,096 $ 105,366 Right-of-use assets obtained in exchange for new lease liabilities $ 65,045 $ 54,313 |
Revenue from Contracts with Cus
Revenue from Contracts with Customers | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contracts with Customers | Note 4. Revenue from Contracts with Customers Disaggregation of Revenue The following table provides the disaggregation of revenue from contracts with customers and other sales by segment for the periods presented (in thousands): Year Ended December 31, 2020 Revenue from contracts with customers: Wholesale GDSO Commercial Total Refined petroleum products, renewable fuels, crude oil and propane $ 1,268,413 $ 2,545,616 $ 441,451 $ 4,255,480 Station operations — 359,989 — 359,989 Total revenue from contracts with customers 1,268,413 2,905,605 441,451 4,615,469 Other sales: Revenue originating as physical forward contracts and exchanges 3,308,448 — 324,416 3,632,864 Revenue from leases 2,214 71,052 — 73,266 Total other sales 3,310,662 71,052 324,416 3,706,130 Total sales $ 4,579,075 $ 2,976,657 $ 765,867 $ 8,321,599 Year Ended December 31, 2019 Revenue from contracts with customers: Wholesale GDSO Commercial Total Refined petroleum products, renewable fuels, crude oil and propane $ 1,681,426 $ 3,806,892 $ 794,082 $ 6,282,400 Station operations — 394,679 — 394,679 Total revenue from contracts with customers 1,681,426 4,201,571 794,082 6,677,079 Other sales: Revenue originating as physical forward contracts and exchanges 5,746,338 — 584,129 6,330,467 Revenue from leases 2,102 72,082 — 74,184 Total other sales 5,748,440 72,082 584,129 6,404,651 Total sales $ 7,429,866 $ 4,273,653 $ 1,378,211 $ 13,081,730 Year Ended December 31, 2018 Revenue from contracts with customers: Wholesale GDSO Commercial Total Refined petroleum products, renewable fuels, crude oil and propane $ 1,580,156 $ 4,081,498 $ 769,271 $ 6,430,925 Station operations — 355,656 — 355,656 Total revenue from contracts with customers 1,580,156 4,437,154 769,271 6,786,581 Other sales: Revenue originating as physical forward contracts and exchanges 5,308,613 — 503,832 5,812,445 Revenue from leases 2,021 71,555 — 73,576 Total other sales 5,310,634 71,555 503,832 5,886,021 Total sales $ 6,890,790 $ 4,508,709 $ 1,273,103 $ 12,672,602 Nature of Goods and Services Revenue from Contracts with Customers (ASC 606) ● Refined petroleum products, renewable fuels, crude oil and propane sales —Under the Partnership’s Wholesale, GDSO and Commercial segments, revenue is recognized at the point where control of the product is transferred to the customer and collectability is reasonably assured. ● Station operations —Revenue from convenience store sales of grocery and other merchandise and sundries (such as car wash sales and lottery and ATM commissions) is recognized at the time of the sale to the customer. Other Revenue ● Revenue Originating as Physical Forward Contracts and Exchanges —The Partnership’s commodity contracts and derivative instrument activity include physical forward commodity sale contracts. The Partnership does not take the normal purchase and sale exemption available under ASC 815, “Derivatives and Hedging,” for any of its physical forward contracts. This income is recognized under ASC 815 and is included in sales at the contract value at the point where control of the product is transferred to the customer. Income from net exchange differentials included in sales is recognized under ASC 845, “Nonmonetary Transactions,” upon delivery of product to exchange partners. ● Revenue from Leases —The Partnership has rental income from gasoline stations and cobranding arrangements and lease income from space leased to several unrelated third parties at several of the Partnership’s terminals. Transaction Price Allocated to Remaining Performance Obligations The Partnership has elected certain of the optional exemptions from the disclosure requirement for remaining performance obligations for specific situations in which an entity need not estimate variable consideration to recognize revenue. Accordingly, the Partnership applies the practical expedient The fixed component of estimated revenues expected to be recognized in the future related to performance obligations tied to a market index that are unsatisfied (or partially unsatisfied) at the end of the reporting period are not significant. Contract Balances A receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets, is recognized in the period the Partnership provides services when its right to consideration is unconditional. In contrast, a contract asset will be recognized when the Partnership has fulfilled a contract obligation but must perform other obligations before being entitled to payment. The nature of the receivables related to revenue from contracts with customers and other revenue, as well as contract assets, are the same, given they are related to the same customers and have the same risk profile and securitization. Payment terms on invoiced amounts are typically 2 to 30 days. A contract liability is recognized when the Partnership has an obligation to transfer goods or services to a customer for which the Partnership has received consideration (or the amount is due) from the customer. The Partnership had no significant contract liabilities at both December 31, 2020 and 2019. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill abstract | |
Goodwill and Intangible Assets | Note 5. Goodwill and Intangible Assets The following table presents changes in goodwill, all of which has been allocated to the GDSO segment (in thousands): Balance at December 31, 2019 $ 324,474 Dispositions (1) (909) Balance at December 31, 2020 $ 323,565 (1) Dispositions represent derecognition of goodwill associated with the sale and disposition of certain assets (see Note 7). Intangible assets consisted of the following (in thousands): Gross Net Carrying Accumulated Intangible Amortization Amount Amortization Assets Period At December 31, 2020 Intangible assets subject to amortization: Terminalling services $ 26,365 $ (17,765) $ 8,600 20 years Customer relationships 43,986 (42,065) 1,921 2-15 years Supply contracts 87,578 (62,881) 24,697 5-15 years Other intangible assets 5,195 (4,488) 707 3-20 years Total intangible assets $ 163,124 $ (127,199) $ 35,925 At December 31, 2019 Intangible assets subject to amortization: Terminalling services $ 26,365 $ (16,429) $ 9,936 20 years Customer relationships 43,986 (41,630) 2,356 2-15 years Supply contracts 87,578 (54,655) 32,923 5-15 years Other intangible assets 5,195 (3,645) 1,550 3-20 years Total intangible assets $ 163,124 $ (116,359) $ 46,765 The aggregate amortization expense was approximately $10.8 million, $11.4 million and $11.0 million for the years ended December 31, 2020, 2019 and 2018, respectively. The estimated annual intangible asset amortization expense for future years ending December 31 is as follows (in thousands): 2021 $ 10,434 2022 7,200 2023 6,768 2024 5,101 2025 2,620 Thereafter 3,802 Total intangible assets $ 35,925 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property and Equipment | |
Property and Equipment | Note 6. Property and Equipment Property and equipment consisted of the following at December 31 (in thousands): 2020 2019 Buildings and improvements $ 1,243,460 $ 1,196,502 Land 449,840 452,104 Fixtures and equipment 36,352 46,848 Idle plant assets 30,500 30,500 Construction in process 42,428 27,951 Capitalized internal use software 30,534 33,502 Total property and equipment 1,833,114 1,787,407 Less accumulated depreciation 750,628 682,544 Total $ 1,082,486 $ 1,104,863 Property and equipment includes assets held for sale of $1.7 million and $4.6 million at December 31, 2020 and 2019, respectively. At December 31, 2020, the Partnership had a $41.8 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. The Partnership would need to take certain measures to prepare the facility for ethanol production in order to place the plant into service and commence depreciation. Therefore, the $30.5 million related to the ethanol plant was included in property and equipment and classified as idle plant assets at December 31, 2020 and 2019. 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. The Partnership believes these assets are recoverable but continues to monitor the market for ethanol, the continued business development of this facility for ethanol or other product transloading, and the related impact this may have on the facility’s operating cash flows and whether this would constitute an impairment indicator. Construction in process in 2020 included $33.0 million in costs related to the Partnership’s gasoline stations and $9.4 million in costs related to the Partnership’s terminals. Construction in process in 2019 included $23.1 million in costs related to the Partnership’s gasoline stations and $4.8 million in costs related to the Partnership’s terminals. Depreciation Depreciation expense allocated to cost of sales was approximately $81.1 million, $87.9 million and $86.9 million for the years ended December 31, 2020, 2019 and 2018, respectively. Depreciation expense allocated to selling, general and administrative expenses was approximately $8.1 million, $8.8 million and $9.0 million for the years ended December 31, 2020, 2019 and 2018, respectively. |
Sale and Disposition of Assets
Sale and Disposition of Assets | 12 Months Ended |
Dec. 31, 2020 | |
Sale and Disposition of Assets | |
Sale and Dispositions of Assets | Note 7. Sale and Disposition of Assets The following table provides the Partnership’s (gain) loss on sale and dispositions of assets for the years ended December 31 (in thousands): 2020 2019 2018 Periodic divestiture of gasoline stations (1,047) (2,481) (263) Strategic asset divestiture program - Real estate firm coordinated sale (252) (2,046) 995 Loss on assets held for sale 964 1,660 4,650 Other 610 137 498 Total $ 275 $ (2,730) $ 5,880 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 ($1.0 million), ($2.5 million) and ($0.3 million) for the years ended December 31, 2020, 2019 and 2018, 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”). The gain or loss on the sales of these sites, 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 Real Estate Firm Coordinated Sales The Partnership retained a real estate firm to coordinate the continuing sale of non-strategic GDSO sites. The Partnership sold 5 sites during the year ended December 31, 2020. The Partnership recognized a gain of ($0.3 million) on the sales of these sites for the year ended December 31, 2020, including the derecognition of $0.9 million of GDSO goodwill. The Partnership recognized a (gain) loss of ($2.0 million) and $1.0 million on the sales of sites for the years ended December 31, 2019 and 2018, respectively, including the derecognition of $2.9 million and $3.9 million of GDSO goodwill for these respective periods. 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. Impairment charges related to assets held for sale are included in net loss (gain) on sale and disposition of assets in the accompanying consolidated statements of operations. The Partnership classified 4 sites as held for sale at December 31, 2020 associated with the periodic divestiture of gasoline station sites and the real estate firm coordinated sales discussed above. The Partnership recorded impairment charges related to these assets held for sale in the amount of $1.0 million for the year ended December 31, 2020. The Partnership recorded impairment charges related to assets held for sale associated with the periodic divestiture of gasoline station sites and the real estate firm coordinated sales in the amount of $1.7 million and $4.7 million for the years ended December 31, 2019 and 2018, respectively. Assets held for sale of $1.7 million and $4.6 million at December 31, 2020 and 2019, respectively, are included in property and equipment in the accompanying consolidated 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 | 12 Months Ended |
Dec. 31, 2020 | |
Debt and Financing Obligations | |
Debt and Financing Obligations | Note 8. Debt and Financing Obligations Credit Agreement Certain subsidiaries of the Partnership, as borrowers, and the Partnership and certain of its subsidiaries, as guarantors, have a $1.17 billion senior secured credit facility (the “Credit Agreement”). The Credit Agreement matures on April 29, 2022. 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 $770.0 million; and ● a $400 million revolving credit facility to be used for 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 $1.47 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 $1.17 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 $1.17 billion. 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 subject to a floor of 0.75% plus 2.125% to 2.625%, (2) the cost of funds rate subject to a floor of 0.50% plus 2.125% to 2.625%, or (3) the base rate plus 1.125% to 1.625%, 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 subject to a floor of 0.75% plus 1.75% to 3.25%, (2) the cost of funds rate subject to a floor of 0.50% plus 1.75% to 3.25%, or (3) the base rate plus 0.75% to 2.25%, each depending on the Combined Total Leverage Ratio (as defined in the Credit Agreement). The average interest rates for the Credit Agreement were 2.9%, 4.3% and 4.0% for the years ended December 31, 2020, 2019 and 2018, respectively. 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 throughout the next twelve months 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 December 31, 2020, the Partnership estimated working capital revolving credit facility borrowings will equal or exceed $150.0 million over the next twelve months and, therefore, classified $34.4 million as the current portion at December 31, 2020, 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 $150.0 million and $175.0 million at December 31, 2020 and 2019, respectively, and the current portion was $34.4 million and $148.9 million at December 31, 2020 and 2019, respectively. The decrease in total borrowings under the working capital revolving credit facility of $139.5 million from December 31, 2019 was in part due to lower prices. As of December 31, 2020, the Partnership had total borrowings outstanding under the Credit Agreement of $306.4 million, including $122.0 million outstanding on the revolving credit facility. In addition, the Partnership had outstanding letters of credit of $85.1 million. Subject to borrowing base limitations, the total remaining availability for borrowings and letters of credit was $778.5 million and $660.2 million at December 31, 2020 and 2019, 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., Maryland Oil Company, Inc. and Basin Transload, LLC. 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 businesses or undergo a fundamental change, make any material dispositions, acquire another company, enter into a merger, consolidation, or sale-leaseback transaction or purchase of assets. The Credit Agreement also includes certain baskets, 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 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 December 31, 2020. 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). 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 2020, the Partnership capitalized additional financing fees of $7.7 million, consisting of $6.5 million in connection with the issuance of the 2029 Notes and $1.2 million in connection with the amendment to the Credit Agreement (discussed below). The Partnership had unamortized deferred financing fees of $17.9 million and $18.0 million at December 31, 2020 and 2019, respectively. Unamortized fees related to the Credit Agreement are included in other current assets and other long-term assets and amounted to $4.8 million and $7.8 million at December 31, 2020 and 2019, respectively. Unamortized fees related to the senior notes are presented as a direct deduction from the carrying amount of that debt liability and amounted to $12.4 million and $9.5 million at December 31, 2020 and 2019, respectively. Unamortized fees related to the Sale-Leaseback Transaction (defined below) are presented as a direct deduction from the carrying amount of the financing obligation and amounted to $0.7 million at both December 31, 2020 and 2019. On May 7, 2020, the Partnership entered into the Fourth Amendment to Third Amended and Restated Credit Agreement which, among other things, (i) increased by 0.125% the applicable rate under the working capital facility for borrowings of base rate loans, Eurocurrency rate loans and cost of funds rate loans and for issuances of letters of credit; (ii) added two pricing levels under the revolving credit facility for borrowings of base rate loans, Eurocurrency rate loans and cost of funds rate loans and for issuances of letters of credit; (iii) added a Eurocurrency rate floor of 0.75% and a cost of funds rate floor of 0.50%; (iv) for the four (4) quarters commencing with the quarter ended June 30, 2020, (a) increased Combined Total Leverage Ratio covenant levels and (b) reduced the Combined Interest Coverage Ratio covenant levels; and (v) reduced the aggregate commitments under the facilities by 10%, with the commitments under the working capital facility reduced to $770.0 million from $850.0 million and the commitments under the revolving credit facility reduced to $400.0 million from $450.0 million. As a result, the Partnership incurred expenses of approximately $0.7 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 consolidated statement of operations for year ended December 31, 2020. On April 19, 2019, the Partnership entered into the Third Amendment to Third Amended and Restated Credit Agreement which, among other things, extended the maturity date from April 30, 2020 to April 29, 2022 and reduced by 0.25% the applicable rate under the existing revolving credit facility for borrowings of base rate loans, Eurocurrency rate loans and cost of funds rate loans and for issuances of letters of credit. As a result, the Partnership incurred expenses of approximately $0.2 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 consolidated statement of operations for year ended December 31, 2019. Amortization expense of approximately $5.2 million, $5.0 million and $5.4 million for the years ended December 31, 2020, 2019 and 2018, respectively, is included in interest expense in the accompanying consolidated statements of operations. Supplemental cash flow information The following table presents supplemental cash flow information related to the Credit Agreement for the years ended December 31 (in thousands): 2020 2019 2018 Borrowings from working capital revolving credit facility $ 1,398,300 $ 1,758,700 $ 2,002,700 Payments on working capital revolving credit facility (1,537,800) (1,688,100) (1,976,100) Net (payments on) borrowings from working capital revolving credit facility $ (139,500) $ 70,600 $ 26,600 Borrowings from revolving credit facility $ 50,000 $ — $ 166,000 Payments on revolving credit facility (120,700) (27,300) (142,000) Net (payments on) borrowings from revolving credit facility $ (70,700) $ (27,300) $ 24,000 Senior Notes 6.875% Senior Notes Due 2029 On October 7, 2020, the Issuers issued $350.0 million aggregate principal amount of 6.875% senior notes due 2029 to the 2029 Notes Initial Purchasers in a private placement exempt from the registration requirements under the Securities Act. The Partnership used the net proceeds from the offering to fund the redemption of its 2023 Notes and to repay a portion of the borrowings outstanding under its Credit Agreement. The redemption of the 2023 Notes occurred on October 23, 2020. As a result of the redemption of the 2023 Notes, the Partnership recorded a $7.2 million loss from the early extinguishment of debt for the year ended December 31, 2020, consisting of a $5.3 million cash call premium and a $1.9 million non-cash write-off of remaining unamortized deferred financing fees. 2029 Notes Indenture In connection with the private placement of the 2029 Notes on October 7, 2020, the Issuers and the subsidiary guarantors and Regions Bank, as trustee, entered into an indenture as supplemented by the First Supplemental Indenture dated October 28, 2020 (the “2029 Notes Indenture”). The 2029 Notes mature on January 15, 2029 with interest accruing at a rate of 6.875% per annum. Interest is payable beginning July 15, 2021 and thereafter semi-annually in arrears on January 15 and July 15 of each year. The 2029 Notes are guaranteed on a joint and several senior unsecured basis by each of the Issuers and the subsidiary guarantors to the extent set forth in the 2029 Notes Indenture. Upon a continuing event of default, the trustee or the holders of at least 25% in principal amount of the 2029 Notes may declare the 2029 Notes immediately due and payable, except that an event of default resulting from entry into a bankruptcy, insolvency or reorganization with respect to the Issuers, any restricted subsidiary of the Partnership that is a significant subsidiary or any group of its restricted subsidiaries that, taken together, would constitute a significant subsidiary of the Partnership, will automatically cause the 2029 Notes to become due and payable. The Issuers have the option to redeem up to 35% of the 2029 Notes prior to October 15, 2023 at a redemption price (expressed as a percentage of principal amount) of 106.875% plus accrued and unpaid interest, if any. The Issuers have the option to redeem the 2029 Notes, in whole or in part, at any time on or after January 15, 2024, at the redemption prices of 103.438% for the twelve-month period beginning on January 15, 2024, 102.292% for the twelve-month period beginning January 15, 2025, 101.146% for the twelve-month period beginning January 15, 2026, and 100% beginning on January 15, 2027 and at any time thereafter, together with any accrued and unpaid interest to the date of redemption. In addition, prior to January 15, 2024, the Issuers may redeem all or any part of the 2029 Notes at a redemption price equal to the sum of the principal amount thereof, plus a make whole premium, plus accrued and unpaid interest, if any, to the redemption date. The holders of the 2029 Notes may require the Issuers to repurchase the 2029 Notes following certain asset sales or a Change of Control Triggering Event (as defined in the 2029 Notes Indenture) at the prices and on the terms specified in the 2029 Notes Indenture. The 2029 Notes Indenture contains covenants that limit the Partnership’s ability to, among other things, incur additional indebtedness and issue preferred securities, make certain dividends and distributions, make certain investments and other restricted payments, restrict distributions by its subsidiaries, create liens, sell assets or merge with other entities. Events of default under the 2029 Notes Indenture include (i) a default in payment of principal of, or interest or premium, if any, on, the 2029 Notes, (ii) breach of the Partnership’s covenants under the 2029 Notes Indenture, (iii) certain events of bankruptcy and insolvency, (iv) any payment default or acceleration of indebtedness of the Partnership or certain subsidiaries if the total amount of such indebtedness unpaid or accelerated exceeds $50.0 million and (v) failure to pay within 60 days 2029 Notes Registration Rights Agreement On October 7, 2020, the Issuers and the subsidiary guarantors entered into a registration rights agreement (the “2029 Notes Registration Rights Agreement”) with the 2029 Notes Initial Purchasers in connection with the Issuers’ private placement of the 2029 Notes. Pursuant to the 2029 Notes Registration Rights Agreement, the Issuers and the subsidiary guarantors completed an exchange of the 2029 Notes for an issue of notes with terms identical to the 2029 Notes (except that the exchange notes will not be subject to restrictions on transfer or to any increase in annual interest rate for failure to comply with the 2029 Notes Registration Rights Agreement) that are registered under the Securities Act on February 1, 2021. All of the 2029 Notes were exchanged for SEC-registered notes. 7.00% Senior Notes Due 2027 On July 31, 2019, the Issuers issued $400.0 million aggregate principal amount of 7.00% senior notes due 2027 (the “2027 Notes) to several initial purchasers (the “2027 Notes Initial Purchasers”) in a private placement exempt from the registration requirements under the Securities Act. The Partnership used the net proceeds from the offering to fund the repurchase of its 6.25% senior notes due 2022 (the “2022 Notes”) in a tender offer and to repay a portion of the borrowings outstanding under its Credit Agreement. The redemption of the 2022 Notes occurred on August 30, 2019. As a result of the repurchase of the 2022 Notes, the Partnership recorded a $13.1 million loss from early extinguishment of debt for the year ended December 31, 2019, consisting of a $6.9 million cash call premium and a $6.2 million non-cash write-off of remaining unamortized original issue discount and deferred financing fees. 2027 Notes Indenture In connection with the private placement of the 2027 Notes on July 31, 2019, the Issuers and the subsidiary guarantors and The 2027 Notes will mature on August 1, 2027 with interest accruing at a rate of 7.00% per annum and payable semi-annually in arrears on February 1 and August 1 of each year, commencing February 1, 2020. The 2027 Notes are guaranteed on a joint and several senior unsecured basis by each of the Issuers and the subsidiary guarantors to the extent set forth in the 2027 Notes Indenture. Upon a continuing event of default, the trustee or the holders of at least 25% in principal amount of the 2027 Notes may declare the 2027 Notes immediately due and payable, except that an event of default resulting from entry into a bankruptcy, insolvency or reorganization with respect to the Issuers, any restricted subsidiary of the Partnership that is a significant subsidiary or any group of its restricted subsidiaries that, taken together, would constitute a significant subsidiary of the Partnership, will automatically cause the 2027 Notes to become due and payable. Prior to August 1, 2022, the Issuers have the option to redeem up to 35% of the 2027 Notes in an amount not greater than the net cash proceeds of certain equity offerings at a redemption price (expressed as a percentage of principal amount) of 107% plus accrued and unpaid interest, if any. The Issuers have the option to redeem the 2027 Notes, in whole or in part, at any time on or after August 1, 2022, at the redemption prices of 103.500% for the twelve-month period beginning on August 1, 2022, 102.333% for the twelve-month period beginning August 1, 2023, 101.167% for the twelve-month period beginning August 1, 2024, and 100% beginning on August 1, 2025 and at any time thereafter, together with any accrued and unpaid interest to the date of redemption. In addition, prior to August 1, 2022, the Issuers may redeem all or any part of the 2027 Notes at a redemption price equal to the sum of the principal amount thereof, plus a make whole premium, plus accrued and unpaid interest, if any, to the redemption date. The holders of the 2027 Notes may require the Issuers to repurchase the 2027 Notes following certain asset sales or a Change of Control Triggering Event (as defined in the 2027 Notes Indenture) at the prices and on the terms specified in the 2027 Notes Indenture. The 2027 Notes Indenture contains covenants that will limit the Partnership’s ability to, among other things, incur additional indebtedness and issue preferred securities, make certain dividends and distributions, make certain investments and other restricted payments, restrict distributions by its subsidiaries, create liens, sell assets or merge with other entities. Events of default under the 2027 Notes Indenture include (i) a default in payment of principal of, or interest or premium, if any, on, the 2027 Notes, (ii) breach of the Partnership’s covenants under the 2027 Notes Indenture, (iii) certain events of bankruptcy and insolvency, (iv) any payment default or acceleration of indebtedness of the Partnership or certain subsidiaries if the total amount of such indebtedness unpaid or accelerated exceeds $50.0 million and (v) failure to pay within 60 days uninsured final judgments exceeding $50.0 million. Financing Obligations Capitol Acquisition On June 1, 2015, the Partnership acquired retail gasoline stations and dealer supply contracts from 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 $9.3 million, $9.3 million and $9.4 million was recorded for the years ended December 31, 2020, 2019 and 2018, respectively, and is included in interest expense in the accompanying consolidated statements of operations. The financing obligation will amortize through expiration of the leases based upon the lease rental payments which were $10.1 million, $9.9 million and $9.7 million for the years ended December 31, 2020, 2019 and 2018, respectively. The financing obligation balance outstanding at December 31, 2020 was $86.1 million associated with the Capitol acquisition. Sale-Leaseback Transaction On June 29, 2016, the Partnership sold to a gasoline stations and convenience stores located in Connecticut, Maine, Massachusetts, New Hampshire and Rhode Island 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 The sale did not meet the criteria for sale accounting as of December 31, 2020 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 year ended December 31, 2020 . 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 was $4.3 million, $4.4 million and $4.4 million for the years ended December 31, 2020, 2019 and 2018, respectively, and lease rental payments were $4.7 million, $4.6 million and $4.5 million for the years ended December 31, 2020, 2019 and 2018, respectively. The financing obligation balance outstanding at December 31, 2020 was $62.0 million associated with the Sale-Leaseback Transaction. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Financial Instruments | |
Derivative Financial Instruments | Note 9. Derivative Financial Instruments The following table summarizes the notional values related to the Partnership’s derivative instruments outstanding at December 31, 2020: Units (1) Unit of Measure Exchange-Traded Derivatives Long 79,124 Thousands of barrels Short (83,216) Thousands of barrels OTC Derivatives (Petroleum/Ethanol) Long 9,844 Thousands of barrels Short (6,518) Thousands of barrels (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 Fair Value Hedges 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 statements 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 years ended December 31 (in thousands): Statement of Gain (Loss) Recognized in Income on Derivatives 2020 2019 2018 Derivatives in fair value hedging relationship Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity products Cost of sales $ (29,338) $ 10,640 $ 5,566 Hedged items in fair value hedge relationship Physical inventory Cost of sales $ 25,308 $ (10,532) $ (9,686) Cash Flow Hedges In 2020, to hedge the Partnership’s cash flow risk relative to certain trends and the fluctuations in commodity prices observed within the GDSO segment, the Partnership entered into exchange-traded commodity swap contracts and designated them as a cash flow hedge of its fuel purchases designed to reduce its cost of fuel if market prices rise through 2021 or increase its cost of fuel if market prices decrease through 2021. The amount of gain (loss) recognized in other comprehensive income for derivatives designated in cash flow hedging relationships was ($9.4 million) for the year ended December 31, 2020. The amount of gain (loss) reclassified from other comprehensive income into cost of sales for derivatives designated in cash flow hedging relationships was $2.3 million for the year ended December 31, 2020. The amount of gain (loss) recognized in other comprehensive income as of December 31, 2020 and expected to be reclassified into earnings within the next 12 months was $7.1 million. In 2019, the Partnership had no Derivatives Not Accounted for as Hedges 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 years ended December 31 (in thousands): Statement of Gain (Loss) Derivatives not designated as Recognized in hedging instruments Income on Derivatives 2020 2019 2018 Commodity contracts Cost of sales $ 10,164 $ 14,528 $ 3,783 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 any of 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 December 31, 2020 and 2019 (in thousands): December 31, 2020 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ 7,628 $ 72,424 $ 80,052 Forward derivative contracts (1) Derivative assets — 16,556 16,556 Total asset derivatives $ 7,628 $ 88,980 $ 96,608 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (7,183) $ (93,874) $ (101,057) Forward derivative contracts (1) Derivative liabilities — (12,055) (12,055) Total liability derivatives $ (7,183) $ (105,929) $ (113,112) December 31, 2019 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ — $ 31,645 $ 31,645 Forward derivative contracts (1) Derivative assets — 4,564 4,564 Total asset derivatives $ — $ 36,209 $ 36,209 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (3,838) $ (26,354) $ (30,192) Forward derivative contracts (1) Derivative liabilities — (12,698) (12,698) Total liability derivatives $ (3,838) $ (39,052) $ (42,890) (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 major financial institutions as its clearing brokers 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 | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Measurements | |
Fair Value Measurements | Note 10. Fair Value Measurements Recurring Fair Value Measures Assets and liabilities are classified in the entirety based on the lowest level of input that is significant to the fair value measurement. The Partnership’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the valuation of the fair value assets and liabilities and their placement within the fair value hierarchy levels. 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 December 31, 2020 and 2019 (in thousands): Fair Value at December 31, 2020 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 16,124 $ 432 $ — $ 16,556 Exchange-traded/cleared derivative instruments (2) (21,005) — — 42,666 21,661 Pension plans 19,495 — — — 19,495 Total assets $ (1,510) $ 16,124 $ 432 $ 42,666 $ 57,712 Liabilities: Forward derivative contracts (1) $ — $ (11,970) $ (85) $ — $ (12,055) Fair Value at December 31, 2019 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 4,002 $ 562 $ — $ 4,564 Exchange-traded/cleared derivative instruments (2) 1,453 — — 33,013 34,466 Pension plans 17,099 — — — 17,099 Total assets $ 18,552 $ 4,002 $ 562 $ 33,013 $ 56,129 Liabilities: Forward derivative contracts (1) $ — $ (12,112) $ (586) $ — $ (12,698) (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 9. 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 values of the Level 1 exchange-traded/cleared derivative instruments and pension plan assets were determined using quoted prices in active markets for identical assets. Specifically, the fair values of the Level 1 exchange-traded/cleared derivative instruments were based on quoted process obtained from the NYMEX, CME and ICE. The fair values of the Level 1 pension plan assets were based on quoted prices for identical assets which primarily consisted of fixed income securities, equity securities and cash and cash equivalents. The values of the Level 2 derivative contracts were calculated using expected cash flow models and market approaches based on observable market inputs, including published and quoted commodity pricing data, which is verified against other available market data. Specifically, the fair values of the Level 2 derivative commodity contracts were derived from published and quoted NYMEX, CME, ICE, New York Harbor and third-party pricing information for the underlying instruments using market approaches. The fair value of the Level 2 interest rate instruments was derived from the implied forward LIBOR yield curve for the sale period as the future interest rate swap settlements using expected cash flow models. The Partnership has not changed its valuation techniques or Level 2 inputs during the years ended December 31, 2020 and 2019. The Partnership estimates the fair values of its 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 senior notes, estimated by observing market trading prices of the respective senior notes, were as follows at December 31 (in thousands): 2020 2019 Face Fair Face Fair Value Value Value Value 7.00% senior notes due 2023 $ — $ — $ 300,000 $ 309,000 7.00% senior notes due 2027 $ 400,000 $ 427,000 $ 400,000 $ 423,000 6.875% senior notes due 2029 $ 350,000 $ 378,000 $ — $ — 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 estimated range and weighted average for these inputs include the following: December 31, 2020 December 31, 2019 Low High Weighted Low High Weighted Product ($ per barrel) ($ per barrel) Average ($ per barrel) ($ per barrel) Average Crude oil $ (4.25) $ (3.15) $ (3.61) $ (4.95) $ (3.25) $ (4.88) The respective weighted averages were calculated by weighting the contractual volumes of the location basis, transportation and throughput costs net of an estimated margin for current market participants. Gains and losses recognized in earnings (or changes in net assets) are disclosed in Note 9. Uncertainty in changes in the significant unobservable inputs to the fair value measurement if those inputs reasonably could have been different at the reporting date is as follows: Significant Impact on Fair Value Unobservable Input Position Change to Input Measurement Location basis Long Increase Gain (loss) Location basis Short Increase Loss (gain) Transportation Long Increase Gain (loss) Transportation Short Increase Loss (gain) Throughput costs Long Increase Gain (loss) Throughput costs Short Increase Loss 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 December 31 (in thousands): Fair value at December 31, 2019 $ (24) Derivatives entered into during the period 432 Derivatives sold during the period (85) Realized gains (losses) recorded in cost of sales 24 Fair value at December 31, 2020 $ 347 The Partnership’s policy is to recognize transfers between levels within 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 year, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category. See Note 2 for a discussion of the Partnership’s losses on impairment of assets and Note 7 for assets held for sale. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 11. Commitments and Contingencies The Partnership is subject to contingencies, including legal proceedings and claims arising out of the normal course of business that cover a wide range of matters, including, among others, environmental matters and contract and employment claims. Purchase Commitments The Partnership has minimum retail gasoline volume purchase requirements with various unrelated parties. These gallonage requirements are purchased at the fair market value of the product at the time of delivery. Should these gallonage requirements not be achieved, the Partnership may be liable to pay penalties to the appropriate supplier. As of December 31, 2020, the Partnership has fulfilled all gallonage commitments. The following provides minimum volume purchase requirements at December 31, 2020 (in thousands of gallons): 2021 462,523 2022 291,537 2023 234,478 2024 254,736 2025 212,086 Thereafter 22,950 Total 1,478,310 Brand Fee Agreement The Partnership entered into a brand fee agreement with ExxonMobil Corporation (“ExxonMobil”) which entitles the Partnership to operate retail gasoline stations under the Mobil-branded trade name and related trade logos. The fees, which are based upon an estimate of the volume of gasoline and diesel to be sold at the gasoline stations acquired from ExxonMobil in 2010, are due on a monthly basis. The following provides total future minimum payments under the agreement with non-cancellable terms of one year or more at December 31, 2020 (in thousands): 2021 $ 9,000 2022 9,000 2023 9,000 2024 9,000 2025 6,000 Total $ 42,000 Total expenses reflected in cost of sales related to this agreement were approximately $9.0 million for each of the years ended December 31, 2020, 2019 and 2018. Other Commitments In June 2014, the Partnership entered into a pipeline connection agreement with Meadowlark Midstream Company, LLC (“Meadowlark”) whereby Meadowlark would construct, own, operate and maintain a crude oil pipeline from its Divide County, North Dakota crude oil station to the Partnership’s Basin Transload crude oil storage facility in Columbus, North Dakota. In connection with the agreement, the Partnership was committed to a minimum take-or-pay throughput commitment of approximately $55.0 million over a seven In May 2014, the Partnership entered into a pipeline connection agreement with Tesoro High Plains Pipeline Company (“Tesoro High Plains”) whereby Tesoro High Plains would design, engineer, construct and place in service improvements on its pipeline system that will expand its capacity to ship crude oil from points in Dunn and McKenzie Counties, North Dakota to Ramberg Station/Beaver Lodge destination point in Williams County, North Dakota. In connection with this agreement, the Partnership was committed to a minimum take-or-pay throughput commitment of approximately $36.4 million over a seven -year period beginning September 1, 2014. At December 31, 2020, the remaining commitment on the take-or-pay commitment, including a quarterly take-or-pay of $1.5 million, was approximately $4.0 million. In February 2013, the Partnership assumed natural gas transportation and reservation agreements, which have various expiration dates, with Northwest Natural Gas Company (“NW Natural Gas”) and the Northwest Pipeline system (“NW Pipeline”) whereby NW Natural Gas and NW Pipeline provide the Partnership with the transportation and reservation of firm natural gas delivered to the Partnership’s Oregon facility. At December 31, 2020, the remaining commitment on the transportation and reservation agreements over the next five years was approximately $6.0 million. In February 2013, the Partnership assumed access right agreements with the Port of Columbia County (formerly known as Port of St. Helens) for access rights to the rail spur and dock located at the Partnership’s Oregon facility. The total expense under these agreements amounted to approximately $0.7 million, $0.9 million and $0.9 million for the years ended December 31, 2020, 2019 and 2018, respectively. At December 31, 2020, the remaining ratable commitment on these access right agreements, with expirations through 2066, was approximately $26.2 million. Operating Leases Please see Note 3 for a discussion of the Partnership’s operating lease obligations related to leases for office space and computer equipment, land, gasoline stations, railcars and barges. Environmental Liabilities Please see Note 14 for a discussion of the Partnership’s environmental liabilities. Legal Proceedings Please see Note 23 for a discussion of the Partnership’s legal proceedings. |
Trustee Taxes and Accrued Expen
Trustee Taxes and Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Trustee Taxes and Accrued Expenses and Other Current Liabilities | |
Trustee Taxes and Accrued Expenses and Other Current Liabilities | Note 12. Trustee Taxes and Accrued Expenses and Other Current Liabilities Trustee Taxes The Partnership had trustee taxes payable of $36.6 million and $42.9 million in various pass-through taxes collected on behalf of taxing authorities at December 31, 2020 and 2019, respectively. Volumetric Ethanol Excise Tax Credit— Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following at December 31 (in thousands): 2020 2019 Barging transportation, product storage and other ancillary cost accruals $ 29,392 $ 35,098 Employee compensation 45,931 28,150 Accrued interest 17,274 12,849 Other 34,177 26,705 Total $ 126,774 $ 102,802 Employee compensation consisted of bonuses, vacation and other salary accruals. Ancillary costs consisted of cost accruals related to product expediting and storage. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Income Taxes | Note 13 Income Taxes GMG, a wholly owned subsidiary of the Partnership, is a taxable entity for federal and state income tax purposes. Current and deferred income taxes are recognized on the separate earnings of GMG, and the after-tax earnings of GMG are included in the consolidated earnings of the Partnership. The following table presents a reconciliation of the difference between the statutory federal income tax rate and the effective income tax rate for the years ended December 31: 2020 2019 2018 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income tax rate, net of federal tax benefit 2.4 % 2.9 % 2.8 % Derecognition of goodwill 0.1 % 0.5 % 0.3 % Benefit of loss carryback (6.2) % — % — % Partnership income not subject to tax (17.4) % (21.4) % (18.9) % Effective income tax rate (0.1) % 3.0 % 5.2 % The following table presents the components of the provision for income taxes for the years ended December 31 (in thousands): 2020 2019 2018 Current: Federal $ (15,942) $ 35 $ 162 State 2,484 1,036 2,706 Foreign — — 4 Total current (13,458) 1,071 2,872 Deferred: Federal 12,749 815 1,961 State 590 (792) 790 Total deferred 13,339 23 2,751 Total $ (119) $ 1,094 $ 5,623 Significant components of long-term deferred taxes were as follows at December 31 (in thousands): 2020 2019 Deferred Income Tax Assets Accounts receivable allowances $ 447 $ 751 Environmental liability 8,276 9,414 Asset retirement obligation 2,210 2,146 Deferred financing obligation 11,198 11,394 Lease liability 43,699 44,578 Other 2,184 1,479 Federal net operating loss carryforwards 6,801 18,505 State net operating loss carryforwards 966 1,134 Tax credit carryforward 1,106 691 Total deferred tax assets, gross 76,887 90,092 Valuation allowance (3,881) (3,299) Total deferred tax assets, net $ 73,006 $ 86,793 Deferred Income Tax Liabilities Property and equipment $ (75,024) $ (74,031) Land (12,162) (12,353) Other deferred tax liabilities (41,665) (752) Right of use assets (373) (42,536) Total deferred tax liabilities $ (129,224) $ (129,672) Net deferred tax liabilities $ (56,218) $ (42,879) At December 31, 2020, GMG had federal net operating loss carryforwards of approximately $19.9 million which can be carried forward indefinitely. In addition, GMG had state net operating loss carryforwards of approximately $16.6 million, of which $16.2 million will begin to expire in 2026, and $0.4 million which can be carried forward indefinitely. Utilization of the net operating loss carryforwards may be subject to annual limitations due to the ownership percentage change limitations provided by the Internal Revenue Code Section 382 and similar state provisions. In the event of a deemed change in control under Internal Revenue Code Section 382, an annual limitation imposed on the utilization of net operating losses may result in the expiration of all or a portion of the net operating loss carryforwards. At December 31, 2020, the Partnership had $44.0 million of net deferred tax liabilities (consisting of the $56.2 million total net deferred tax liability less the $12.2 million deferred tax liability relating to land discussed below) relating to property and equipment, net operating loss carryforwards, tax credit carryforwards and other temporary differences, certain of which are available to reduce income taxes in future years. The Partnership recognizes deferred tax assets to the extent that the recoverability of these assets satisfies the “more likely than not” criteria in accordance with the FASB’s guidance regarding income taxes. A valuation allowance must be established when it is “more likely than not” that all or a portion of deferred tax assets will not be realized. A review of all available positive and negative evidence needs to be considered, including a company’s performance, the market environment in which the company operates, length of carryback and carryforward periods and projections of future operating results. The Partnership concluded, based on an evaluation of future operating results and reversal of existing taxable temporary differences, that a portion of these assets will not be realized in a future period. The valuation allowance increased by approximately $0.6 million as of December 31, 2020. At December 31, 2020, the Partnership also had a $12.2 million deferred tax liability relating to land. Land is an asset with an indefinite useful life and would not ordinarily serve as a source of income for the realization of deferred tax assets. This deferred tax liability will not reverse until some indefinite future period when the asset is either sold or written down due to impairment. Such taxable temporary differences generally cannot be used as a source of taxable income to support the realization of deferred tax assets relating to reversing deductible temporary differences, including loss carryforwards with expiration periods. It can be used as a source of income to benefit other indefinite lived assets. The following presents a reconciliation of the differences between income before income tax benefit (expense) benefit and income (loss) subject to income tax expense for the years ended December 31 (in thousands): 2020 2019 2018 Income before income tax benefit (expense) $ 101,563 $ 36,272 $ 108,026 Less non—taxable income 84,762 37,001 97,561 Income (loss) income subject to income tax expense $ 16,801 $ (729) $ 10,465 The Partnership made approximately ($1.5 million), ($5.2 million) and $0.7 million in income tax payments, net of refunds received, during 2020, 2019 and 2018, respectively. The ($1.5 million) in 2020 consists of tax refunds of ($2.9 million), offset by $1.4 million in state income tax payments. The ($5.2 million) in 2019 consists of tax refunds of ($7.6 million) received associated with the Warren Equities, Inc. (“Warren”) amended returns for periods prior to the acquisition of Warren on January 27, 2015 and ($0.2 million) of other tax refunds, offset by $2.6 million in income tax payments. In accordance with the stock purchase agreement between the Partnership and Warren, the Partnership is ultimately not responsible for federal income tax obligations for tax periods prior to and through January 6, 2015. Any tax obligations will be funded by the selling shareholders, and any tax refunds will be remitted to the selling shareholders. GMG files income tax returns in the United States and various state jurisdictions. With few exceptions, the Partnership is subject to income tax examinations by tax authorities for all years dated back to 2017. Unrecognized tax benefits represent uncertain tax positions for which reserves have been established. The Partnership had gross-tax effected unrecognized tax benefits of $0, $1.0 million and $1.0 million for the years ended December 31, 2020, 2019 and 2018, respectively. The liability for unrecognized tax benefits for uncertain tax positions changed by $1.0 million for 2020 from 2019 as a result of closure of various statutes of limitations. The FASB’s accounting guidance for income taxes clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements by prescribing a minimum recognition threshold and measurement of a tax position taken or expected to be taken in a tax return. The Partnership performed an evaluation of all material tax positions for the tax years that remain subject to examination by major tax jurisdictions as of December 31, 2020 (tax years ended December 31, 2020, 2019 and 2018). Tax positions that do not meet the more-likely-than-not recognition threshold at the financial statement date may not be recognized or continue to be recognized under the accounting guidance for income taxes. The Partnership classifies interest and penalties related to income taxes as components of its provision for income taxes. The amount of interest and penalties recorded in the accompanying statements of operations was $0, $0.1 million and $0.1 million for the years ended December 31, 2020, 2019 and 2018, respectively. The amount of interest and penalties recorded in the accompanying consolidated balance sheets was $0 and $0.2 million as of December 31, 2020 and 2019, respectively. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was enacted and signed into law. The CARES Act is an emergency economic stimulus package that includes spending and tax breaks to strengthen the United States economy and fund a nationwide effort to curtail the effect of COVID-19. The CARES Act provides certain tax changes in response to the COVID-19 pandemic, including the temporary removal of certain limitations on the utilization of net operating losses, permitting the carryback of net operating losses generated in 2018, 2019 or 2020 to the five preceding taxable years, increasing the ability to deduct interest expense, deferring the employer share of social security tax payments, as well as amending certain provisions of the previously enacted Tax Cuts and Jobs Act. As a result, the Partnership recognized a benefit of $6.3 million related to the CARES Act net operating loss carryback provisions which is included in income tax benefit in the accompanying statement of operations for the year ended December 31, 2020. On January 15, 2021, the Partnership received cash refunds totaling $15.8 million associated with the carryback of losses generated in 2018 with respect to the 2016 and 2017 tax years. This income tax receivable is included in prepaid expenses and other current assets in the accompanying consolidated balance sheet as of December 31, 2020. |
Environmental Liabilities and R
Environmental Liabilities and RINs | 12 Months Ended |
Dec. 31, 2020 | |
Environmental Liabilities and Renewable Identification Numbers (RINs) | |
Environmental Liabilities and Renewable Identification Numbers (RINs) | Note 14. Environmental Liabilities and Renewable Identification Numbers (RINs) Environmental Liabilities The Partnership owns or leases properties where refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane are being or may have been handled. These properties and the refined petroleum products, gasoline blendstocks, renewable fuels and crude oil handled thereon may be subject to federal and state environmental laws and regulations. Under such laws and regulations, the Partnership could be required to remove or remediate containerized hazardous liquids or associated generated wastes (including wastes disposed of or abandoned by prior owners or operators), to clean up contaminated property arising from the release of liquids, pollutants or wastes into the environment, including contaminated groundwater, or to implement best management practices to prevent future contamination. The Partnership maintains insurance of various types with varying levels of coverage that it considers adequate under the circumstances to cover its operations and properties. The insurance policies are subject to deductibles that the Partnership considers reasonable and not excessive. In addition, the Partnership has entered into indemnification agreements with various sellers in conjunction with several of its acquisitions. Certain environmental remediation obligations at several acquired retail gasoline station assets from Capitol in June 2015 and Alliance Energy LLC (“Alliance”) in March 2012 are being funded by third parties who assumed certain liabilities in connection with Capitol’s acquisition of these assets from ExxonMobil in 2009 and 2010 and Alliance’s acquisition of these assets from ExxonMobil in 2011 and, therefore, cost estimates for such obligations at these stations are not included in this estimate of liability to the Partnership. Allocation of a known environmental liability is an issue negotiated in connection with each of the Partnership’s acquisition transactions. In each case, the Partnership makes an assessment of potential environmental liability exposure based on available information. Based on that assessment and relevant economic and risk factors, the Partnership determines whether to, and the extent to which it will, assume liability for existing environmental conditions. The following table presents a summary roll forward of the Partnership’s environmental liabilities, which were recorded on an undiscounted basis, at December 31, 2020 (in thousands): Balance at Other Balance at December 31, Payments Dispositions Adjustments December 31, Environmental Liability Related to: 2019 2020 2020 2020 2020 Retail gasoline stations $ 55,493 $ (2,577) $ (1,987) $ (949) $ 49,980 Terminals 3,778 (137) — — 3,641 Total environmental liabilities $ 59,271 $ (2,714) $ (1,987) $ (949) $ 53,621 Current portion $ 5,009 $ 4,455 Long-term portion 54,262 49,166 Total environmental liabilities $ 59,271 $ 53,621 In addition to environmental liabilities related to the Partnership’s retail gasoline stations, the Partnership retains some of the environmental obligations associated with certain gasoline stations that the Partnership has sold. 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. 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 comprised of foreign gasoline and diesel that the Partnership may import and 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 $2.6 million and $0.9 million at December 31, 2020 and 2019, respectively. The Partnership may enter into RIN forward purchase and sales commitments. Total losses from firm non-cancellable commitments were immaterial at both December 31, 2020 and 2019. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2020 | |
Employee Benefit Plans | |
Employee Benefit Plans | Note 15. Employee Benefit Plans The Partnership sponsors and maintains the Global Partners LP 401(k) Savings and Profit Sharing Plan (the “Global 401(k) Plan”), a qualified defined contribution plan. Eligible employees may elect to contribute up to 100% of their eligible compensation to the Global 401(k) Plan for each payroll period, subject to annual dollar limitations which are periodically adjusted by the IRS. The General Partner makes safe harbor matching contributions to the Global Partners 401(k) Plan equal to 100% of the participant’s elective contributions that do not exceed 3% of the participant’s eligible compensation and 50% of the participant’s elective contributions that exceed 3% but do not exceed 5% of the participant’s eligible compensation. The General Partner also makes discretionary non-matching contributions for certain groups of employees in amounts up to 2% of eligible compensation. Profit-sharing contributions may also be made at the sole discretion of the General Partner’s board of directors. GMG sponsors and maintains the Global Montello Group Corp. 401(k) Savings and Profit Sharing Plan (the “GMG 401(k) Plan”), a qualified defined contribution plan. Eligible employees may elect to contribute up to 100% of their eligible compensation to the GMG 401(k) Savings and Profit Sharing Plan for each payroll period, subject to annual dollar limitations which are periodically adjusted by the IRS. GMG makes safe harbor matching contributions to the 401(k) Savings and Profit Sharing Plan equal to 100% of the participant’s elective contributions that do not exceed 3% of the participant’s eligible compensation and 50% of the participant’s elective contributions that exceed 3% but do not exceed 5% of the participant’s eligible compensation. Profit-sharing contributions may also be made at the sole discretion of GMG’s board of directors. The Global 401(k) Plan and the GMG 401(k) Plan collectively had expenses of approximately $3.6 million, $3.0 million and $3.1 million for the years ended December 31, 2020, 2019 and 2018, respectively. In addition, the General Partner sponsors and maintains the Global Partners LP Pension Plan (the “Global Pension Plan),” and GMG sponsors and maintains the Global Montello Group Corp. Pension Plan (the “GMG Pension Plan”), each being a qualified defined benefit pension plan. The Global Pension Plan and the GMG Pension Plan were amended to freeze participation and benefit accruals effective in 2009 and 2012, respectively. The following table presents each plan’s funded status and the total amounts recognized in the consolidated balance sheets at December 31 (in thousands): December 31, 2020 Global GMG Pension Plan Pension Plan Total Projected benefit obligation $ 18,514 $ 5,090 $ 23,604 Fair value of plan assets 15,638 3,857 19,495 Net unfunded pension liability $ 2,876 $ 1,233 $ 4,109 December 31, 2019 Global GMG Pension Plan Pension Plan Total Projected benefit obligation $ 17,030 $ 4,459 $ 21,489 Fair value of plan assets 14,267 2,832 17,099 Net unfunded pension liability $ 2,763 $ 1,627 $ 4,390 Total actual return on plan assets was $2.5 million and $3.9 million in 2020 and 2019, respectively. The following presents the components of the net periodic change in benefit obligation for the Pension Plans for the years ended December 31 (in thousands): 2020 2019 2018 Benefit obligation at beginning of year $ 21,489 $ 20,086 $ 22,217 Interest cost 605 767 714 Actuarial loss (gain) 2,183 3,839 (1,347) Benefits paid (673) (3,203) (1,498) Benefit obligation at end of year $ 23,604 $ 21,489 $ 20,086 The following presents the weighted-average actuarial assumptions used in determining each plan’s annual pension expense for the years ended December 31: Global Pension Plan GMG Pension Plan 2020 2019 2018 2020 2019 2018 Discount rate 2.1% 3.0% 4.1% 3.0% 3.2% 4.2% Expected return on plan assets 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% The discount rates were selected by performing a cash flow/bond matching analysis based on the FTSE Above Median Double-A Pension Discount Curve for December 2020. The discount rates for 2020 include updated mortality assumptions to reflect the most recently available mortality improvement scale released by the Society of Actuaries. The expected long-term rate of return on plan assets is determined by using each plan’s respective target allocation and historical returns for each asset class. The fundamental investment objective of each of the Pension Plans is to provide a rate of return sufficient to fund the retirement benefits under the applicable Pension Plan at a reasonable cost to the applicable plan sponsor. At a minimum, the rate of return should equal or exceed the discount rate assumed by the Pension Plan’s actuaries in projecting the funding cost of the Pension Plan under the applicable Employee Retirement Income Security Act (“ERISA”) standards. To do so, the General Partner’s Pension Committee may appoint one or more investment managers to invest all or portions of the assets of the Pension Plans in accordance with specific investment guidelines, objectives, standards and benchmarks. The following presents the Pension Plans’ benefits as of December 31, 2020 expected to be paid in each of the next five fiscal years and in the aggregate for the next five fiscal years thereafter (in thousands): 2021 $ 3,331 2022 1,271 2023 886 2024 827 2025 1,536 2026—2030 8,057 Total $ 15,908 The cost of annual contributions to the Pension Plans is not significant to the General Partner, the Partnership or its subsidiaries. Total contributions made by the General Partner, the Partnership and its subsidiaries to the Pension Plans were approximately $0.5 million, $0.6 million and $0.4 million in 2020, 2019 and 2018, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions | |
Related Party Transactions | Note 16. Related-Party Transactions The Partnership was 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 provided GPC with certain tax, accounting, treasury, legal, information technology, human resources and financial operations support services for which GPC paid 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 was for an indefinite term and any party could terminate some or all of the services upon ninety (90) 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 $133.5 million, $118.5 million and $104.8 million for the years ended December 31, 2020, 2019 and 2018, respectively. The Partnership also reimburses the General Partner for its contributions under the General Partner’s 401(k) Savings and Profit Sharing Plans (see Note 15) and the General Partner’s qualified and non-qualified pension plans. The table below presents receivables from GPC and the General Partner at December 31 (in thousands): 2020 2019 Receivables from GPC $ 28 $ 53 Receivables from the General Partner (1) 2,382 7,770 Total $ 2,410 $ 7,823 (1) Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner and are due to the timing of the payroll obligations. In addition, the Partnership paid certain costs in connection with a compensation funding agreement with the General Partner. See Note 17, “Long-Term Incentive Plan–Repurchase Program.” |
Long-Term Incentive Plan
Long-Term Incentive Plan | 12 Months Ended |
Dec. 31, 2020 | |
Long-Term Incentive Plan | |
Long-Term Incentive Plan | Note 17. Long-Term Incentive Plans 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. A total of 3,047,783 units were available for issuance under the LTIP as of December 31, 2020. Awards granted under the LTIP are authorized by the Compensation Committee of the board of directors of the General Partner (the “Committee”) from time to time. Additionally, and in accordance with the LTIP, the Committee established a “CEO Authorized LTIP” program pursuant to which the Chief Executive Officer (“CEO”) could grant awards of phantom units without distribution equivalent rights to employees of the General Partner and the Partnership’s subsidiaries, other than named executive officers. The CEO Authorized LTIP program was approved for three The following table presents a summary of the non-vested phantom units granted under the LTIP: Weighted Number of Average Non-vested Grant Date Units Fair Value ($) Outstanding non—vested units at December 31, 2018 730,141 13.57 Vested (148,842) 27.41 Forfeited (18,393) 18.66 Outstanding non—vested phantom units at December 31, 2019 562,906 9.74 Vested (153,469) 10.37 Forfeited (6,867) 11.31 Outstanding non—vested phantom units at December 31, 2020 402,570 9.47 Accounting guidance for share-based compensation requires that a non-vested equity share unit awarded to an employee is to be measured at its fair value as if it were vested and issued on the grant date. Compensation cost for an award of share-based employee compensation classified as equity is recognized over the requisite service period. The requisite service period for the Partnership is from the grant date through the vesting dates described in the grant agreement. The Partnership recognizes as compensation expense for the awards granted to employees and non-employee directors the value of the portion of the award that is ultimately expected to vest over the requisite service period on a straight-line basis. The Partnership recognizes forfeitures as they occur. The Partnership recorded total compensation expense related to the outstanding LTIP awards of $1.1 million, $2.0 million and $3.1 million for the years ended December 31, 2020, 2019 and 2018, 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 December 31, 2020 was approximately $1.6 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 868,505 common units pursuant to the Repurchase Program for approximately $25.1 million, of which approximately $0.3 million were repurchased in 2020. 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, the Partnership paid members of the General Partner approximately $0.3 million of these costs for each of the years ended December 31, 2020 and 2019, respectively. |
Partners' Equity, Allocations a
Partners' Equity, Allocations and Cash Distributions | 12 Months Ended |
Dec. 31, 2020 | |
Partners' Equity and Cash Distributions | |
Partners' Equity, Allocations and Cash Distributions | Note 18. Partners’ Equity, Allocations and Cash Distributions Partners’ Equity Common Units and General Partner Interest At December 31, 2020 there were 33,995,563 common units issued, including 5,238,654 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 common units or the general partner interest during the years ended December 31, 2020, 2019 and 2018. Series A Preferred Units On August 7, 2018, the Partnership issued 2,760,000 9.75% Series Common Units The common units have limited voting rights as set forth in the Partnership’s partnership agreement. General Partner Units and Incentive Distribution Rights The Partnership’s general partner interest is represented by general partner units. The General Partner is entitled to a percentage (equal to the general partner interest) of all cash distributions of available cash on all common units. The Partnership’s partnership agreement sets forth the calculation to be used to determine the amount and priority of cash distributions that the common unitholders, holders of the incentive distribution rights and the General Partner will receive. The Partnership’s general partner interest has the management rights as set forth in the Partnership’s partnership agreement. Incentive distribution rights represent the right to receive an increasing percentage of quarterly distributions of available cash from distributable cash flow after the target distribution levels have been achieved, as defined in the Partnership’s partnership agreement. The General Partner holds all of the incentive distribution rights, but may transfer these rights separately from its general partner interest, subject to restrictions in the Partnership’s partnership agreement. Series A Preferred Units The Series A preferred units is a class of equity security that ranks senior to the common units, the incentive distribution rights and each other class or series of the Partnership’s equity securities established after August 7, 2018, the original issue date of the Series A preferred units (the “Original Issue Date”), that is not expressly made senior to or on parity with the Series A preferred units as to the payment of distributions and amounts payable on a liquidation event. Allocations of Net Income Net income is allocated between the General Partner and the common unitholders in accordance with the provisions of the Partnership’s partnership agreement. Net income is generally allocated first to the General Partner and the common unitholders in an amount equal to the net losses allocated to the General Partner and the common unitholders in the current and prior tax years under the Partnership’s partnership agreement. The remaining net income is allocated to the General Partner and the common unitholders in accordance with their respective percentage interests of the general partner units and common units. Cash Distributions Common Units The Partnership intends to make cash distributions to common 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 common 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 common 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 businesses, 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 common 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 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 to common unitholders during 2020, 2019 and 2018 (in thousands, except per unit data): For the Per Unit Cash Distribution Quarter Cash Common General Incentive Total Cash Payment Date Ended Distribution Units Partner Distribution Distribution 2018 2/14/2018 12/31/17 $ 0.4625 $ 15,723 $ 106 $ — $ 15,829 5/15/2018 03/31/18 0.4625 15,723 106 — 15,829 8/14/2018 (1) 06/30/18 0.4750 16,149 109 67 16,325 11/14/2018 (1) 09/30/18 0.4750 16,149 109 67 16,325 2019 2/14/2019 (1) 12/31/18 $ 0.5000 $ 16,998 $ 115 $ 202 $ 17,315 5/15/2019 (1) 03/31/19 0.5100 17,338 117 256 17,711 8/14/2019 (1) 06/30/19 0.5150 17,508 118 269 17,895 11/14/2019 (1) 09/30/19 0.5200 17,678 119 294 18,091 2020 2/14/2020 (1) 12/31/19 $ 0.52500 $ 17,848 $ 123 $ 320 $ 18,291 5/15/2020 03/31/20 0.39375 13,385 91 — 13,476 8/14/2020 06/30/20 0.45875 15,595 106 — 15,701 11/13/2020 (1) 09/30/20 0.50000 16,998 106 202 17,306 (1) This distribution resulted in the Partnership reaching its second target level distribution for the respective quarter. As a result, the General Partner, as the holder of the IDRs, received an incentive distribution. In addition, on January 26, 2021, the board of directors of the General Partner declared a quarterly cash distribution of $0.55 per unit ($2.20 per unit on an annualized basis) on all of its outstanding common units for the period from October 1, 2020 through December 31, 2020 to the Partnership’s common unitholders of record as of the close of business February 8, 2021. On February 12, 2021, the Partnership paid the total cash distribution of approximately $19.3 million. This distribution resulted in the Partnership reaching its third target level distribution. Series A Preferred Units Distributions on the Series A preferred units are cumulative from the Original Issue Date and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year, commencing on November 15, 2018 (each, a “Distribution Payment Date”), to holders of record as of the opening of business on the February 1, May 1, August 1 or November 1 next preceding the Distribution Payment Date, in each case, when, as, and if declared by the General Partner out of legally available funds for such purpose. Distributions on the Series A preferred units will be paid out of Available Cash with respect to the quarter immediately preceding the applicable Distribution Payment Date. On November 15, 2018, the Partnership paid the initial quarterly cash distribution of $0.6635 per unit on the Series A preferred units, covering the period from the Original Issue Date through November 14, 2018, totaling $1.8 million. The initial distribution rate for the Series A preferred units from and including the Original Issue Date, but excluding, August 15, 2023 is 9.75% per annum of the $25.00 liquidation preference per Series A preferred unit (equal to $2.4375 per Series A Preferred Unit per annum). On and after August 15, 2023, distributions on the Series A preferred units will accumulate for each distribution period at a percentage of the $25.00 liquidation preference equal to an annual floating rate of the three-month LIBOR plus a spread of 6.774% per annum. The Partnership paid the following cash distributions on the Series A preferred units during 2020 and 2019 (in thousands, except per unit data): For the Per Unit Cash Distribution Quarterly Period Cash Total Cash Payment Date Covering Distribution Distribution 2019 2/15/2019 11/15/18 - 2/14/19 $ 0.609375 $ 1,682 5/15/2019 2/15/19 - 5/14/19 0.609375 1,682 8/15/2019 5/15/19 - 8/14/19 0.609375 1,682 11/15/2019 8/15/19 - 11/14/19 0.609375 1,682 2020 2/18/2020 11/15/19 - 2/14/20 $ 0.609375 $ 1,682 5/15/2020 2/15/20 - 5/14/20 0.609375 1,682 8/17/2020 5/15/20 - 8/14/20 0.609375 1,682 11/16/2020 8/15/20 - 11/14/20 0.609375 1,682 In addition, on January 19, 2021, the board of directors of the General Partner declared a quarterly cash distribution of $0.609375 per unit ($2.4375 per unit on an annualized basis) on the Series A preferred units for the period from November 15, 2020 through February 14, 2021 to the Partnership’s preferred unitholders of record as of the opening of business on February 1, 2021. On February 16, 2021, the Partnership paid the total cash distribution of approximately $1.7 million. |
Unitholders' Equity
Unitholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Unitholders' Equity | |
Unitholders' Equity | Note 19. 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. No |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations | |
Business Combinations | Note 20. Business Combinations 2018 Acquisitions Acquisition from Cheshire Oil Company, LLC — million, including inventory. The acquisition was financed with borrowings under the Partnership’s revolving credit facility. The acquisition was accounted for using the purchase method of accounting in accordance with the FASB’s guidance regarding business combinations. The Partnership’s financial statements include the results of operations of Cheshire subsequent to the acquisition date. In connection with the acquisition of Cheshire, the Partnership incurred acquisition costs of approximately $0.4 million for the year ended December 31, 2018, which are included in selling, general and administrative expenses in the accompanying consolidated statements of operations. Acquisition from Champlain Oil Company, Inc .— million, including inventory. The acquisition was financed with borrowings under the Partnership’s revolving credit facility. The acquisition was accounted for using the purchase method of accounting in accordance with the FASB’s guidance regarding business combinations. The Partnership’s financial statements include the results of operations of Champlain subsequent to the acquisition date. In connection with the acquisition of Champlain, the Partnership incurred acquisition costs of approximately $3.5 million for the year ended December 31, 2018 which are included in selling, general and administrative expenses in the accompanying consolidated statements of operations. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting | |
Segment Reporting | Note 21. Segment Reporting The Partnership engages in the purchasing, selling, gathering, blending, 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 also receives revenue from convenience store sales, rental income and sundries. The Partnership’s three operating segments are based upon the revenue sources for which discrete financial information is reviewed by the chief operating decision maker (the “CODM”) to make key operating decisions and assess performance and include Wholesale, GDSO and Commercial. These operating segments are also the Partnership’s reporting segments In the Wholesale reporting segment, the Partnership sells branded and unbranded gasoline and gasoline blendstocks and diesel to wholesale distributors. The Partnership transports these products by railcars, barges, trucks and/or pipelines pursuant to spot or long- term contracts. From time to time, the Partnership aggregates crude oil by truck or pipeline in the mid-continent region of the United States and Canada, transports it by rail and ships it by barge to refiners. The Partnership sells home heating oil, branded and unbranded gasoline and gasoline blendstocks, diesel, kerosene and residual oil to home heating oil retailers and wholesale distributors. Generally, customers use their own vehicles or contract carriers to take delivery of the gasoline, distillates and propane at bulk terminals and inland storage facilities that the Partnership owns or controls or at which it has throughput or exchange arrangements. Ethanol is shipped primarily by rail and by barge. In the GDSO reporting segment, gasoline distribution includes sales of branded and unbranded gasoline to gasoline station operators and sub jobbers. Station operations include (i) convenience store sales, (ii) rental income from gasoline stations leased to dealers, from commissioned agents and from cobranding arrangements and (iii) sundries (such as car wash sales and lottery and ATM commissions). In the Commercial segment, the Partnership includes sales and deliveries to end user customers in the public sector and to large commercial and industrial end users of unbranded gasoline, home heating oil, diesel, kerosene, residual oil and bunker fuel. In the case of public sector commercial and industrial end user customers, the Partnership sells products primarily either through a competitive bidding process or through contracts of various terms. The Partnership responds to publicly issued requests for product proposals and quotes. The Partnership generally arranges for the delivery of the product to the customer’s designated location. The Commercial segment also includes sales of custom blended fuels delivered by barges or from a terminal dock to ships through bunkering activity. An important measure used by the Partnership and the CODM to evaluate segment performance is product margin, which the Partnership defines as product sales minus product costs. Based on the way the business is managed, components of indirect operating costs and corporate expenses are not allocated to the reportable segments. Summarized financial information for the Partnership’s reportable segments for the years ended December 31 is presented in the table below (in thousands): 2020 2019 2018 Wholesale Segment: Sales Gasoline and gasoline blendstocks $ 3,008,490 $ 5,358,550 $ 4,732,028 Crude oil (1) 84,046 96,419 109,719 Other oils and related products (2) 1,486,539 1,974,897 2,049,043 Total $ 4,579,075 $ 7,429,866 $ 6,890,790 Product margin Gasoline and gasoline blendstocks $ 100,818 $ 83,982 $ 76,741 Crude oil (1) (672) (13,047) 7,159 Other oils and related products (2) 82,999 51,584 53,389 Total $ 183,145 $ 122,519 $ 137,289 Gasoline Distribution and Station Operations Segment: Sales Gasoline $ 2,545,616 $ 3,806,892 $ 4,081,498 Station operations (3) 431,041 466,761 427,211 Total $ 2,976,657 $ 4,273,653 $ 4,508,709 Product margin Gasoline $ 398,016 $ 374,550 $ 373,303 Station operations (3) 205,926 225,078 203,098 Total $ 603,942 $ 599,628 $ 576,401 Commercial Segment: Sales $ 765,867 $ 1,378,211 $ 1,273,103 Product margin $ 15,195 $ 28,540 $ 23,611 Combined sales and Product margin: Sales $ 8,321,599 $ 13,081,730 $ 12,672,602 Product margin (4) $ 802,282 $ 750,687 $ 737,301 Depreciation allocated to cost of sales (81,144) (87,930) (86,892) Combined gross profit $ 721,138 $ 662,757 $ 650,409 (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 425 million gallons, 500 million gallons and 500 million gallons of the GDSO segment’s sales for the years ended December 31, 2020, 2019 and 2018, respectively, were supplied from petroleum products and renewable fuels sourced by the Wholesale segment. The Commercial segment’s sales were predominantly sourced by the Wholesale segment. These intra-segment sales are not reflected as sales in the Wholesale segment as they are eliminated. None of the Partnership’s customers accounted for greater than 10% of total sales for years ended December 31, 2020, 2019 and 2018. A reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements for the years ended December 31 is as follows (in thousands): 2020 2019 2018 Combined gross profit $ 721,138 $ 662,757 $ 650,409 Operating costs and expenses not allocated to operating segments: Selling, general and administrative expenses 192,533 170,937 171,002 Operating expenses 323,298 342,382 321,115 Gain on trustee taxes — — (52,627) Lease exit and termination gain — (493) (3,506) Amortization expense 10,839 11,431 10,960 Net loss (gain) on sale and disposition of assets 275 (2,730) 5,880 Long-lived asset impairment 1,927 2,022 414 Total operating costs and expenses 528,872 523,549 453,238 Operating income 192,266 139,208 197,171 Interest expense (83,539) (89,856) (89,145) Loss on early extinguishment of debt (7,164) (13,080) — Income tax benefit (expense) 119 (1,094) (5,623) Net income 101,682 35,178 102,403 Net loss attributable to noncontrolling interest 528 689 1,502 Net income attributable to Global Partners LP $ 102,210 $ 35,867 $ 103,905 The Partnership’s foreign assets and foreign sales were immaterial as of and for the years ended December 31, 2020, 2019 and 2018. 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 December 31, (in thousands): Wholesale Commercial GDSO Unallocated Total December 31, 2020 $ 649,301 $ — $ 1,581,397 $ 309,802 $ 2,540,500 December 31, 2019 $ 773,696 $ — $ 1,576,655 $ 458,076 $ 2,808,427 |
Changes in Accumulated Other Co
Changes in Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2020 | |
Changes in Accumulated Other Comprehensive Loss | |
Changes in Accumulated Other Comprehensive Loss | Note 22. Changes in Accumulated Other Comprehensive Income (Loss) The following table presents the changes in accumulated other comprehensive income (loss) by component (in thousands): Pension Derivatives Designated as Plan Cash Flow Hedges Total Balance at December 31, 2018 $ (5,258) $ (2) $ (5,260) Other comprehensive income before reclassifications of (gain) loss 3 — 3 Amount of (gain) loss reclassified from accumulated other comprehensive income (loss) 179 2 181 Total comprehensive income 182 2 184 Balance at December 31, 2019 (5,076) — (5,076) Other comprehensive income before reclassifications of (gain) loss (263) 9,400 9,137 Amount of (gain) loss reclassified from accumulated other comprehensive income (loss) (143) (2,318) (2,461) Total comprehensive income (406) 7,082 6,676 Balance at December 31, 2020 $ (5,482) $ 7,082 $ 1,600 Amounts are presented prior to the income tax effect on other comprehensive income. Given the Partnership’s master limited partnership status, the effective tax rate is immaterial. |
Legal Proceedings
Legal Proceedings | 12 Months Ended |
Dec. 31, 2020 | |
Legal Proceedings | |
Legal Proceedings | Note 23. 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 14 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 In October 2020, the Partnership was served with a complaint filed against the Partnership and its wholly owned subsidiary, Global Companies LLC (“Global Companies”) alleging, among other things, wrongful death and loss of consortium. The complaint, filed in the Middlesex County Superior Court of the Commonwealth of Massachusetts, alleges, among other things, that a truck driver (whose estate is a co-plaintiff), while loading gasoline and diesel fuel at terminals owned and operated by the Partnership located in Albany, New York and Burlington, Vermont, was exposed to benzene-containing products and/or vapors therefrom. The Partnership and Global Companies have meritorious defenses to the allegations in the complaint and will vigorously contest the actions taken by the plaintiffs. On June 1, 2020, Basin Transload filed for reorganization in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) under Chapter 11 of the United States Bankruptcy Code. Pursuant to the terms of a settlement agreement entered into as of August 12, 2020 by and among the Partnership, Global Operating LLC (“Global Operating”), Basin Transload and the minority members of Basin Transload (the “Basin Settlement Agreement”), Basin Transload filed a motion with the Bankruptcy Court to voluntarily dismiss the bankruptcy petition. On September 14, 2020, the Bankruptcy Court issued an order approving the Basin Settlement Agreement and dismissing the bankruptcy petition. The order became final and non-appealable on September 28, 2020. In connection with the Basin Settlement Agreement, Global Operating acquired the minority members’ collective 40% membership interest in Basin Transload, the arbitration petition previously filed by the minority members against the Partnership and Global Operating was withdrawn with prejudice and each of the actions filed in the state courts of Massachusetts and North Dakota by the Partnership and the minority members, respectively, were voluntarily dismissed with prejudice. 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. On August 2, 2016, the Partnership received a Notice of Violation (“NOV”) from the EPA, alleging that permits for the Partnership’s petroleum product transloading facility in Albany, New York (the “Albany Terminal”), issued by the New York State Department of Environmental Conservation (“NYSDEC”) between August 9, 2011 and November 7, 2012, violated the Clean Air Act (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 Partnership denied the allegations and the NYSDEC did not issue any such NOV. 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. The applicable permits issued by the NYSDEC to the Partnership in 2011 and 2012 specifically authorized the Partnership to increase the throughput of crude oil at the Albany Terminal. According to the allegations in the NOV, the NYSDEC permit actions should have been treated 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 and the NYSDEC never issued an NOV in the matter. The CAA authorizes the EPA to take enforcement action if there are violations of the New York SIP seeking compliance and penalties. The Partnership has denied the NOV allegations and asserts that the permits issued by the NYSDEC comply with the CAA and applicable state air permitting requirements and that no material violation of law occurred. The Partnership disputed the claims alleged in the NOV and first 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 has requested that the Partnership enter into a series of tolling agreements. The Partnership signed the tolling agreements with respect to this matter, as requested by the EPA, and such agreements currently extend through June 30, 2021. To date, the EPA has not taken any further formal action with respect to the NOV. 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, which has been extended in accordance with the State Administrative Procedures Act. Additionally, the Partnership has submitted a Title V Permit renewal and a request for modifications to its existing Title V Permit. The Partnership believes that it has meritorious defenses against all allegations. 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 modifying the allegations of violations of the terminal’s Air Emissions License. The Partnership has entered into a consent decree (the “Consent Decree”) with the EPA and the United States Department of Justice (the “Department of Justice”), which was filed in the U.S. District Court for the District of Maine (the “Court”) on March 25, 2019. The Consent Decree was entered by the Court on December 19, 2019. The Partnership believes that compliance with the Consent Decree and implementation of the requirements of the Consent Decree will have no material impact on its operations. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Data (Unaudited) | |
Quarterly Financial Data (Unaudited) | Note 24. Quarterly Financial Data (Unaudited) Unaudited quarterly financial data is as follows (in thousands, except per unit amounts): First Second Third Fourth Total Year ended December 31, 2020 Sales $ 2,595,093 $ 1,469,577 $ 2,061,382 $ 2,195,547 $ 8,321,599 Gross profit $ 145,738 $ 239,947 $ 169,241 $ 166,212 $ 721,138 Operating income $ 18,807 $ 100,590 $ 40,182 $ 32,687 $ 192,266 Net income (1)(2)(3) $ 3,075 $ 75,973 $ 18,192 $ 4,442 $ 101,682 Net income attributable to Global Partners LP $ 3,276 $ 76,262 $ 18,230 $ 4,442 $ 102,210 Net income attributable to common limited partners $ 1,572 $ 74,069 $ 16,224 $ 2,218 $ 94,083 Basic net income per common limited partner unit $ 0.05 $ 2.19 $ 0.48 $ 0.06 $ 2.77 Diluted net income per common limited partner unit $ 0.05 $ 2.17 $ 0.47 $ 0.06 $ 2.74 Cash distributions per common limited partner unit (4) $ 0.39375 $ 0.45875 $ 0.5000 $ 0.5500 $ 1.90 The above table reflects certain rounding conventions. (1) Includes a net loss (gain) on sale and disposition of assets of $0.7 million, ($0.8 million), $0.7 million and ($0.3 million) in the first, second, third and fourth quarters of 2020, respectively. (2) Includes a long-lived asset impairment of $1.7 million and $0.2 million in the second and third quarters of 2020, respectively. (3) Includes a $7.2 million loss on the early extinguishment of debt related to the 2023 Notes (see Note 8). (4) Represents cash distributions earned for the respective period. Cash distributions earned in one calendar quarter are paid in the following calendar quarter. First Second Third Fourth Total Year ended December 31, 2019 Sales $ 2,979,626 $ 3,507,540 $ 3,245,653 $ 3,348,911 $ 13,081,730 Gross profit $ 156,844 $ 167,143 $ 187,769 $ 151,001 $ 662,757 Operating income $ 29,774 $ 37,875 $ 50,877 $ 20,682 $ 139,208 Net income (loss) (5)(6)(7) $ 6,794 $ 14,371 $ 14,893 $ (880) $ 35,178 Net income (loss) attributable to Global Partners LP $ 7,126 $ 14,489 $ 15,080 $ (828) $ 35,867 Net income (loss) attributable to common limited partners $ 5,140 $ 12,441 $ 13,003 $ (2,824) $ 27,760 Basic net income (loss) per common limited partner unit $ 0.15 $ 0.37 $ 0.38 $ (0.08) $ 0.82 Diluted net income (loss) per common limited partner unit $ 0.15 $ 0.36 $ 0.38 $ (0.08) $ 0.81 Cash distributions per common limited partner unit (8) $ 0.5100 $ 0.5150 $ 0.5200 $ 0.5250 $ 2.07 The above table reflects certain rounding conventions. (5) Includes a net loss (gain) on sale and disposition of assets of $0.5 million, ( $1.1 million), $0.3 million and ( $2.4 million) in the first, second, third and fourth quarters of 2019, respectively. (6) Includes a long-lived asset impairment of $0.6 million and $1.4 million in the third and fourth quarters of 2019, respectively. (7) Includes a $13.1 million loss on the early extinguishment of debt related to the 2022 Notes (see Note 8). (8) Represents cash distributions earned for the respective period. Cash distributions earned in one calendar quarter are paid in the following calendar quarter. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Event Abstract | |
Subsequent Event | Note 25. Subsequent Events Distribution to Common Unitholders Distribution to Preferred Unitholders |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Summary of Significant Accounting Policies | |
Basis of Consolidation and Presentation | Basis of Consolidation and Presentation On July 24, 2018, the Partnership acquired the assets of company-operated gasoline stations and convenience stores from New Hampshire-based Cheshire Oil Company, The accompanying consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated. |
Noncontrolling Interest | Noncontrolling Interest These financial statements reflect the application of Accounting Standards Codification (“ASC”) Topic 810, “Consolidations” (“ASC 810”) which establishes accounting and reporting standards that require: (i) the ownership interest in subsidiaries held by parties other than the parent to be clearly identified and presented in the consolidated balance sheet within shareholder’s equity, but separate from the parent’s equity, (ii) the amount of consolidated net income attributable to the parent and the noncontrolling interest to be clearly identified and presented on the face of the consolidated statements of operations, and (iii) changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary to be accounted for consistently. The Partnership acquired a 60% interest in Basin Transload, LLC (“Basin Transload”) on February 1, 2013. After evaluating ASC 810, 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. In connection with the terms of an agreement between the Partnership and the minority members of Basin Transload, on September 29, 2020, the Partnership acquired the minority members’ collective 40% interest in Basin Transload (see Note 23, “Legal Proceedings” for additional information). |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The COVID-19 pandemic across the United States and the responses of governmental bodies (federal, state and municipal), companies and individuals, including mandated and/or voluntary restrictions to mitigate the spread of the virus, have caused a significant economic downturn. The uncertainty surrounding the short and long-term impact of COVID-19, including the inability to project the timing of an economic recovery, may have an impact on the Partnership’s use of estimates. Among the estimates made by management are (i) estimated fair value of assets and liabilities acquired in a business combination and identification of associated goodwill and intangible assets, (ii) fair value of derivative instruments, (iii) accruals and contingent liabilities, (iv) allowance for credit losses, (v) assumptions used to evaluate goodwill, property and equipment and intangibles for impairment, (vi) environmental and asset retirement obligation provisions, and (vii) weighted average discount rate used in lease accounting. Although the Partnership believes its estimates are reasonable, actual results could differ from these estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Partnership considers highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The carrying value of cash and cash equivalents, including broker margin accounts, approximates fair value. |
Accounts Receivable and Allowance for Credit Losses | Accounts Receivable The Partnership’s accounts receivable primarily results from sales of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil to its customers. The majority of the Partnership’s accounts receivable relates to its petroleum marketing activities that can generally be described as high volume and low margin activities. The Partnership makes a determination of the amount, if any, of a line of credit it may extend to a customer based on the form and amount of financial performance assurances the Partnership requires. Such financial assurances are commonly provided to the Partnership in the form of standby letters of credit, personal guarantees or corporate guarantees. The Partnership reviews all accounts receivable balances on a monthly basis and records a reserve for estimated amounts it expects will not be fully recovered. At December 31, 2020 and 2019, substantially all of the Partnership’s accounts receivable were classified as current assets and there were no non-standard payment terms. Allowance for Credit Losses The Partnership is exposed to credit losses primarily through its sales of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil. Concentration of credit risk with respect to trade receivables are limited due to the Partnership’s customer base being large and diverse. The Partnership assesses each counterparty’s ability to pay for the products the Partnership sells by conducting a credit review. This credit review considers the Partnership’s expected billing exposure and timing for payment and the counterparty’s established credit rating or, in the case when a credit rating is not available, the Partnership’s assessment of the counterparty’s creditworthiness based on the Partnership’s analysis of the counterparty’s financial statements. The Partnership also considers contract terms and conditions and business strategy in its evaluation. A credit limit is established for each counterparty based on the outcome of this review. The Partnership may require collateralized asset support in the form of standby letters of credit, personal or corporate guarantees and/or a prepayment to mitigate credit risk. The Partnership monitors its ongoing credit exposure through active reviews of counterparty balances against contract terms and due dates. The Partnership’s historical experience of collecting receivables, supported by the level of default, is that credit risk is low across classes of customers and locations and trade receivables are considered to be a single class of financial assets. Impairment for trade receivables are calculated for specific receivables with known or anticipated issues affecting the likelihood of collectability and for balances past due with a probability of default based on historical data as well as relevant forward-looking information. The Partnership’s activities include timely account reconciliations, dispute resolutions and payment confirmations. The Partnership utilizes internal legal counsel or collection agencies and outside legal counsel to pursue recovery of defaulted receivables. Based on an aging analysis at December 31, 2020, approximately 99% of the Partnership’s accounts receivable were outstanding less than 30 days. The following table presents changes in the credit loss allowance for the years ended December 31 (in thousands): Write-offs Balance at Current Charged Balance Beginning Period Against Allowance Recoveries Other at End Description of Period Provision for Credit Losses Collected Adjustment of Period Year ended December 31, 2020 Credit loss allowance—accounts receivable $ 2,729 $ 710 $ (1,054) $ 170 $ — $ 2,555 Year ended December 31, 2019 Credit loss allowance—accounts receivable $ 2,433 $ 177 $ (388) $ 507 $ — $ 2,729 Year ended December 31, 2018 Credit loss allowance—accounts receivable $ 4,605 $ 754 $ (2,947) $ — $ 21 $ 2,433 |
Inventories | 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. Renewable Identification Numbers (“RINs”) inventory is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory is carried at the lower of historical cost, based on a weighted average cost method, or net realizable value. Inventories consisted of the following at December 31 (in thousands): 2020 2019 Distillates: home heating oil, diesel and kerosene $ 206,177 $ 222,202 Gasoline 98,747 120,958 Gasoline blendstocks 27,468 39,702 Crude oil 6,181 16,018 Residual oil 21,159 26,521 Propane and other 39 1,356 Renewable identification numbers (RINs) 2,332 1,329 Convenience store inventory 22,329 22,396 Total $ 384,432 $ 450,482 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 (see Revenue Recognition accounts receivable and amounted to $3.0 million and $9.2 million at December 31, 2020 and 2019, respectively. Negative exchange balances are accounted for as accounts payable and amounted to $9.8 million and $17.6 million at December 31, 2020 and 2019, respectively. Exchange transactions are valued using current carrying costs. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Minor expenditures for routine maintenance, repairs and renewals are charged to expense as incurred, and major improvements that extend the useful lives of the related assets are capitalized. Depreciation related to the Partnership’s terminal assets and gasoline stations is charged to cost of sales and all other depreciation is charged to selling, general and administrative expenses. Depreciation is charged over the estimated useful lives of the applicable assets using straight-line methods, and accelerated methods are used for income tax purposes. When applicable and based on policy, which considers the construction period and project cost, the Partnership capitalizes interest on qualified long-term projects and depreciates it over the life of the related asset. The estimated useful lives are as follows: Gasoline station buildings, improvements and storage tanks 15-25 years Buildings, docks, terminal facilities and improvements 5-25 years Gasoline station equipment 7 years Fixtures, equipment and capitalized internal use software 3-7 years The Partnership capitalizes certain costs, including internal payroll and external direct project costs incurred in connection with developing or obtaining software designated for internal use. These costs are included in property and equipment and are amortized over the estimated useful lives of the related software. |
Intangibles | Intangibles Intangibles are carried at cost less accumulated amortization. For assets with determinable useful lives, amortization is computed over the estimated economic useful lives of the respective intangible assets, ranging from 3 to 20 years. |
Goodwill and Long-Lived Asset Impairment | Goodwill and Long-Lived Asset Impairment Goodwill Goodwill represents the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. The Partnership has concluded that its operating segments are also its reporting units. Goodwill is tested for impairment annually as of October 1 or when events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. Derecognized goodwill associated with the Partnership’s disposition activities of Gasoline Distribution and Station Operation (“GDSO”) sites is included in the carrying value of assets sold in determining the gain or loss on disposal, to the extent the disposition of assets qualifies as a disposition of a business under ASC 805. The GDSO reporting unit’s goodwill that was derecognized related to the disposition of sites that met the definition of a business was $0.9 million, $2.9 million and $3.9 million for the years ended December 31, 2020, 2019 and 2018, respectively (see Note 7). All of the Partnership’s goodwill is allocated to the GDSO segment. During 2020, 2019 and 2018, the Partnership completed a quantitative assessment for the GDSO reporting unit. Factors included in the assessment included both macro-economic conditions and industry specific conditions, and the fair value of the GDSO reporting unit was estimated using a weighted average of a discounted cash flow approach and a market comparables approach. Based on the Partnership’s assessment, no impairment was identified. Evaluation of Long-Lived Asset Impairment Accounting and reporting guidance for long-lived assets requires that a long-lived asset (group) be reviewed for impairment when events or changes in circumstances indicate that the carrying amount might not be recoverable. Accordingly, the Partnership evaluates long-lived assets for impairment whenever indicators of impairment are identified. If indicators of impairment are present, the Partnership assesses impairment by comparing the undiscounted projected future cash flows from the long-lived assets to their carrying value. If the undiscounted cash flows are less than the carrying value, the long-lived assets will be reduced to their fair value. The Partnership recognized an impairment charge relating to certain right-of-use assets in the amount of $1.9 million for the year ended December 31, 2020, of which $1.7 million was allocated to the Wholesale segment and $0.2 million was allocated to the GDSO segment. This impairment charge is included in long-lived asset impairment in the accompanying statement of operations. The Partnership had no impairment charges relating to right-of-use assets for the years ended December 31, 2019 and 2018. The Partnership recognized an impairment charge relating to long-lived assets used at certain gasoline stations and convenience stores in the amount of $0.3 million, $2.0 million and $0.4 million for the years ended December 31, 2020, 2019 and 2018, respectively, which is included in long-lived asset impairment in the accompanying statements of operations. These assets are allocated to the GDSO segment. |
Environmental and Other Liabilities | Environmental and Other Liabilities The Partnership accrues for all direct costs associated with the estimated resolution of contingencies at the earliest date at which it is deemed probable that a liability has been incurred and the amount of such liability can be reasonably estimated. Costs accrued are estimated based upon an analysis of potential results, assuming a combination of litigation and settlement strategies and outcomes. Estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study. Loss accruals are adjusted as further information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recognized when related contingencies are resolved, generally upon cash receipt. The Partnership is subject to other contingencies, including legal proceedings and claims arising out of its businesses that cover a wide range of matters, including environmental matters and contract and employment claims. Environmental and other legal proceedings may also include matters with respect to businesses previously owned. Further, due to the lack of adequate information and the potential impact of present regulations and any future regulations, there are certain circumstances in which no range of potential exposure may be reasonably estimated. See Notes 14 and 23. . |
Asset Retirement Obligations | 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 $8.3 million and $8.0 million in total asset retirement obligations at December 31, 2020 and 2019, respectively, which are included in other long-term liabilities in the accompanying consolidated balance sheets. |
Leases | Leases The Partnership has gasoline station and convenience store leases, primarily of land and buildings. The Partnership has terminal and dedicated storage facility lease arrangements with various petroleum terminals and third parties, of which certain arrangements have minimum usage requirements. The Partnership leases barges through various time charter lease arrangements and railcars through various lease arrangements. The Partnership also has leases for office space, computer and convenience store equipment and automobiles. The Partnership’s lease arrangements have various expiration dates with options to extend. The Partnership is also the lessor party to various lease arrangements with various expiration dates, including the leasing of gasoline stations and certain equipment to third-party station operators and cobranding lease agreements for certain space within the Partnership’s gasoline stations and convenience stores. In addition, the Partnership is party to three master unitary lease agreements in connection with (i) the June 2015 acquisition of retail gasoline stations from Capitol Petroleum Group (“Capitol”) related to properties previously sold by Capitol within two sale-leaseback transactions; and (ii) the June 2016 sale of real property assets at 30 gasoline stations and convenience stores that did not meet the criteria for sale accounting. These transactions continue to be accounted for as financing obligations (see Note 8) upon transition to ASC 842, “Leases,” which the Partnership adopted on January 1, 2019. Accounting and reporting guidance for leases requires that leases be evaluated and classified as either operating or finance leases by the lessee and as either operating, sales-type or direct financing leases by the lessor. The Partnership’s operating leases are included in right-of-use (“ROU”) assets, lease liability-current portion and long-term lease liability-less current portion in the accompanying consolidated balance sheets. ROU assets represent the Partnership’s right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Partnership’s variable lease payments consist of payments that depend on an index or rate (such as the Consumer Price Index) as well as those payments that depend on the Partnership’s performance or use of the underlying asset related to the lease. Variable lease payments are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. As most of the Partnership’s leases do not provide an implicit rate in determining the net present value of lease payments, the Partnership uses its incremental borrowing rate based on the information available at the lease commencement date. ROU assets also include any lease payments made and exclude lease incentives. Many of the Partnership’s lessee agreements include options to extend the lease, which are not included in the minimum lease terms unless they are reasonably certain to be exercised. Rental expense for lease payments related to operating leases is recognized on a straight-line basis over the lease term. Rental income for lease payments received related to operating leases is recognized on a straight-line basis over the lease term. The Partnership has elected the package of practical expedients permitted under the transition guidance within the new standard which, among other things, allows the Partnership to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. Leases with an initial term of 12 months or less are not recorded on the balance sheet as the Partnership recognizes lease expense for these leases on a straight-line basis over the lease term. The Partnership’s leases have contracted terms as follows: Gasoline station and convenience store leases 1-20 years Terminal lease arrangements 1 -5 years Dedicated storage facility leases 1 -5 years Barge and railcar equipment leases 1 -10 years Office space leases 1 -12 years Computer equipment, convenience store equipment and automobile leases 1 -5 years The above table excludes the Partnership’s West Coast facility land lease arrangement which contract term is subject to expiration through July 2066. Some of the above leases include options to extend the leases for up to an additional 30 years . The Partnership does not include renewal options in its lease terms for calculating the lease liability unless the Partnership is reasonably certain the renewal options are to be exercised. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Lease Exit and Termination Gain In December 2016, the Partnership voluntarily terminated early a sublease with a counterparty for 1,610 railcars that were underutilized due to unfavorable market conditions in the crude oil by rail market. Separately, the Partnership entered into a fleet management services agreement (effective January 1, 2017) (the “Services Agreement”) with the counterparty, pursuant to which the Partnership would provide railcar storage, freight, insurance and other services on behalf of the counterparty. During each of 2019 and 2018, the Partnership was released from certain of its obligations under the Services Agreement, which resulted in a reduction of the remaining accrued incremental costs of $0.5 million and $3.5 million for the years ended December 31, 2019 and 2018, respectively, which benefit is included in lease exit and termination gain in the accompanying statements of operations. The remaining accrued incremental costs were $0.4 million at December 31, 2020. |
Revenue Recognition | Revenue Recognition The Partnership’s sales relate primarily to the sale of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil and are recognized along with the related receivable upon delivery, net of applicable provisions for discounts and allowances. The Partnership may also provide for shipping costs at the time of sale, which are included in cost of sales. Contracts with customers typically contain pricing provisions that are tied to a market index, with certain adjustments based on quality and freight due to location differences and prevailing supply and demand conditions, as well as other factors. As a result, the price of the products fluctuates to remain competitive with other available product supplies. The revenue associated with such arrangements is recognized upon delivery. In addition, the Partnership generates revenue from its logistics activities when it stores, transloads and ships products owned by others. Revenue from logistics services is recognized as services are provided. Logistics agreements may require counterparties to throughput a minimum volume over an agreed-upon period and may include make-up rights if the minimum volume is not met. The Partnership recognizes revenue associated with make-up rights at the earlier of when the make-up volume is shipped, the make-up right expires or when it is determined that the likelihood that the shipper will utilize the make-up right is remote. Product revenue is not recognized on exchange agreements, which are entered into primarily to acquire various refined petroleum products, gasoline blendstocks, renewable fuels and crude oil of a desired quality or to reduce transportation costs by taking delivery of products closer to the Partnership’s end markets. The Partnership recognizes net exchange differentials due from exchange partners in sales upon delivery of product to an exchange partner. The Partnership recognizes net exchange differentials due to exchange partners in cost of sales upon receipt of product from an exchange partner. |
Trustee Taxes | Trustee Taxes The Partnership collects trustee taxes, which consist of various pass through taxes collected on behalf of taxing authorities, and remits such taxes directly to those taxing authorities. Examples of trustee taxes include, among other things, motor fuel excise tax and sales and use tax. As such, it is the Partnership’s policy to exclude trustee taxes from revenues and cost of sales and account for them as current liabilities. The Partnership may be subject to audits of its state and federal tax returns for trustee taxes. Volumetric Ethanol Excise Tax Credit— 31, 2018. |
Income Taxes | 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, gasoline blendstocks, 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. See Note 13. |
Concentration of Risk | Concentration of Risk Financial instruments that potentially subject the Partnership to concentration of credit risk consist primarily of cash, cash equivalents, accounts receivable, firm commitments and, under certain circumstances, futures contracts, forward fixed price contracts, options and swap agreements which may be used to hedge commodity and interest rate risks. The Partnership provides credit in the normal course of its business. The Partnership performs ongoing credit evaluations of its customers and provides for credit losses based on specific information and historical trends. Credit risk on trade receivables is minimized as a result of the Partnership’s large customer base. Losses have historically been within management’s expectations. See Note 9 for a discussion regarding risk of credit loss related to futures contracts, forward fixed price contracts, options and swap agreements. The Partnership’s wholesale and commercial customers of refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane are located primarily in the Northeast. The Partnership’s retail gasoline stations and directly operated convenience stores are also located primarily in the Northeast. Due to the nature of the Partnership’s businesses 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. However, the COVID-19 pandemic has had a negative impact on gasoline demand and the extent and duration of that impact is uncertain. 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 years ended December 31: 2020 2019 2018 Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) 70 % 75 % 74 % Distillates (home heating oil, diesel and kerosene), residual oil and propane sales 24 % 21 % 22 % Crude oil sales and crude oil logistics revenue 1 % 1 % 1 % Convenience store sales, rental income and sundries 5 % 3 % 3 % Total 100 % 100 % 100 % The following table presents the Partnership’s product margin (product sales minus product costs) by segment as a percentage of the consolidated product margin for the years ended December 31: 2020 2019 2018 Wholesale segment 23 % 16 % 19 % Gasoline Distribution and Station Operations segment 75 % 80 % 78 % Commercial segment 2 % 4 % 3 % Total 100 % 100 % 100 % See Note 21, “Segment Reporting,” for additional information on the Partnership’s operating segments. The Partnership is dependent on a number of suppliers of fuel-related products, both domestically and internationally. The Partnership is dependent on the suppliers being able to source product on a timely basis and at favorable pricing terms. The loss of certain principal suppliers or a significant reduction in product availability from principal suppliers could have a material adverse effect on the Partnership, at least in the near term. The Partnership believes that its relationships with its suppliers are satisfactory and that the loss of any principal supplier could be replaced by new or existing suppliers. |
Derivative Financial Instruments | 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. The Partnership uses these exchange-traded and OTC derivatives to hedge commodity price risk associated with its inventory, fuel purchases and undelivered forward commodity purchases and sales (“physical forward contracts”). 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 is 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. Derivatives Accounted for as Hedges 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 statements of operations through cost of sales. These futures contracts are settled on a daily basis by the Partnership through brokerage margin accounts. Cash Flow Hedges The Partnership’s sales and cost of sales fluctuate with changes in commodity prices. In addition to the Partnership’s commodity price risk associated with its inventory and undelivered forward commodity purchases and sales, the Partnership’s gross profit may fluctuate in periods where commodity prices are rising or declining depending on the magnitude and duration of the commodity price change. In the Partnership’s GDSO segment, the Partnership has observed trends where margins may improve in periods where wholesale gasoline prices are declining and margins may compress during periods where wholesale gasoline prices are rising. Additionally, the Partnership has certain operating costs that are indirectly impacted by fluctuations in commodity prices such that its operating costs may increase during periods where margins compress and, conversely, operating costs may decrease during periods where margins improve. To hedge the Partnership’s cash flow risk as a result of this observed trend in the GDSO segment, the Partnership has entered into exchange-traded commodity swap contracts and has designated them as a cash flow hedge of its fuel purchases designed to reduce its cost of fuel if market prices rise through 2021 or increase its cost of fuel if market prices decrease through 2021. For a derivative instrument being designated as a cash flow hedge, the effective portion of the derivative gain or loss is initially reported as a component of other comprehensive income (loss) and subsequently reclassified into the consolidated statement of income through cost of goods sold in the same period that the hedged exposure affects earnings. |
Derivatives Not Accounted for as Hedges | Derivatives Not Accounted for as Hedges 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 statements 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 businesses, 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 statements of operations through cost of sales. 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. See Note 9, “Derivative Financial Instruments,” for additional information. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Partnership utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated or generally unobservable. The Partnership primarily applies the market approach for recurring fair value measurements and endeavors to utilize the best available information. Accordingly, the Partnership utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. The Partnership is able to classify fair value balances based on the observability of those inputs. The fair value hierarchy that prioritizes the inputs used to measure fair value, giving the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to unobservable inputs (Level 3 measurement). At each balance sheet reporting date, the Partnership categorizes its financial assets and liabilities using the three levels of the fair value hierarchy defined as follows: Level 1 Level 2 Level 3 Please see Note 10, “Fair Value Measurements,” for additional information. |
Net Income Per Limited Partner Unit | Net Income 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 and to the General Partner’s general partner interest. Common units outstanding as reported in the accompanying consolidated financial statements at December 31, 2020 and 2019 excludes common units, respectively, held on behalf of the Partnership pursuant to its repurchase program ( The following table provides a reconciliation of net income and the assumed allocation of net income (loss) to the common limited partners (after deducting amounts allocated to Series A preferred unitholders) for purposes of computing net income per common limited partner unit for the years presented (in thousands, except per unit data): Year Ended December 31, 2020 Common General Limited Partner Numerator: Total Partners Interest IDRs Net income attributable to Global Partners LP $ 102,210 $ 100,811 $ 1,399 $ — Declared distribution $ 65,823 $ 64,676 $ 433 $ 714 Assumed allocation of undistributed net income 36,387 36,135 252 — Assumed allocation of net income $ 102,210 $ 100,811 $ 685 $ 714 Less net income attributable to Series A preferred limited partners 6,728 Net income attributable to common limited partners $ 94,083 Denominator: Basic weighted average common units outstanding 33,907 Dilutive effect of phantom units 401 Diluted weighted average common units outstanding 34,308 Basic net income per common limited partner unit $ 2.77 Diluted net income per common limited partner unit $ 2.74 Year Ended December 31, 2019 Common General Limited Partner Numerator: Total Partners Interest IDRs Net income attributable to Global Partners LP $ 35,867 $ 34,488 $ 1,379 $ — Declared distribution $ 71,988 $ 70,372 $ 477 $ 1,139 Assumed allocation of undistributed net loss (36,121) (35,884) (237) — Assumed allocation of net income $ 35,867 $ 34,488 $ 240 $ 1,139 Less net income attributable to Series A preferred limited partners 6,728 Net income attributable to common limited partners $ 27,760 Denominator: Basic weighted average common units outstanding 33,810 Dilutive effect of phantom units 529 Diluted weighted average common units outstanding 34,339 Basic net income per common limited partner unit $ 0.82 Diluted net income per common limited partner unit $ 0.81 Year Ended December 31, 2018 Common General Limited Partner Numerator: Total Partners Interest IDRs Net income attributable to Global Partners LP $ 103,905 $ 102,872 $ 1,033 $ — Declared distribution $ 65,794 $ 65,019 $ 439 $ 336 Assumed allocation of undistributed net income 38,111 37,853 258 — Assumed allocation of net income $ 103,905 $ 102,872 $ 697 $ 336 Less net income attributable to Series A preferred limited partners 2,691 Net income attributable to common limited partners $ 100,181 Denominator: Basic weighted average common units outstanding 33,701 Dilutive effect of phantom units 271 Diluted weighted average common units outstanding 33,972 Basic net income per common limited partner unit $ 2.97 Diluted net income per common limited partner unit $ 2.95 The board of directors of the General Partner declared the following quarterly cash distributions on its common units for the four quarters ended December 31, 2020: Per Unit Cash Distribution Declared for the Cash Distribution Declaration Date Distribution Declared Quarterly Period Ended April 27, 2020 $ 0.39375 March 31, 2020 July 31, 2020 $ 0.45875 June 30, 2020 October 26, 2020 $ 0.50000 September 30, 2020 January 26, 2021 $ 0.55000 December 31, 2020 The board of directors of the General Partner declared the following quarterly cash distributions on its Series Per Unit Cash Distribution Declared for the Cash Distribution Declaration Date Distribution Declared Quarterly Period Covering April 16, 2020 $ 0.609375 February 15, 2020 - May 14, 2020 July 20, 2020 $ 0.609375 May 15, 2020 - August 14, 2020 October 19, 2020 $ 0.609375 August 15, 2020 - November 14, 2020 January 19, 2021 $ 0.609375 November 15, 2020 - February 14, 2021 See Note 18, “Partners’ Equity, Allocations and Cash Distributions” for further information. |
Accounting Standards or Updates Recently Adopted or Not Yet Effective | Note 2. Summary of Significant Accounting Policies Basis of Consolidation and Presentation On July 24, 2018, the Partnership acquired the assets of company-operated gasoline stations and convenience stores from New Hampshire-based Cheshire Oil Company, The accompanying consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated. Noncontrolling Interest These financial statements reflect the application of Accounting Standards Codification (“ASC”) Topic 810, “Consolidations” (“ASC 810”) which establishes accounting and reporting standards that require: (i) the ownership interest in subsidiaries held by parties other than the parent to be clearly identified and presented in the consolidated balance sheet within shareholder’s equity, but separate from the parent’s equity, (ii) the amount of consolidated net income attributable to the parent and the noncontrolling interest to be clearly identified and presented on the face of the consolidated statements of operations, and (iii) changes in a parent’s ownership interest while the parent retains its controlling financial interest in its subsidiary to be accounted for consistently. The Partnership acquired a 60% interest in Basin Transload, LLC (“Basin Transload”) on February 1, 2013. After evaluating ASC 810, 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. In connection with the terms of an agreement between the Partnership and the minority members of Basin Transload, on September 29, 2020, the Partnership acquired the minority members’ collective 40% interest in Basin Transload (see Note 23, “Legal Proceedings” for additional information). Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The COVID-19 pandemic across the United States and the responses of governmental bodies (federal, state and municipal), companies and individuals, including mandated and/or voluntary restrictions to mitigate the spread of the virus, have caused a significant economic downturn. The uncertainty surrounding the short and long-term impact of COVID-19, including the inability to project the timing of an economic recovery, may have an impact on the Partnership’s use of estimates. Among the estimates made by management are (i) estimated fair value of assets and liabilities acquired in a business combination and identification of associated goodwill and intangible assets, (ii) fair value of derivative instruments, (iii) accruals and contingent liabilities, (iv) allowance for credit losses, (v) assumptions used to evaluate goodwill, property and equipment and intangibles for impairment, (vi) environmental and asset retirement obligation provisions, and (vii) weighted average discount rate used in lease accounting. Although the Partnership believes its estimates are reasonable, actual results could differ from these estimates. Cash and Cash Equivalents The Partnership considers highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. The carrying value of cash and cash equivalents, including broker margin accounts, approximates fair value. Accounts Receivable The Partnership’s accounts receivable primarily results from sales of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil to its customers. The majority of the Partnership’s accounts receivable relates to its petroleum marketing activities that can generally be described as high volume and low margin activities. The Partnership makes a determination of the amount, if any, of a line of credit it may extend to a customer based on the form and amount of financial performance assurances the Partnership requires. Such financial assurances are commonly provided to the Partnership in the form of standby letters of credit, personal guarantees or corporate guarantees. The Partnership reviews all accounts receivable balances on a monthly basis and records a reserve for estimated amounts it expects will not be fully recovered. At December 31, 2020 and 2019, substantially all of the Partnership’s accounts receivable were classified as current assets and there were no non-standard payment terms. Allowance for Credit Losses The Partnership is exposed to credit losses primarily through its sales of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil. Concentration of credit risk with respect to trade receivables are limited due to the Partnership’s customer base being large and diverse. The Partnership assesses each counterparty’s ability to pay for the products the Partnership sells by conducting a credit review. This credit review considers the Partnership’s expected billing exposure and timing for payment and the counterparty’s established credit rating or, in the case when a credit rating is not available, the Partnership’s assessment of the counterparty’s creditworthiness based on the Partnership’s analysis of the counterparty’s financial statements. The Partnership also considers contract terms and conditions and business strategy in its evaluation. A credit limit is established for each counterparty based on the outcome of this review. The Partnership may require collateralized asset support in the form of standby letters of credit, personal or corporate guarantees and/or a prepayment to mitigate credit risk. The Partnership monitors its ongoing credit exposure through active reviews of counterparty balances against contract terms and due dates. The Partnership’s historical experience of collecting receivables, supported by the level of default, is that credit risk is low across classes of customers and locations and trade receivables are considered to be a single class of financial assets. Impairment for trade receivables are calculated for specific receivables with known or anticipated issues affecting the likelihood of collectability and for balances past due with a probability of default based on historical data as well as relevant forward-looking information. The Partnership’s activities include timely account reconciliations, dispute resolutions and payment confirmations. The Partnership utilizes internal legal counsel or collection agencies and outside legal counsel to pursue recovery of defaulted receivables. Based on an aging analysis at December 31, 2020, approximately 99% of the Partnership’s accounts receivable were outstanding less than 30 days. The following table presents changes in the credit loss allowance for the years ended December 31 (in thousands): Write-offs Balance at Current Charged Balance Beginning Period Against Allowance Recoveries Other at End Description of Period Provision for Credit Losses Collected Adjustment of Period Year ended December 31, 2020 Credit loss allowance—accounts receivable $ 2,729 $ 710 $ (1,054) $ 170 $ — $ 2,555 Year ended December 31, 2019 Credit loss allowance—accounts receivable $ 2,433 $ 177 $ (388) $ 507 $ — $ 2,729 Year ended December 31, 2018 Credit loss allowance—accounts receivable $ 4,605 $ 754 $ (2,947) $ — $ 21 $ 2,433 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. Renewable Identification Numbers (“RINs”) inventory is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory is carried at the lower of historical cost, based on a weighted average cost method, or net realizable value. Inventories consisted of the following at December 31 (in thousands): 2020 2019 Distillates: home heating oil, diesel and kerosene $ 206,177 $ 222,202 Gasoline 98,747 120,958 Gasoline blendstocks 27,468 39,702 Crude oil 6,181 16,018 Residual oil 21,159 26,521 Propane and other 39 1,356 Renewable identification numbers (RINs) 2,332 1,329 Convenience store inventory 22,329 22,396 Total $ 384,432 $ 450,482 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 (see Revenue Recognition accounts receivable and amounted to $3.0 million and $9.2 million at December 31, 2020 and 2019, respectively. Negative exchange balances are accounted for as accounts payable and amounted to $9.8 million and $17.6 million at December 31, 2020 and 2019, respectively. Exchange transactions are valued using current carrying costs. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Minor expenditures for routine maintenance, repairs and renewals are charged to expense as incurred, and major improvements that extend the useful lives of the related assets are capitalized. Depreciation related to the Partnership’s terminal assets and gasoline stations is charged to cost of sales and all other depreciation is charged to selling, general and administrative expenses. Depreciation is charged over the estimated useful lives of the applicable assets using straight-line methods, and accelerated methods are used for income tax purposes. When applicable and based on policy, which considers the construction period and project cost, the Partnership capitalizes interest on qualified long-term projects and depreciates it over the life of the related asset. The estimated useful lives are as follows: Gasoline station buildings, improvements and storage tanks 15-25 years Buildings, docks, terminal facilities and improvements 5-25 years Gasoline station equipment 7 years Fixtures, equipment and capitalized internal use software 3-7 years The Partnership capitalizes certain costs, including internal payroll and external direct project costs incurred in connection with developing or obtaining software designated for internal use. These costs are included in property and equipment and are amortized over the estimated useful lives of the related software. Intangibles Intangibles are carried at cost less accumulated amortization. For assets with determinable useful lives, amortization is computed over the estimated economic useful lives of the respective intangible assets, ranging from 3 to 20 years. Goodwill and Long-Lived Asset Impairment Goodwill Goodwill represents the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. The Partnership has concluded that its operating segments are also its reporting units. Goodwill is tested for impairment annually as of October 1 or when events or changes in circumstances indicate that the carrying amount of goodwill may not be recoverable. Derecognized goodwill associated with the Partnership’s disposition activities of Gasoline Distribution and Station Operation (“GDSO”) sites is included in the carrying value of assets sold in determining the gain or loss on disposal, to the extent the disposition of assets qualifies as a disposition of a business under ASC 805. The GDSO reporting unit’s goodwill that was derecognized related to the disposition of sites that met the definition of a business was $0.9 million, $2.9 million and $3.9 million for the years ended December 31, 2020, 2019 and 2018, respectively (see Note 7). All of the Partnership’s goodwill is allocated to the GDSO segment. During 2020, 2019 and 2018, the Partnership completed a quantitative assessment for the GDSO reporting unit. Factors included in the assessment included both macro-economic conditions and industry specific conditions, and the fair value of the GDSO reporting unit was estimated using a weighted average of a discounted cash flow approach and a market comparables approach. Based on the Partnership’s assessment, no impairment was identified. Evaluation of Long-Lived Asset Impairment Accounting and reporting guidance for long-lived assets requires that a long-lived asset (group) be reviewed for impairment when events or changes in circumstances indicate that the carrying amount might not be recoverable. Accordingly, the Partnership evaluates long-lived assets for impairment whenever indicators of impairment are identified. If indicators of impairment are present, the Partnership assesses impairment by comparing the undiscounted projected future cash flows from the long-lived assets to their carrying value. If the undiscounted cash flows are less than the carrying value, the long-lived assets will be reduced to their fair value. The Partnership recognized an impairment charge relating to certain right-of-use assets in the amount of $1.9 million for the year ended December 31, 2020, of which $1.7 million was allocated to the Wholesale segment and $0.2 million was allocated to the GDSO segment. This impairment charge is included in long-lived asset impairment in the accompanying statement of operations. The Partnership had no impairment charges relating to right-of-use assets for the years ended December 31, 2019 and 2018. The Partnership recognized an impairment charge relating to long-lived assets used at certain gasoline stations and convenience stores in the amount of $0.3 million, $2.0 million and $0.4 million for the years ended December 31, 2020, 2019 and 2018, respectively, which is included in long-lived asset impairment in the accompanying statements of operations. These assets are allocated to the GDSO segment. Environmental and Other Liabilities The Partnership accrues for all direct costs associated with the estimated resolution of contingencies at the earliest date at which it is deemed probable that a liability has been incurred and the amount of such liability can be reasonably estimated. Costs accrued are estimated based upon an analysis of potential results, assuming a combination of litigation and settlement strategies and outcomes. Estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study. Loss accruals are adjusted as further information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. Recoveries of environmental remediation costs from other parties are recognized when related contingencies are resolved, generally upon cash receipt. The Partnership is subject to other contingencies, including legal proceedings and claims arising out of its businesses that cover a wide range of matters, including environmental matters and contract and employment claims. Environmental and other legal proceedings may also include matters with respect to businesses previously owned. Further, due to the lack of adequate information and the potential impact of present regulations and any future regulations, there are certain circumstances in which no range of potential exposure may be reasonably estimated. See Notes 14 and 23. . 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 $8.3 million and $8.0 million in total asset retirement obligations at December 31, 2020 and 2019, respectively, which are included in other long-term liabilities in the accompanying consolidated balance sheets. Leases The Partnership has gasoline station and convenience store leases, primarily of land and buildings. The Partnership has terminal and dedicated storage facility lease arrangements with various petroleum terminals and third parties, of which certain arrangements have minimum usage requirements. The Partnership leases barges through various time charter lease arrangements and railcars through various lease arrangements. The Partnership also has leases for office space, computer and convenience store equipment and automobiles. The Partnership’s lease arrangements have various expiration dates with options to extend. The Partnership is also the lessor party to various lease arrangements with various expiration dates, including the leasing of gasoline stations and certain equipment to third-party station operators and cobranding lease agreements for certain space within the Partnership’s gasoline stations and convenience stores. In addition, the Partnership is party to three master unitary lease agreements in connection with (i) the June 2015 acquisition of retail gasoline stations from Capitol Petroleum Group (“Capitol”) related to properties previously sold by Capitol within two sale-leaseback transactions; and (ii) the June 2016 sale of real property assets at 30 gasoline stations and convenience stores that did not meet the criteria for sale accounting. These transactions continue to be accounted for as financing obligations (see Note 8) upon transition to ASC 842, “Leases,” which the Partnership adopted on January 1, 2019. Accounting and reporting guidance for leases requires that leases be evaluated and classified as either operating or finance leases by the lessee and as either operating, sales-type or direct financing leases by the lessor. The Partnership’s operating leases are included in right-of-use (“ROU”) assets, lease liability-current portion and long-term lease liability-less current portion in the accompanying consolidated balance sheets. ROU assets represent the Partnership’s right to use an underlying asset for the lease term, and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The Partnership’s variable lease payments consist of payments that depend on an index or rate (such as the Consumer Price Index) as well as those payments that depend on the Partnership’s performance or use of the underlying asset related to the lease. Variable lease payments are excluded from the ROU assets and lease liabilities and are recognized in the period in which the obligation for those payments is incurred. As most of the Partnership’s leases do not provide an implicit rate in determining the net present value of lease payments, the Partnership uses its incremental borrowing rate based on the information available at the lease commencement date. ROU assets also include any lease payments made and exclude lease incentives. Many of the Partnership’s lessee agreements include options to extend the lease, which are not included in the minimum lease terms unless they are reasonably certain to be exercised. Rental expense for lease payments related to operating leases is recognized on a straight-line basis over the lease term. Rental income for lease payments received related to operating leases is recognized on a straight-line basis over the lease term. The Partnership has elected the package of practical expedients permitted under the transition guidance within the new standard which, among other things, allows the Partnership to carry forward the historical accounting relating to lease identification and classification for existing leases upon adoption. Leases with an initial term of 12 months or less are not recorded on the balance sheet as the Partnership recognizes lease expense for these leases on a straight-line basis over the lease term. The Partnership’s leases have contracted terms as follows: Gasoline station and convenience store leases 1-20 years Terminal lease arrangements 1 -5 years Dedicated storage facility leases 1 -5 years Barge and railcar equipment leases 1 -10 years Office space leases 1 -12 years Computer equipment, convenience store equipment and automobile leases 1 -5 years The above table excludes the Partnership’s West Coast facility land lease arrangement which contract term is subject to expiration through July 2066. Some of the above leases include options to extend the leases for up to an additional 30 years . The Partnership does not include renewal options in its lease terms for calculating the lease liability unless the Partnership is reasonably certain the renewal options are to be exercised. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Lease Exit and Termination Gain In December 2016, the Partnership voluntarily terminated early a sublease with a counterparty for 1,610 railcars that were underutilized due to unfavorable market conditions in the crude oil by rail market. Separately, the Partnership entered into a fleet management services agreement (effective January 1, 2017) (the “Services Agreement”) with the counterparty, pursuant to which the Partnership would provide railcar storage, freight, insurance and other services on behalf of the counterparty. During each of 2019 and 2018, the Partnership was released from certain of its obligations under the Services Agreement, which resulted in a reduction of the remaining accrued incremental costs of $0.5 million and $3.5 million for the years ended December 31, 2019 and 2018, respectively, which benefit is included in lease exit and termination gain in the accompanying statements of operations. The remaining accrued incremental costs were $0.4 million at December 31, 2020. Revenue Recognition The Partnership’s sales relate primarily to the sale of refined petroleum products, gasoline blendstocks, renewable fuels and crude oil and are recognized along with the related receivable upon delivery, net of applicable provisions for discounts and allowances. The Partnership may also provide for shipping costs at the time of sale, which are included in cost of sales. Contracts with customers typically contain pricing provisions that are tied to a market index, with certain adjustments based on quality and freight due to location differences and prevailing supply and demand conditions, as well as other factors. As a result, the price of the products fluctuates to remain competitive with other available product supplies. The revenue associated with such arrangements is recognized upon delivery. In addition, the Partnership generates revenue from its logistics activities when it stores, transloads and ships products owned by others. Revenue from logistics services is recognized as services are provided. Logistics agreements may require counterparties to throughput a minimum volume over an agreed-upon period and may include make-up rights if the minimum volume is not met. The Partnership recognizes revenue associated with make-up rights at the earlier of when the make-up volume is shipped, the make-up right expires or when it is determined that the likelihood that the shipper will utilize the make-up right is remote. Product revenue is not recognized on exchange agreements, which are entered into primarily to acquire various refined petroleum products, gasoline blendstocks, renewable fuels and crude oil of a desired quality or to reduce transportation costs by taking delivery of products closer to the Partnership’s end markets. The Partnership recognizes net exchange differentials due from exchange partners in sales upon delivery of product to an exchange partner. The Partnership recognizes net exchange differentials due to exchange partners in cost of sales upon receipt of product from an exchange partner. Trustee Taxes The Partnership collects trustee taxes, which consist of various pass through taxes collected on behalf of taxing authorities, and remits such taxes directly to those taxing authorities. Examples of trustee taxes include, among other things, motor fuel excise tax and sales and use tax. As such, it is the Partnership’s policy to exclude trustee taxes from revenues and cost of sales and account for them as current liabilities. The Partnership may be subject to audits of its state and federal tax returns for trustee taxes. Volumetric Ethanol Excise Tax Credit— 31, 2018. 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, gasoline blendstocks, 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. See Note 13. Concentration of Risk Financial instruments that potentially subject the Partnership to concentration of credit risk consist primarily of cash, cash equivalents, accounts receivable, firm commitments and, under certain circumstances, futures contracts, forward fixed price contracts, options and swap agreements which may be used to hedge commodity and interest rate risks. The Partnership provides credit in the normal course of its business. The Partnership performs ongoing credit evaluations of its customers and provides for credit losses based on specific information and historical trends. Credit risk on trade receivables is minimized as a result of the Partnership’s large customer base. Losses have historically been within management’s expectations. See Note 9 for a discussion regarding risk of credit loss related to futures contracts, forward fixed price contracts, options and swap agreements. The Partnership’s wholesale and commercial customers of refined petroleum products, gasoline blendstocks, renewable fuels, crude oil and propane are located primarily in the Northeast. The Partnership’s retail gasoline stations and directly operated convenience stores are also located primarily in the Northeast. Due to the nature of the Partnership’s businesses 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. However, the COVID-19 pandemic has had a negative impact on gasoline demand and the extent and duration of that impact is uncertain. 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 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Concentration Risk [Line Items] | |
Schedule of credit loss allowance included in accounts receivable | Write-offs Balance at Current Charged Balance Beginning Period Against Allowance Recoveries Other at End Description of Period Provision for Credit Losses Collected Adjustment of Period Year ended December 31, 2020 Credit loss allowance—accounts receivable $ 2,729 $ 710 $ (1,054) $ 170 $ — $ 2,555 Year ended December 31, 2019 Credit loss allowance—accounts receivable $ 2,433 $ 177 $ (388) $ 507 $ — $ 2,729 Year ended December 31, 2018 Credit loss allowance—accounts receivable $ 4,605 $ 754 $ (2,947) $ — $ 21 $ 2,433 |
Schedule of inventories (in thousands) | 2020 2019 Distillates: home heating oil, diesel and kerosene $ 206,177 $ 222,202 Gasoline 98,747 120,958 Gasoline blendstocks 27,468 39,702 Crude oil 6,181 16,018 Residual oil 21,159 26,521 Propane and other 39 1,356 Renewable identification numbers (RINs) 2,332 1,329 Convenience store inventory 22,329 22,396 Total $ 384,432 $ 450,482 |
Schedule of estimated useful lives of property and equipment | Gasoline station buildings, improvements and storage tanks 15-25 years Buildings, docks, terminal facilities and improvements 5-25 years Gasoline station equipment 7 years Fixtures, equipment and capitalized internal use software 3-7 years |
Schedule of original contracted terms for operating leases | Gasoline station and convenience store leases 1-20 years Terminal lease arrangements 1 -5 years Dedicated storage facility leases 1 -5 years Barge and railcar equipment leases 1 -10 years Office space leases 1 -12 years Computer equipment, convenience store equipment and automobile leases 1 -5 years |
Reconciliation of net income and the assumed allocation of net income to the limited partners' interest for purposes of computing net income per limited partner unit (in thousands, except per unit data) | Year Ended December 31, 2020 Common General Limited Partner Numerator: Total Partners Interest IDRs Net income attributable to Global Partners LP $ 102,210 $ 100,811 $ 1,399 $ — Declared distribution $ 65,823 $ 64,676 $ 433 $ 714 Assumed allocation of undistributed net income 36,387 36,135 252 — Assumed allocation of net income $ 102,210 $ 100,811 $ 685 $ 714 Less net income attributable to Series A preferred limited partners 6,728 Net income attributable to common limited partners $ 94,083 Denominator: Basic weighted average common units outstanding 33,907 Dilutive effect of phantom units 401 Diluted weighted average common units outstanding 34,308 Basic net income per common limited partner unit $ 2.77 Diluted net income per common limited partner unit $ 2.74 Year Ended December 31, 2019 Common General Limited Partner Numerator: Total Partners Interest IDRs Net income attributable to Global Partners LP $ 35,867 $ 34,488 $ 1,379 $ — Declared distribution $ 71,988 $ 70,372 $ 477 $ 1,139 Assumed allocation of undistributed net loss (36,121) (35,884) (237) — Assumed allocation of net income $ 35,867 $ 34,488 $ 240 $ 1,139 Less net income attributable to Series A preferred limited partners 6,728 Net income attributable to common limited partners $ 27,760 Denominator: Basic weighted average common units outstanding 33,810 Dilutive effect of phantom units 529 Diluted weighted average common units outstanding 34,339 Basic net income per common limited partner unit $ 0.82 Diluted net income per common limited partner unit $ 0.81 Year Ended December 31, 2018 Common General Limited Partner Numerator: Total Partners Interest IDRs Net income attributable to Global Partners LP $ 103,905 $ 102,872 $ 1,033 $ — Declared distribution $ 65,794 $ 65,019 $ 439 $ 336 Assumed allocation of undistributed net income 38,111 37,853 258 — Assumed allocation of net income $ 103,905 $ 102,872 $ 697 $ 336 Less net income attributable to Series A preferred limited partners 2,691 Net income attributable to common limited partners $ 100,181 Denominator: Basic weighted average common units outstanding 33,701 Dilutive effect of phantom units 271 Diluted weighted average common units outstanding 33,972 Basic net income per common limited partner unit $ 2.97 Diluted net income per common limited partner unit $ 2.95 |
Sales Revenue | |
Concentration Risk [Line Items] | |
Schedule of concentration of risk as percentage of consolidated amount | 2020 2019 2018 Gasoline sales: gasoline and gasoline blendstocks (such as ethanol) 70 % 75 % 74 % Distillates (home heating oil, diesel and kerosene), residual oil and propane sales 24 % 21 % 22 % Crude oil sales and crude oil logistics revenue 1 % 1 % 1 % Convenience store sales, rental income and sundries 5 % 3 % 3 % Total 100 % 100 % 100 % |
Product Margin [Member] | |
Concentration Risk [Line Items] | |
Schedule of concentration of risk as percentage of consolidated amount | 2020 2019 2018 Wholesale segment 23 % 16 % 19 % Gasoline Distribution and Station Operations segment 75 % 80 % 78 % Commercial segment 2 % 4 % 3 % Total 100 % 100 % 100 % |
Common Limited Partners | |
Concentration Risk [Line Items] | |
Schedule of quarterly cash distributions | Per Unit Cash Distribution Declared for the Cash Distribution Declaration Date Distribution Declared Quarterly Period Ended April 27, 2020 $ 0.39375 March 31, 2020 July 31, 2020 $ 0.45875 June 30, 2020 October 26, 2020 $ 0.50000 September 30, 2020 January 26, 2021 $ 0.55000 December 31, 2020 |
Series A Preferred Limited Partners | |
Concentration Risk [Line Items] | |
Schedule of quarterly cash distributions | Per Unit Cash Distribution Declared for the Cash Distribution Declaration Date Distribution Declared Quarterly Period Covering April 16, 2020 $ 0.609375 February 15, 2020 - May 14, 2020 July 20, 2020 $ 0.609375 May 15, 2020 - August 14, 2020 October 19, 2020 $ 0.609375 August 15, 2020 - November 14, 2020 January 19, 2021 $ 0.609375 November 15, 2020 - February 14, 2021 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Schedule of supplemental balance sheet information related to leases | Assets: Balance Sheet Location 2020 2019 Right-of-use assets - operating Right-of-use assets, net $ 290,506 $ 296,746 Liabilities: Current lease liability - operating Lease liability - current portion $ 75,376 68,160 Noncurrent lease liability - operating Lease liability - less current portion 226,648 239,349 Total lease liability $ 302,024 $ 307,509 |
Schedule of components of lease cost | Statement of operations location: 2020 2019 Cost of sales (a) $ 47,703 $ 57,369 Selling, general and administrative expenses 2,897 3,094 Operating expenses (b) 51,130 50,904 Total lease cost $ 101,730 $ 111,367 (a) Includes short-term lease costs of $3.1 million and $2.5 million for 2020 and 2019, respectively. (b) Includes variable lease cost of $6.1 million and $6.7 million for 2020 and 2019, respectively, and short-term leases costs which were immaterial for both 2020 and 2019. |
Schedule of minimum lease payments to be paid | 2021 $ 92,926 2022 65,847 2023 52,401 2024 40,904 2025 33,144 Thereafter 94,933 Total lease payments 380,155 Less imputed interest 78,131 Total lease liabilities $ 302,024 Current portion $ 75,376 Long-term portion 226,648 Total lease liabilities $ 302,024 |
Schedule of components of lease revenue | Statement of operations location: 2020 2019 Sales (a)(b) $ 73,266 $ 74,184 (a) Lease revenue includes sub-lessor rental income from leased properties of $39.0 million and $38.3 million for 2020 and 2019, respectively, where the Partnership is the lessee of the property. (b) Includes variable lease revenue of $4.6 million and $6.4 million for 2020 and 2019, respectively, and short-term lease revenue which was immaterial for both 2020 and 2019. |
Schedule of minimum lease payments to be received | 2021 $ 67,508 2022 39,516 2023 23,200 2024 12,803 2025 11,042 Thereafter 7,371 Total $ 161,440 |
Schedule of supplemental cash flow information related to leases | 2020 2019 Cash paid for amounts included in the measurement of lease liabilities $ 96,096 $ 105,366 Right-of-use assets obtained in exchange for new lease liabilities $ 65,045 $ 54,313 |
Revenue from Contracts with C_2
Revenue from Contracts with Customers (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of disaggregation of revenue of contracts with customers by segment | Year Ended December 31, 2020 Revenue from contracts with customers: Wholesale GDSO Commercial Total Refined petroleum products, renewable fuels, crude oil and propane $ 1,268,413 $ 2,545,616 $ 441,451 $ 4,255,480 Station operations — 359,989 — 359,989 Total revenue from contracts with customers 1,268,413 2,905,605 441,451 4,615,469 Other sales: Revenue originating as physical forward contracts and exchanges 3,308,448 — 324,416 3,632,864 Revenue from leases 2,214 71,052 — 73,266 Total other sales 3,310,662 71,052 324,416 3,706,130 Total sales $ 4,579,075 $ 2,976,657 $ 765,867 $ 8,321,599 Year Ended December 31, 2019 Revenue from contracts with customers: Wholesale GDSO Commercial Total Refined petroleum products, renewable fuels, crude oil and propane $ 1,681,426 $ 3,806,892 $ 794,082 $ 6,282,400 Station operations — 394,679 — 394,679 Total revenue from contracts with customers 1,681,426 4,201,571 794,082 6,677,079 Other sales: Revenue originating as physical forward contracts and exchanges 5,746,338 — 584,129 6,330,467 Revenue from leases 2,102 72,082 — 74,184 Total other sales 5,748,440 72,082 584,129 6,404,651 Total sales $ 7,429,866 $ 4,273,653 $ 1,378,211 $ 13,081,730 Year Ended December 31, 2018 Revenue from contracts with customers: Wholesale GDSO Commercial Total Refined petroleum products, renewable fuels, crude oil and propane $ 1,580,156 $ 4,081,498 $ 769,271 $ 6,430,925 Station operations — 355,656 — 355,656 Total revenue from contracts with customers 1,580,156 4,437,154 769,271 6,786,581 Other sales: Revenue originating as physical forward contracts and exchanges 5,308,613 — 503,832 5,812,445 Revenue from leases 2,021 71,555 — 73,576 Total other sales 5,310,634 71,555 503,832 5,886,021 Total sales $ 6,890,790 $ 4,508,709 $ 1,273,103 $ 12,672,602 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill abstract | |
Schedule of changes in goodwill by segment (in thousands) | Balance at December 31, 2019 $ 324,474 Dispositions (1) (909) Balance at December 31, 2020 $ 323,565 (1) Dispositions represent derecognition of goodwill associated with the sale and disposition of certain assets (see Note 7). |
Schedule of finite-lived components of intangible assets (dollars in thousands) | Gross Net Carrying Accumulated Intangible Amortization Amount Amortization Assets Period At December 31, 2020 Intangible assets subject to amortization: Terminalling services $ 26,365 $ (17,765) $ 8,600 20 years Customer relationships 43,986 (42,065) 1,921 2-15 years Supply contracts 87,578 (62,881) 24,697 5-15 years Other intangible assets 5,195 (4,488) 707 3-20 years Total intangible assets $ 163,124 $ (127,199) $ 35,925 At December 31, 2019 Intangible assets subject to amortization: Terminalling services $ 26,365 $ (16,429) $ 9,936 20 years Customer relationships 43,986 (41,630) 2,356 2-15 years Supply contracts 87,578 (54,655) 32,923 5-15 years Other intangible assets 5,195 (3,645) 1,550 3-20 years Total intangible assets $ 163,124 $ (116,359) $ 46,765 |
Schedule of estimated annual intangible asset amortization expense for future years (in thousands) | 2021 $ 10,434 2022 7,200 2023 6,768 2024 5,101 2025 2,620 Thereafter 3,802 Total intangible assets $ 35,925 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property and Equipment | |
Schedule of components of property and equipment (in thousands) | 2020 2019 Buildings and improvements $ 1,243,460 $ 1,196,502 Land 449,840 452,104 Fixtures and equipment 36,352 46,848 Idle plant assets 30,500 30,500 Construction in process 42,428 27,951 Capitalized internal use software 30,534 33,502 Total property and equipment 1,833,114 1,787,407 Less accumulated depreciation 750,628 682,544 Total $ 1,082,486 $ 1,104,863 |
Sale and Disposition of Assets
Sale and Disposition of Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Sale and Disposition of Assets | |
Schedule of (gain) loss on sale and dispositions of assets (in thousands) | 2020 2019 2018 Periodic divestiture of gasoline stations (1,047) (2,481) (263) Strategic asset divestiture program - Real estate firm coordinated sale (252) (2,046) 995 Loss on assets held for sale 964 1,660 4,650 Other 610 137 498 Total $ 275 $ (2,730) $ 5,880 |
Debt and Financing Obligation (
Debt and Financing Obligation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt and Financing Obligations | |
Schedule of cash flow supplemental information (in thousands) | 2020 2019 2018 Borrowings from working capital revolving credit facility $ 1,398,300 $ 1,758,700 $ 2,002,700 Payments on working capital revolving credit facility (1,537,800) (1,688,100) (1,976,100) Net (payments on) borrowings from working capital revolving credit facility $ (139,500) $ 70,600 $ 26,600 Borrowings from revolving credit facility $ 50,000 $ — $ 166,000 Payments on revolving credit facility (120,700) (27,300) (142,000) Net (payments on) borrowings from revolving credit facility $ (70,700) $ (27,300) $ 24,000 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Derivative Financial Instruments | |
Schedule of notional values of derivative instruments | Units (1) Unit of Measure Exchange-Traded Derivatives Long 79,124 Thousands of barrels Short (83,216) Thousands of barrels OTC Derivatives (Petroleum/Ethanol) Long 9,844 Thousands of barrels Short (6,518) Thousands of barrels (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 net gains and losses from derivatives recognized in consolidated statements of operations (in thousands) | Statement of Gain (Loss) Recognized in Income on Derivatives 2020 2019 2018 Derivatives in fair value hedging relationship Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity products Cost of sales $ (29,338) $ 10,640 $ 5,566 Hedged items in fair value hedge relationship Physical inventory Cost of sales $ 25,308 $ (10,532) $ (9,686) |
Summary of derivatives not designated as either fair value hedges or cash flow hedges and their respective fair values and location (in thousands) | Statement of Gain (Loss) Derivatives not designated as Recognized in hedging instruments Income on Derivatives 2020 2019 2018 Commodity contracts Cost of sales $ 10,164 $ 14,528 $ 3,783 |
Schedule of fair values of derivative instruments and location in consolidated balance sheets (in thousands) | December 31, 2020 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ 7,628 $ 72,424 $ 80,052 Forward derivative contracts (1) Derivative assets — 16,556 16,556 Total asset derivatives $ 7,628 $ 88,980 $ 96,608 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (7,183) $ (93,874) $ (101,057) Forward derivative contracts (1) Derivative liabilities — (12,055) (12,055) Total liability derivatives $ (7,183) $ (105,929) $ (113,112) December 31, 2019 Derivatives Derivatives Not Designated as Designated as Hedging Hedging Balance Sheet Location Instruments Instruments Total Asset Derivatives: Exchange-traded derivative contracts Broker margin deposits $ — $ 31,645 $ 31,645 Forward derivative contracts (1) Derivative assets — 4,564 4,564 Total asset derivatives $ — $ 36,209 $ 36,209 Liability Derivatives: Exchange-traded derivative contracts Broker margin deposits $ (3,838) $ (26,354) $ (30,192) Forward derivative contracts (1) Derivative liabilities — (12,698) (12,698) Total liability derivatives $ (3,838) $ (39,052) $ (42,890) (1) Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Measurements | |
Schedule of financial assets and financial liabilities measured at fair value on a recurring basis (in thousands) | Fair Value at December 31, 2020 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 16,124 $ 432 $ — $ 16,556 Exchange-traded/cleared derivative instruments (2) (21,005) — — 42,666 21,661 Pension plans 19,495 — — — 19,495 Total assets $ (1,510) $ 16,124 $ 432 $ 42,666 $ 57,712 Liabilities: Forward derivative contracts (1) $ — $ (11,970) $ (85) $ — $ (12,055) Fair Value at December 31, 2019 Cash Collateral Level 1 Level 2 Level 3 Netting Total Assets: Forward derivative contracts (1) $ — $ 4,002 $ 562 $ — $ 4,564 Exchange-traded/cleared derivative instruments (2) 1,453 — — 33,013 34,466 Pension plans 17,099 — — — 17,099 Total assets $ 18,552 $ 4,002 $ 562 $ 33,013 $ 56,129 Liabilities: Forward derivative contracts (1) $ — $ (12,112) $ (586) $ — $ (12,698) (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) | 2020 2019 Face Fair Face Fair Value Value Value Value 7.00% senior notes due 2023 $ — $ — $ 300,000 $ 309,000 7.00% senior notes due 2027 $ 400,000 $ 427,000 $ 400,000 $ 423,000 6.875% senior notes due 2029 $ 350,000 $ 378,000 $ — $ — |
Schedule of unobservable inputs used in the measurement of the Level 3 derivative contracts | December 31, 2020 December 31, 2019 Low High Weighted Low High Weighted Product ($ per barrel) ($ per barrel) Average ($ per barrel) ($ per barrel) Average Crude oil $ (4.25) $ (3.15) $ (3.61) $ (4.95) $ (3.25) $ (4.88) |
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 Gain (loss) Location basis Short Increase Loss (gain) Transportation Long Increase Gain (loss) Transportation Short Increase Loss (gain) Throughput costs Long Increase Gain (loss) Throughput costs Short Increase Loss |
Summary of the changes in fair value of Level 3 financial assets and liabilities (in thousands) | Fair value at December 31, 2019 $ (24) Derivatives entered into during the period 432 Derivatives sold during the period (85) Realized gains (losses) recorded in cost of sales 24 Fair value at December 31, 2020 $ 347 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies | |
Schedule of future minimum volume purchase requirements (in thousands) | 2021 462,523 2022 291,537 2023 234,478 2024 254,736 2025 212,086 Thereafter 22,950 Total 1,478,310 |
Schedule of total future minimum payments under the agreement with non-cancellable terms of one year or more (in thousands) | 2021 $ 9,000 2022 9,000 2023 9,000 2024 9,000 2025 6,000 Total $ 42,000 |
Trustee Taxes and Accrued Exp_2
Trustee Taxes and Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Trustee Taxes and Accrued Expenses and Other Current Liabilities | |
Schedule of accrued expenses and other current liabilities (in thousands) | 2020 2019 Barging transportation, product storage and other ancillary cost accruals $ 29,392 $ 35,098 Employee compensation 45,931 28,150 Accrued interest 17,274 12,849 Other 34,177 26,705 Total $ 126,774 $ 102,802 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Reconciliation of the difference between the statutory federal income tax rate and the effective income tax rate | 2020 2019 2018 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income tax rate, net of federal tax benefit 2.4 % 2.9 % 2.8 % Derecognition of goodwill 0.1 % 0.5 % 0.3 % Benefit of loss carryback (6.2) % — % — % Partnership income not subject to tax (17.4) % (21.4) % (18.9) % Effective income tax rate (0.1) % 3.0 % 5.2 % |
Schedule of the components of the provision for income taxes (in thousands) | 2020 2019 2018 Current: Federal $ (15,942) $ 35 $ 162 State 2,484 1,036 2,706 Foreign — — 4 Total current (13,458) 1,071 2,872 Deferred: Federal 12,749 815 1,961 State 590 (792) 790 Total deferred 13,339 23 2,751 Total $ (119) $ 1,094 $ 5,623 |
Schedule of significant components of long-term deferred taxes (in thousands) | 2020 2019 Deferred Income Tax Assets Accounts receivable allowances $ 447 $ 751 Environmental liability 8,276 9,414 Asset retirement obligation 2,210 2,146 Deferred financing obligation 11,198 11,394 Lease liability 43,699 44,578 Other 2,184 1,479 Federal net operating loss carryforwards 6,801 18,505 State net operating loss carryforwards 966 1,134 Tax credit carryforward 1,106 691 Total deferred tax assets, gross 76,887 90,092 Valuation allowance (3,881) (3,299) Total deferred tax assets, net $ 73,006 $ 86,793 Deferred Income Tax Liabilities Property and equipment $ (75,024) $ (74,031) Land (12,162) (12,353) Other deferred tax liabilities (41,665) (752) Right of use assets (373) (42,536) Total deferred tax liabilities $ (129,224) $ (129,672) Net deferred tax liabilities $ (56,218) $ (42,879) |
Reconciliation of the differences between income before income tax expense and income subject to income tax expense (in thousands) | 2020 2019 2018 Income before income tax benefit (expense) $ 101,563 $ 36,272 $ 108,026 Less non—taxable income 84,762 37,001 97,561 Income (loss) income subject to income tax expense $ 16,801 $ (729) $ 10,465 |
Environmental Liabilities and_2
Environmental Liabilities and RINs (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Environmental Liabilities and Renewable Identification Numbers (RINs) | |
Summary roll forward of the environmental liabilities (in thousands) | Balance at Other Balance at December 31, Payments Dispositions Adjustments December 31, Environmental Liability Related to: 2019 2020 2020 2020 2020 Retail gasoline stations $ 55,493 $ (2,577) $ (1,987) $ (949) $ 49,980 Terminals 3,778 (137) — — 3,641 Total environmental liabilities $ 59,271 $ (2,714) $ (1,987) $ (949) $ 53,621 Current portion $ 5,009 $ 4,455 Long-term portion 54,262 49,166 Total environmental liabilities $ 59,271 $ 53,621 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Employee Benefit Plans | |
Schedule of plan's funded status and the total amounts recognized in the consolidated balance sheets (in thousands) | December 31, 2020 Global GMG Pension Plan Pension Plan Total Projected benefit obligation $ 18,514 $ 5,090 $ 23,604 Fair value of plan assets 15,638 3,857 19,495 Net unfunded pension liability $ 2,876 $ 1,233 $ 4,109 December 31, 2019 Global GMG Pension Plan Pension Plan Total Projected benefit obligation $ 17,030 $ 4,459 $ 21,489 Fair value of plan assets 14,267 2,832 17,099 Net unfunded pension liability $ 2,763 $ 1,627 $ 4,390 |
Schedule of change in benefit obligation for the Pension Plans (in thousands) | 2020 2019 2018 Benefit obligation at beginning of year $ 21,489 $ 20,086 $ 22,217 Interest cost 605 767 714 Actuarial loss (gain) 2,183 3,839 (1,347) Benefits paid (673) (3,203) (1,498) Benefit obligation at end of year $ 23,604 $ 21,489 $ 20,086 |
Schedule of weighted-average actuarial assumptions | Global Pension Plan GMG Pension Plan 2020 2019 2018 2020 2019 2018 Discount rate 2.1% 3.0% 4.1% 3.0% 3.2% 4.2% Expected return on plan assets 7.0% 7.0% 7.0% 7.0% 7.0% 7.0% |
Schedule of estimated future benefit payments (in thousands) | 2021 $ 3,331 2022 1,271 2023 886 2024 827 2025 1,536 2026—2030 8,057 Total $ 15,908 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions | |
Schedule of receivables from related parties (in thousands) | 2020 2019 Receivables from GPC $ 28 $ 53 Receivables from the General Partner (1) 2,382 7,770 Total $ 2,410 $ 7,823 (1) Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner and are due to the timing of the payroll obligations. |
Long-Term Incentive Plan (Table
Long-Term Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
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 units at December 31, 2018 730,141 13.57 Vested (148,842) 27.41 Forfeited (18,393) 18.66 Outstanding non—vested phantom units at December 31, 2019 562,906 9.74 Vested (153,469) 10.37 Forfeited (6,867) 11.31 Outstanding non—vested phantom units at December 31, 2020 402,570 9.47 |
Partners' Equity, Allocations_2
Partners' Equity, Allocations and Cash Distributions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
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 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 % |
Common Limited Partners | |
Schedule of cash distributions made by the Partnership (in thousands, except per unit data) | For the Per Unit Cash Distribution Quarter Cash Common General Incentive Total Cash Payment Date Ended Distribution Units Partner Distribution Distribution 2018 2/14/2018 12/31/17 $ 0.4625 $ 15,723 $ 106 $ — $ 15,829 5/15/2018 03/31/18 0.4625 15,723 106 — 15,829 8/14/2018 (1) 06/30/18 0.4750 16,149 109 67 16,325 11/14/2018 (1) 09/30/18 0.4750 16,149 109 67 16,325 2019 2/14/2019 (1) 12/31/18 $ 0.5000 $ 16,998 $ 115 $ 202 $ 17,315 5/15/2019 (1) 03/31/19 0.5100 17,338 117 256 17,711 8/14/2019 (1) 06/30/19 0.5150 17,508 118 269 17,895 11/14/2019 (1) 09/30/19 0.5200 17,678 119 294 18,091 2020 2/14/2020 (1) 12/31/19 $ 0.52500 $ 17,848 $ 123 $ 320 $ 18,291 5/15/2020 03/31/20 0.39375 13,385 91 — 13,476 8/14/2020 06/30/20 0.45875 15,595 106 — 15,701 11/13/2020 (1) 09/30/20 0.50000 16,998 106 202 17,306 (1) This distribution resulted in the Partnership reaching its second target level distribution for the respective quarter. As a result, the General Partner, as the holder of the IDRs, received an incentive distribution. |
Series A Preferred Limited Partners | |
Schedule of cash distributions made by the Partnership (in thousands, except per unit data) | For the Per Unit Cash Distribution Quarterly Period Cash Total Cash Payment Date Covering Distribution Distribution 2019 2/15/2019 11/15/18 - 2/14/19 $ 0.609375 $ 1,682 5/15/2019 2/15/19 - 5/14/19 0.609375 1,682 8/15/2019 5/15/19 - 8/14/19 0.609375 1,682 11/15/2019 8/15/19 - 11/14/19 0.609375 1,682 2020 2/18/2020 11/15/19 - 2/14/20 $ 0.609375 $ 1,682 5/15/2020 2/15/20 - 5/14/20 0.609375 1,682 8/17/2020 5/15/20 - 8/14/20 0.609375 1,682 11/16/2020 8/15/20 - 11/14/20 0.609375 1,682 |
New Accounting Standards (Table
New Accounting Standards (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of credit loss allowance included in accounts receivable | Write-offs Balance at Current Charged Balance Beginning Period Against Allowance Recoveries Other at End Description of Period Provision for Credit Losses Collected Adjustment of Period Year ended December 31, 2020 Credit loss allowance—accounts receivable $ 2,729 $ 710 $ (1,054) $ 170 $ — $ 2,555 Year ended December 31, 2019 Credit loss allowance—accounts receivable $ 2,433 $ 177 $ (388) $ 507 $ — $ 2,729 Year ended December 31, 2018 Credit loss allowance—accounts receivable $ 4,605 $ 754 $ (2,947) $ — $ 21 $ 2,433 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting | |
Summary of financial information for the reportable segments (in thousands) | 2020 2019 2018 Wholesale Segment: Sales Gasoline and gasoline blendstocks $ 3,008,490 $ 5,358,550 $ 4,732,028 Crude oil (1) 84,046 96,419 109,719 Other oils and related products (2) 1,486,539 1,974,897 2,049,043 Total $ 4,579,075 $ 7,429,866 $ 6,890,790 Product margin Gasoline and gasoline blendstocks $ 100,818 $ 83,982 $ 76,741 Crude oil (1) (672) (13,047) 7,159 Other oils and related products (2) 82,999 51,584 53,389 Total $ 183,145 $ 122,519 $ 137,289 Gasoline Distribution and Station Operations Segment: Sales Gasoline $ 2,545,616 $ 3,806,892 $ 4,081,498 Station operations (3) 431,041 466,761 427,211 Total $ 2,976,657 $ 4,273,653 $ 4,508,709 Product margin Gasoline $ 398,016 $ 374,550 $ 373,303 Station operations (3) 205,926 225,078 203,098 Total $ 603,942 $ 599,628 $ 576,401 Commercial Segment: Sales $ 765,867 $ 1,378,211 $ 1,273,103 Product margin $ 15,195 $ 28,540 $ 23,611 Combined sales and Product margin: Sales $ 8,321,599 $ 13,081,730 $ 12,672,602 Product margin (4) $ 802,282 $ 750,687 $ 737,301 Depreciation allocated to cost of sales (81,144) (87,930) (86,892) Combined gross profit $ 721,138 $ 662,757 $ 650,409 (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) | 2020 2019 2018 Combined gross profit $ 721,138 $ 662,757 $ 650,409 Operating costs and expenses not allocated to operating segments: Selling, general and administrative expenses 192,533 170,937 171,002 Operating expenses 323,298 342,382 321,115 Gain on trustee taxes — — (52,627) Lease exit and termination gain — (493) (3,506) Amortization expense 10,839 11,431 10,960 Net loss (gain) on sale and disposition of assets 275 (2,730) 5,880 Long-lived asset impairment 1,927 2,022 414 Total operating costs and expenses 528,872 523,549 453,238 Operating income 192,266 139,208 197,171 Interest expense (83,539) (89,856) (89,145) Loss on early extinguishment of debt (7,164) (13,080) — Income tax benefit (expense) 119 (1,094) (5,623) Net income 101,682 35,178 102,403 Net loss attributable to noncontrolling interest 528 689 1,502 Net income attributable to Global Partners LP $ 102,210 $ 35,867 $ 103,905 |
Schedule of total assets by reportable segment (in thousands) | Wholesale Commercial GDSO Unallocated Total December 31, 2020 $ 649,301 $ — $ 1,581,397 $ 309,802 $ 2,540,500 December 31, 2019 $ 773,696 $ — $ 1,576,655 $ 458,076 $ 2,808,427 |
Changes in Accumulated Other _2
Changes in Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Changes in Accumulated Other Comprehensive Loss | |
Schedule of changes in accumulated other comprehensive loss (in thousands) | Pension Derivatives Designated as Plan Cash Flow Hedges Total Balance at December 31, 2018 $ (5,258) $ (2) $ (5,260) Other comprehensive income before reclassifications of (gain) loss 3 — 3 Amount of (gain) loss reclassified from accumulated other comprehensive income (loss) 179 2 181 Total comprehensive income 182 2 184 Balance at December 31, 2019 (5,076) — (5,076) Other comprehensive income before reclassifications of (gain) loss (263) 9,400 9,137 Amount of (gain) loss reclassified from accumulated other comprehensive income (loss) (143) (2,318) (2,461) Total comprehensive income (406) 7,082 6,676 Balance at December 31, 2020 $ (5,482) $ 7,082 $ 1,600 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Quarterly Financial Data (Unaudited) | |
Schedule of unaudited quarterly financial data (in thousands, except per unit amounts) | First Second Third Fourth Total Year ended December 31, 2020 Sales $ 2,595,093 $ 1,469,577 $ 2,061,382 $ 2,195,547 $ 8,321,599 Gross profit $ 145,738 $ 239,947 $ 169,241 $ 166,212 $ 721,138 Operating income $ 18,807 $ 100,590 $ 40,182 $ 32,687 $ 192,266 Net income (1)(2)(3) $ 3,075 $ 75,973 $ 18,192 $ 4,442 $ 101,682 Net income attributable to Global Partners LP $ 3,276 $ 76,262 $ 18,230 $ 4,442 $ 102,210 Net income attributable to common limited partners $ 1,572 $ 74,069 $ 16,224 $ 2,218 $ 94,083 Basic net income per common limited partner unit $ 0.05 $ 2.19 $ 0.48 $ 0.06 $ 2.77 Diluted net income per common limited partner unit $ 0.05 $ 2.17 $ 0.47 $ 0.06 $ 2.74 Cash distributions per common limited partner unit (4) $ 0.39375 $ 0.45875 $ 0.5000 $ 0.5500 $ 1.90 The above table reflects certain rounding conventions. (1) Includes a net loss (gain) on sale and disposition of assets of $0.7 million, ($0.8 million), $0.7 million and ($0.3 million) in the first, second, third and fourth quarters of 2020, respectively. (2) Includes a long-lived asset impairment of $1.7 million and $0.2 million in the second and third quarters of 2020, respectively. (3) Includes a $7.2 million loss on the early extinguishment of debt related to the 2023 Notes (see Note 8). (4) Represents cash distributions earned for the respective period. Cash distributions earned in one calendar quarter are paid in the following calendar quarter. First Second Third Fourth Total Year ended December 31, 2019 Sales $ 2,979,626 $ 3,507,540 $ 3,245,653 $ 3,348,911 $ 13,081,730 Gross profit $ 156,844 $ 167,143 $ 187,769 $ 151,001 $ 662,757 Operating income $ 29,774 $ 37,875 $ 50,877 $ 20,682 $ 139,208 Net income (loss) (5)(6)(7) $ 6,794 $ 14,371 $ 14,893 $ (880) $ 35,178 Net income (loss) attributable to Global Partners LP $ 7,126 $ 14,489 $ 15,080 $ (828) $ 35,867 Net income (loss) attributable to common limited partners $ 5,140 $ 12,441 $ 13,003 $ (2,824) $ 27,760 Basic net income (loss) per common limited partner unit $ 0.15 $ 0.37 $ 0.38 $ (0.08) $ 0.82 Diluted net income (loss) per common limited partner unit $ 0.15 $ 0.36 $ 0.38 $ (0.08) $ 0.81 Cash distributions per common limited partner unit (8) $ 0.5100 $ 0.5150 $ 0.5200 $ 0.5250 $ 2.07 The above table reflects certain rounding conventions. (5) Includes a net loss (gain) on sale and disposition of assets of $0.5 million, ( $1.1 million), $0.3 million and ( $2.4 million) in the first, second, third and fourth quarters of 2019, respectively. (6) Includes a long-lived asset impairment of $0.6 million and $1.4 million in the third and fourth quarters of 2019, respectively. (7) Includes a $13.1 million loss on the early extinguishment of debt related to the 2022 Notes (see Note 8). (8) Represents cash distributions earned for the respective period. Cash distributions earned in one calendar quarter are paid in the following calendar quarter. |
Organization and Basis of Pre_2
Organization and Basis of Presentation (Details) $ in Thousands | Dec. 14, 2020item | May 07, 2020USD ($) | Dec. 31, 2020USD ($)itemshares | Oct. 07, 2020USD ($) | Dec. 31, 2019USD ($)shares |
Organization | |||||
Number of owned, leased and/or supplied gasoline stations | 1,548 | ||||
Number of convenience stores | 277 | ||||
Number of units held | shares | 33,995,563 | ||||
Reduction in total aggregate commitment | $ | $ 130,000 | ||||
Senior Notes 6.875 Percent Due 2029 [Member] | |||||
Organization | |||||
Aggregate principal amount | $ | $ 350,000 | $ 350,000 | |||
Stated interest rate (as a percent) | 6.875% | 6.875% | |||
Senior Notes 7.00 Percent Due 2023 [Member] | |||||
Organization | |||||
Aggregate principal amount | $ | $ 300,000 | ||||
Stated interest rate (as a percent) | 7.00% | 7.00% | |||
Consumers Petroleum of Connecticut, Incorporated [Member] | |||||
Organization | |||||
Number of convenience stores | 27 | ||||
Number of gas stations under fuel supply agreements | 25 | ||||
Series A Preferred Limited Partners | |||||
Organization | |||||
Number of units held | shares | 2,760,000 | 2,760,000 | |||
Global Partners LP [Member] | |||||
Organization | |||||
General partner interest (as a percent) | 0.67% | ||||
Limited partner ownership interest (as a percent) | 99.33% | ||||
Affiliates of general partner | |||||
Organization | |||||
Number of units held | shares | 5,238,654 | ||||
Affiliates of general partner | Global Partners LP [Member] | |||||
Organization | |||||
Limited partner ownership interest (as a percent) | 15.40% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - NCI (Details) | Sep. 29, 2020 | Feb. 01, 2013 |
Basin Transload LLC | ||
Summary of Significant Accounting Policies | ||
Percentage of outstanding membership interests acquired | 40.00% | 60.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Credit Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Summary of Significant Accounting Policies | |||
Accounts receivable outstanding less than 30 days, as a percent | 99.00% | ||
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Accounts Receivable, Allowance for Credit Loss, Beginning Balance | $ 2,729 | $ 2,433 | $ 4,605 |
Current period provision | 710 | 177 | 754 |
Write-offs charged against allowance for credit losses | (1,054) | (388) | (2,947) |
Recoveries collected | 170 | 507 | |
Other adjustment | 21 | ||
Accounts Receivable, Allowance for Credit Loss, Ending Balance | $ 2,555 | $ 2,729 | $ 2,433 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Inventories | ||
Inventories | $ 384,432 | $ 450,482 |
Positive exchange balances | 3,000 | 9,200 |
Negative exchange balances | 9,800 | 17,600 |
Distillates, home heating oil, diesel and kerosene | ||
Inventories | ||
Inventories | 206,177 | 222,202 |
Gasoline | ||
Inventories | ||
Inventories | 98,747 | 120,958 |
Gasoline blendstocks | ||
Inventories | ||
Inventories | 27,468 | 39,702 |
Crude Oil | ||
Inventories | ||
Inventories | 6,181 | 16,018 |
Residual oil | ||
Inventories | ||
Inventories | 21,159 | 26,521 |
Propane and other | ||
Inventories | ||
Inventories | 39 | 1,356 |
Renewable identification numbers (RINs) | ||
Inventories | ||
Inventories | 2,332 | 1,329 |
Convenience store inventory | ||
Inventories | ||
Inventories | $ 22,329 | $ 22,396 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Property (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Gasoline station buildings, improvements and storage tanks | Minimum | |
Property and Equipment | |
Estimated useful life | 15 years |
Gasoline station buildings, improvements and storage tanks | Maximum | |
Property and Equipment | |
Estimated useful life | 25 years |
Buildings and improvements | Minimum | |
Property and Equipment | |
Estimated useful life | 5 years |
Buildings and improvements | Maximum | |
Property and Equipment | |
Estimated useful life | 25 years |
Gasoline station equipment | |
Property and Equipment | |
Estimated useful life | 7 years |
Fixtures, equipment and capitalized internal use software | Minimum | |
Property and Equipment | |
Estimated useful life | 3 years |
Fixtures, equipment and capitalized internal use software | Maximum | |
Property and Equipment | |
Estimated useful life | 7 years |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Intangibles and Impairment (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Impairment Long-Lived Assets | |||
Goodwill derecognized | $ 909,000 | ||
Impairment of right-of-use assets | 1,900,000 | $ 0 | $ 0 |
Long-lived asset impairment | $ 300,000 | 2,000,000 | 400,000 |
Minimum | |||
Intangibles | |||
Estimated economic useful life | 3 years | ||
Maximum | |||
Intangibles | |||
Estimated economic useful life | 20 years | ||
Gasoline Distribution and Station Operations Segment | |||
Impairment Long-Lived Assets | |||
Goodwill derecognized | $ 900,000 | 2,900,000 | 3,900,000 |
Impairment of goodwill | 0 | $ 0 | $ 0 |
Gasoline Distribution and Station Operations Segment | |||
Impairment Long-Lived Assets | |||
Impairment of right-of-use assets | 200,000 | ||
Wholesale Segment | |||
Impairment Long-Lived Assets | |||
Impairment of right-of-use assets | $ 1,700,000 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Environmental, ARO (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Asset Retirement Obligations | ||
Total assets retirement obligations | $ 8.3 | $ 8 |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Leases (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016item | Jun. 30, 2016item | Jun. 30, 2015item | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Leases | ||||||
Number of master unitary leasing agreements | 3 | |||||
Number of sale-leaseback transactions | 2 | |||||
Number of locations divested | 30 | |||||
Lease, Practical Expedients, Package [true false] | true | |||||
Number of railcars released | 1,610 | |||||
Lease exit and termination gain | $ | $ 493 | |||||
Lease exit gain (loss) ASC840 | $ | $ 3,506 | |||||
Remaining accrued incremental costs | $ | $ 400 | |||||
Maximum | ||||||
Leases | ||||||
Renewal term | 30 years | |||||
Gasoline station buildings, improvements and storage tanks | Minimum | ||||||
Leases | ||||||
Lease term | 1 year | |||||
Gasoline station buildings, improvements and storage tanks | Maximum | ||||||
Leases | ||||||
Lease term | 20 years | |||||
Terminal and Throughput Leases | Minimum | ||||||
Leases | ||||||
Lease term | 1 year | |||||
Terminal and Throughput Leases | Maximum | ||||||
Leases | ||||||
Lease term | 5 years | |||||
Dedicated Storage Facilities [Member] | Minimum | ||||||
Leases | ||||||
Lease term | 1 year | |||||
Dedicated Storage Facilities [Member] | Maximum | ||||||
Leases | ||||||
Lease term | 5 years | |||||
Barges And Railcars [Member] | Minimum | ||||||
Leases | ||||||
Lease term | 1 year | |||||
Barges And Railcars [Member] | Maximum | ||||||
Leases | ||||||
Lease term | 10 years | |||||
Office Space [Member] | Minimum | ||||||
Leases | ||||||
Lease term | 1 year | |||||
Office Space [Member] | Maximum | ||||||
Leases | ||||||
Lease term | 12 years | |||||
Computer Equipment [Member] | Minimum | ||||||
Leases | ||||||
Lease term | 1 year | |||||
Computer Equipment [Member] | Maximum | ||||||
Leases | ||||||
Lease term | 5 years |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Taxes (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018USD ($) | Dec. 31, 2020item | Dec. 31, 2018USD ($) | |
Income Taxes | |||
Loss on trustee taxes | $ (52,600) | $ (52,627) | |
Expense (income) due to contingent liability or elimination of contingent liability | $ (52,600) | $ (52,627) | |
Number of wholly owned subsidiaries which are taxable for federal and state income tax purposes | item | 1 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Risk (Details) - Product | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Sales Revenue | |||
Concentration of Risk | |||
Percentage of consolidated total | 100.00% | 100.00% | 100.00% |
Sales Revenue | Gasoline and gasoline blendstocks | |||
Concentration of Risk | |||
Percentage of consolidated total | 70.00% | 75.00% | 74.00% |
Sales Revenue | Distillates, Residual Oil, Natural Gas And Propane [Member] | |||
Concentration of Risk | |||
Percentage of consolidated total | 24.00% | 21.00% | 22.00% |
Sales Revenue | Crude Oil And Crude Oil Logistics [Member] | |||
Concentration of Risk | |||
Percentage of consolidated total | 1.00% | 1.00% | 1.00% |
Sales Revenue | Station operations (convenience stores, rental and sundries) | |||
Concentration of Risk | |||
Percentage of consolidated total | 5.00% | 3.00% | 3.00% |
Product Margin [Member] | |||
Concentration of Risk | |||
Percentage of consolidated total | 100.00% | 100.00% | 100.00% |
Product Margin [Member] | Wholesale Segment | |||
Concentration of Risk | |||
Percentage of consolidated total | 23.00% | 16.00% | 19.00% |
Product Margin [Member] | Gasoline Distribution and Station Operations Segment | |||
Concentration of Risk | |||
Percentage of consolidated total | 75.00% | 80.00% | 78.00% |
Product Margin [Member] | Commercial Segment | |||
Concentration of Risk | |||
Percentage of consolidated total | 2.00% | 4.00% | 3.00% |
Summary of Significant Accou_13
Summary of Significant Accounting Policies - Derivatives (Details) | 12 Months Ended |
Dec. 31, 2020bbl | |
Derivatives not designated as hedging instruments | Commodity product | Maximum | |
Derivative Financial Instruments | |
Aggregate units of products in a controlled trading program | 250,000 |
Summary of Significant Accou_14
Summary of Significant Accounting Policies - NI per unit (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Net Income (Loss) Per Limited Partner Unit | |||||||||||
Repurchased units not deemed outstanding | 29,383 | 128,170 | 29,383 | 128,170 | |||||||
Net Income Per Limited Partner Unit | |||||||||||
Net income attributable to Global Partners LP | $ 4,442 | $ 18,230 | $ 76,262 | $ 3,276 | $ (828) | $ 15,080 | $ 14,489 | $ 7,126 | $ 102,210 | $ 35,867 | $ 103,905 |
Declared distribution | 65,823 | 71,988 | 65,794 | ||||||||
Assumed allocation of undistributed net income (loss) | (36,387) | (36,121) | 38,111 | ||||||||
Assumed allocation of net income | $ 102,210 | $ 35,867 | $ 103,905 | ||||||||
Denominator: | |||||||||||
Basic net income per limited partner unit (in dollars per unit) | $ 0.06 | $ 0.48 | $ 2.19 | $ 0.05 | $ (0.08) | $ 0.38 | $ 0.37 | $ 0.15 | $ 2.77 | $ 0.82 | |
Diluted net income per limited partner unit (in dollars per unit) | $ 0.06 | $ 0.47 | $ 2.17 | $ 0.05 | $ (0.08) | $ 0.38 | $ 0.36 | $ 0.15 | $ 2.74 | $ 0.81 | |
Common Limited Partners | |||||||||||
Denominator: | |||||||||||
Basic weighted average limited partner units outstanding | 33,907,000 | 33,810,000 | 33,701,000 | ||||||||
Diluted weighted average limited partner units outstanding | 34,308,000 | 34,339,000 | 33,972,000 | ||||||||
Basic net income per limited partner unit (in dollars per unit) | $ 2.77 | $ 0.82 | $ 2.97 | ||||||||
Diluted net income per limited partner unit (in dollars per unit) | $ 2.74 | $ 0.81 | $ 2.95 | ||||||||
Limited Partner Interest | |||||||||||
Net Income Per Limited Partner Unit | |||||||||||
Net income attributable to Global Partners LP | $ 100,811 | $ 34,488 | $ 102,872 | ||||||||
Declared distribution | 64,676 | 70,372 | 65,019 | ||||||||
Assumed allocation of undistributed net income (loss) | (36,135) | (35,884) | 37,853 | ||||||||
Assumed allocation of net income | 100,811 | $ 34,488 | $ 102,872 | ||||||||
Denominator: | |||||||||||
Basic weighted average limited partner units outstanding | 33,810,000 | 33,701,000 | |||||||||
Dilutive effect of phantom units | 529,000 | 271,000 | |||||||||
Diluted weighted average limited partner units outstanding | 34,339,000 | 33,972,000 | |||||||||
Basic net income per limited partner unit (in dollars per unit) | $ 0.82 | $ 2.97 | |||||||||
Diluted net income per limited partner unit (in dollars per unit) | $ 0.81 | $ 2.95 | |||||||||
Limited Partner Interest | Common Limited Partners | |||||||||||
Net Income Per Limited Partner Unit | |||||||||||
Assumed allocation of net income | $ 94,083 | $ 27,760 | $ 100,181 | ||||||||
Denominator: | |||||||||||
Basic weighted average limited partner units outstanding | 33,907,000 | ||||||||||
Dilutive effect of phantom units | 401,000 | ||||||||||
Diluted weighted average limited partner units outstanding | 34,308,000 | ||||||||||
Basic net income per limited partner unit (in dollars per unit) | $ 2.77 | ||||||||||
Diluted net income per limited partner unit (in dollars per unit) | $ 2.74 | ||||||||||
Limited Partner Interest | Series A Preferred Limited Partners | |||||||||||
Net Income Per Limited Partner Unit | |||||||||||
Assumed allocation of net income | $ 6,728 | 6,728 | 2,691 | ||||||||
General Partner, Global GP LLC | |||||||||||
Net Income Per Limited Partner Unit | |||||||||||
Net income attributable to Global Partners LP | 1,399 | 1,379 | 1,033 | ||||||||
Declared distribution | 433 | 477 | 439 | ||||||||
Assumed allocation of undistributed net income (loss) | (252) | (237) | 258 | ||||||||
Assumed allocation of net income | 685 | 240 | 697 | ||||||||
IDRs | |||||||||||
Net Income Per Limited Partner Unit | |||||||||||
Declared distribution | 714 | 1,139 | 336 | ||||||||
Assumed allocation of net income | $ 714 | $ 1,139 | $ 336 |
Summary of Significant Accou_15
Summary of Significant Accounting Policies - Issuance, dividends (Details) - $ / shares | Jan. 26, 2021 | Jan. 19, 2021 | Oct. 26, 2020 | Oct. 19, 2020 | Jul. 31, 2020 | Jul. 20, 2020 | Apr. 27, 2020 | Apr. 16, 2020 | Aug. 07, 2018 |
Common Limited Partners | |||||||||
Net Income Per Limited Partner Unit | |||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.50000 | $ 0.45875 | $ 0.39375 | ||||||
Common Limited Partners | Subsequent event | |||||||||
Net Income Per Limited Partner Unit | |||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.55 | ||||||||
Series A Preferred Limited Partners | |||||||||
Net Income Per Limited Partner Unit | |||||||||
Public offering of common units | 2,760,000 | ||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.609375 | $ 0.609375 | $ 0.609375 | ||||||
Series A Preferred Limited Partners | Subsequent event | |||||||||
Net Income Per Limited Partner Unit | |||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.609375 |
Leases - Balance Sheet (Details
Leases - Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Assets and Liabilities, Lessee [Abstract] | |||
Operating Lease, Right-of-Use Asset | $ 290,506 | $ 296,746 | |
Operating Lease, Liability, Current | 75,376 | 68,160 | |
Operating Lease, Liability, Noncurrent | 226,648 | 239,349 | |
Operating Lease, Liability, Total | $ 302,024 | $ 307,509 | |
Cumulative Effect, Period of Adoption, Adjusted Balance [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lease Liabilities Netted Into ROU Assets Under ASC 842 | $ 10,000 | ||
Assets and Liabilities, Lessee [Abstract] | |||
Operating Lease, Right-of-Use Asset | 330,800 | ||
Operating Lease, Liability, Total | $ 340,800 |
Leases - Lease costs (Details)
Leases - Lease costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Lease, Cost [Abstract] | ||
Total lease cost | $ 101,730 | $ 111,367 |
Short-term lease costs | 2,500 | |
Variable lease cost | 6,700 | |
Cost of sales | ||
Lease, Cost [Abstract] | ||
Total lease cost | 47,703 | 57,369 |
Short-term lease costs | 3,100 | |
Selling, general and administrative expenses | ||
Lease, Cost [Abstract] | ||
Total lease cost | 2,897 | 3,094 |
Other Operating Income (Expense) [Member] | ||
Lease, Cost [Abstract] | ||
Total lease cost | 51,130 | $ 50,904 |
Variable lease cost | $ 6,100 |
Leases - Lease maturities (Deta
Leases - Lease maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2021 | $ 92,926 | |
2022 | 65,847 | |
2023 | 52,401 | |
2024 | 40,904 | |
2025 | 33,144 | |
Thereafter | 94,933 | |
Total lease payments | 380,155 | |
Less: imputed interest | 78,131 | |
Operating Lease, Liability, Total | 302,024 | $ 307,509 |
Lease liability - current portion | 75,376 | 68,160 |
Long-term lease liability-less current portion | 226,648 | $ 239,349 |
Liability for leases reasonably expected to be extended | 27,200 | |
Liability not fixed at commencement | 2,900 | |
Minimum lease payments for short term leases | $ 1,000 |
Leases - Lessor revenue and mat
Leases - Lessor revenue and maturities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income and Expenses, Lessor [Abstract] | ||
Lease revenue | $ 73,266 | $ 74,184 |
Operating Lease, Income, Comprehensive Income [Extensible List] | Revenues | |
Sub-lessor rental income | $ 39,000 | 38,300 |
Variable lease revenue | 4,600 | $ 6,400 |
Lessor, Operating Lease, Payments, Fiscal Year Maturity [Abstract] | ||
2021 | 67,508 | |
2022 | 39,516 | |
2023 | 23,200 | |
2024 | 12,803 | |
2025 | 11,042 | |
Thereafter | 7,371 | |
Total to be received | $ 161,440 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flow, Operating Activities, Lessee [Abstract] | ||
Weighted average remaining non-cancellable lease term | 6 years 3 months 18 days | |
Weighted average discount rate | 6.46% | |
Cash paid for amounts included in the measurement of lease liabilities | $ 96,096 | $ 105,366 |
Right of use assets obtained in exchange for new lease liabilities | $ 65,045 | $ 54,313 |
Revenue from Contracts with C_3
Revenue from Contracts with Customers (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | $ 4,615,469 | $ 6,677,079 | $ 6,786,581 | ||||||||
Revenue originating as physical forward contracts and exchanges | 3,632,864 | 6,330,467 | 5,812,445 | ||||||||
Lease revenue | 73,266 | 74,184 | |||||||||
Revenue from leases, ASC 840 | 73,576 | ||||||||||
Total other sales | 3,706,130 | 6,404,651 | 5,886,021 | ||||||||
Total sales | $ 2,195,547 | $ 2,061,382 | $ 1,469,577 | $ 2,595,093 | $ 3,348,911 | $ 3,245,653 | $ 3,507,540 | $ 2,979,626 | $ 8,321,599 | 13,081,730 | 12,672,602 |
Revenue, Practical Expedient [Abstract] | |||||||||||
Revenue, Practical Expedient, Initial Application and Transition, Completed Contract, Use of Transaction Price at Contract Completion Date [true false] | true | ||||||||||
Minimum | |||||||||||
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | |||||||||||
Payment terms | 2 days | ||||||||||
Maximum | |||||||||||
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract] | |||||||||||
Payment terms | 30 days | ||||||||||
Refined Petroleum Products, Renewable Fuels, Crude Oil And Propane [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | $ 4,255,480 | 6,282,400 | 6,430,925 | ||||||||
Station operations (convenience stores, rental and sundries) | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 359,989 | 394,679 | 355,656 | ||||||||
Wholesale Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 1,268,413 | 1,681,426 | 1,580,156 | ||||||||
Revenue originating as physical forward contracts and exchanges | 3,308,448 | 5,746,338 | 5,308,613 | ||||||||
Lease revenue | 2,214 | 2,102 | |||||||||
Revenue from leases, ASC 840 | 2,021 | ||||||||||
Total other sales | 3,310,662 | 5,748,440 | 5,310,634 | ||||||||
Total sales | 4,579,075 | 7,429,866 | 6,890,790 | ||||||||
Wholesale Segment | Refined Petroleum Products, Renewable Fuels, Crude Oil And Propane [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 1,268,413 | 1,681,426 | 1,580,156 | ||||||||
Gasoline Distribution and Station Operations Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 2,905,605 | 4,201,571 | 4,437,154 | ||||||||
Lease revenue | 71,052 | 72,082 | |||||||||
Revenue from leases, ASC 840 | 71,555 | ||||||||||
Total other sales | 71,052 | 72,082 | 71,555 | ||||||||
Total sales | 2,976,657 | 4,273,653 | 4,508,709 | ||||||||
Gasoline Distribution and Station Operations Segment | Refined Petroleum Products, Renewable Fuels, Crude Oil And Propane [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 2,545,616 | 3,806,892 | 4,081,498 | ||||||||
Gasoline Distribution and Station Operations Segment | Station operations (convenience stores, rental and sundries) | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 359,989 | 394,679 | 355,656 | ||||||||
Total sales | 431,041 | 466,761 | 427,211 | ||||||||
Commercial Segment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | 441,451 | 794,082 | 769,271 | ||||||||
Revenue originating as physical forward contracts and exchanges | 324,416 | 584,129 | 503,832 | ||||||||
Total other sales | 324,416 | 584,129 | 503,832 | ||||||||
Total sales | 765,867 | 1,378,211 | 1,273,103 | ||||||||
Commercial Segment | Refined Petroleum Products, Renewable Fuels, Crude Oil And Propane [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue from contracts with customers | $ 441,451 | $ 794,082 | $ 769,271 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Roll forward of the Partnership's goodwill | |
Goodwill, Beginning Balance | $ 324,474 |
Dispositions | (909) |
Goodwill, Ending Balance | $ 323,565 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 163,124 | $ 163,124 |
Accumulated amortization | (127,199) | (116,359) |
Net intangible assets | 35,925 | 46,765 |
Terminalling services | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 26,365 | 26,365 |
Accumulated amortization | (17,765) | (16,429) |
Net intangible assets | $ 8,600 | $ 9,936 |
Amortization Period | 20 years | 20 years |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 43,986 | $ 43,986 |
Accumulated amortization | (42,065) | (41,630) |
Net intangible assets | 1,921 | 2,356 |
Supply contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 87,578 | 87,578 |
Accumulated amortization | (62,881) | (54,655) |
Net intangible assets | 24,697 | 32,923 |
Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 5,195 | 5,195 |
Accumulated amortization | (4,488) | (3,645) |
Net intangible assets | $ 707 | $ 1,550 |
Amortization Period | 3 years | |
Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | |
Minimum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 2 years | 2 years |
Minimum | Supply contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 5 years | 5 years |
Minimum | Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 3 years | |
Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | |
Maximum | Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 15 years | 15 years |
Maximum | Supply contracts | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 15 years | 15 years |
Maximum | Other intangible assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization Period | 20 years | 20 years |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill abstract | |||
Aggregate amortization expense | $ 10,839 | $ 11,431 | $ 10,960 |
Amortization of leasehold interests, ASC840 | $ 327 | ||
Estimated annual intangible asset amortization expense | |||
2021 | 10,434 | ||
2022 | 7,200 | ||
2023 | 6,768 | ||
2024 | 5,101 | ||
2025 | 2,620 | ||
Thereafter | 3,802 | ||
Net intangible assets | $ 35,925 | $ 46,765 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||
Sep. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property and Equipment | |||||||
Total property and equipment | $ 1,787,407 | $ 1,833,114 | $ 1,787,407 | ||||
Less accumulated depreciation | 682,544 | 750,628 | 682,544 | ||||
Total | 1,104,863 | 1,082,486 | 1,104,863 | ||||
Assets held for sale | 4,600 | 1,700 | 4,600 | ||||
Long-lived assets subject to impairment | 41,800 | ||||||
Long-lived asset impairment | $ 200 | $ 1,700 | 1,400 | $ 600 | 1,927 | 2,022 | $ 414 |
Cost of sales | |||||||
Property and Equipment | |||||||
Depreciation expense allocated | 81,100 | 87,900 | 86,900 | ||||
Selling, general and administrative expenses | |||||||
Property and Equipment | |||||||
Depreciation expense allocated | 8,100 | 8,800 | $ 9,000 | ||||
Buildings and improvements | |||||||
Property and Equipment | |||||||
Total property and equipment | 1,196,502 | 1,243,460 | 1,196,502 | ||||
Land | |||||||
Property and Equipment | |||||||
Total property and equipment | 452,104 | 449,840 | 452,104 | ||||
Fixtures and equipment | |||||||
Property and Equipment | |||||||
Total property and equipment | 46,848 | 36,352 | 46,848 | ||||
Idle Plant Assets [Member] | |||||||
Property and Equipment | |||||||
Total property and equipment | 30,500 | 30,500 | 30,500 | ||||
Total | 30,500 | 30,500 | 30,500 | ||||
Construction in process | |||||||
Property and Equipment | |||||||
Total property and equipment | 27,951 | 42,428 | 27,951 | ||||
Terminal Expansion And Upgrades [Member] | |||||||
Property and Equipment | |||||||
Total property and equipment | 4,800 | 9,400 | 4,800 | ||||
Retail Gasoline Stations | |||||||
Property and Equipment | |||||||
Total property and equipment | 23,100 | 33,000 | 23,100 | ||||
Capitalized internal use software | |||||||
Property and Equipment | |||||||
Total property and equipment | $ 33,502 | $ 30,534 | $ 33,502 |
Sale and Disposition of Asset_2
Sale and Disposition of Assets (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2016item | Dec. 31, 2020USD ($)item | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)itemlocation | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Sale and Disposition of Assets | ||||||||||||
Loss on assets held-for-sale | $ 964 | $ 1,660 | $ 4,650 | |||||||||
Other | 610 | 137 | 498 | |||||||||
Net loss (gain) on sale and disposition of assets | $ (300) | $ 700 | $ (800) | $ 700 | $ (2,400) | $ 300 | $ (1,100) | $ 500 | $ 275 | (2,730) | 5,880 | |
Loss on asset divestitures, income statement location | us-gaap:GainLossOnDispositionOfAssets1 | |||||||||||
Number of locations divested | item | 30 | |||||||||||
Goodwill derecognized | $ 909 | |||||||||||
Number of sites classified as held for sale | item | 4 | 4 | ||||||||||
Loss on impairment of assets | $ 300 | 2,000 | 400 | |||||||||
Assets held for sale | $ 1,700 | $ 4,600 | 1,700 | 4,600 | ||||||||
Periodic Divestiture Of Gasoline Stations (Member) | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
Loss on impairment of assets | 1,700 | 4,700 | ||||||||||
Periodic Divestiture Of Gasoline Stations (Member) | Gasoline Distribution and Station Operations Segment | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
(Gain) loss on sale and divestitures | (1,047) | (2,481) | (263) | |||||||||
Periodic Divestiture Of Gasoline Stations (Member) | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
(Gain) loss on sale and divestitures | (1,000) | (2,500) | (300) | |||||||||
Periodic Divestiture Of Gasoline Stations (Member) | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
Loss on assets held-for-sale | 1,000 | |||||||||||
Real Estate Firm Coordinated Sale [Member] | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
Goodwill derecognized | 900 | |||||||||||
Real Estate Firm Coordinated Sale [Member] | Gasoline Distribution and Station Operations Segment | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
Gain/loss on strategic asset sale | $ 252 | 2,046 | (995) | |||||||||
Number of locations divested | location | 5 | |||||||||||
Goodwill derecognized | 2,900 | 3,900 | ||||||||||
Real Estate Firm Coordinated Sale [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | ||||||||||||
Sale and Disposition of Assets | ||||||||||||
Gain/loss on strategic asset sale | $ 300 | $ 2,000 | $ (1,000) |
Debt and Financing Obligations
Debt and Financing Obligations - Credit Facility (Details) $ in Thousands | May 07, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | May 06, 2020USD ($) |
Debt and Financing Obligations | ||||||
Reduction in total aggregate commitment | $ 130,000 | |||||
Number of line of credit facilities | item | 2 | |||||
Current portion | $ 34,400 | $ 148,900 | ||||
Credit Agreement [Member] | ||||||
Debt and Financing Obligations | ||||||
Total available commitments | 1,170,000 | |||||
Total available commitments including accordion | $ 1,470,000 | |||||
Average interest rates (as a percent) | 2.90% | 4.30% | 4.00% | |||
Total borrowings outstanding | $ 306,400 | |||||
Total remaining availability for borrowings and letters of credit | 778,500 | $ 660,200 | ||||
Cap on repayment of junior indebtedness | $ 100,000 | |||||
Credit Agreement [Member] | Maximum | ||||||
Debt and Financing Obligations | ||||||
Commitment fee on the unused portion (as a percent) | 0.50% | |||||
Credit Agreement [Member] | Minimum | ||||||
Debt and Financing Obligations | ||||||
Commitment fee on the unused portion (as a percent) | 0.35% | |||||
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 | 770,000 | 770,000 | $ 850,000 | |||
Current portion | 34,400 | 148,900 | ||||
Long-term portion | 150,000 | 175,000 | ||||
Net reduction in credit facility | $ 139,500 | (70,600) | $ (26,600) | |||
Working Capital Facility [Member] | Maximum | Forecast [Member] | ||||||
Debt and Financing Obligations | ||||||
Average balance during the period | $ 150,000 | |||||
Working Capital Facility [Member] | Eurocurrency/Eurodollar rate | Maximum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 2.625% | |||||
Working Capital Facility [Member] | Eurocurrency/Eurodollar rate | Minimum | ||||||
Debt and Financing Obligations | ||||||
Stated interest rate (as a percent) | 0.75% | |||||
Interest rate margin (as a percent) | 2.125% | |||||
Working Capital Facility [Member] | Cost of funds rate | Maximum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 2.625% | |||||
Working Capital Facility [Member] | Cost of funds rate | Minimum | ||||||
Debt and Financing Obligations | ||||||
Stated interest rate (as a percent) | 0.50% | |||||
Interest rate margin (as a percent) | 2.125% | |||||
Working Capital Facility [Member] | Base rate | Maximum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 1.625% | |||||
Working Capital Facility [Member] | Base rate | Minimum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 1.125% | |||||
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 | $ 400,000 | 400,000 | $ 450,000 | |||
Total borrowings outstanding | 122,000 | |||||
Net reduction in credit facility | $ 70,700 | $ 27,300 | $ (24,000) | |||
Revolving Credit Facility [Member] | Eurocurrency/Eurodollar rate | Maximum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 3.25% | |||||
Revolving Credit Facility [Member] | Eurocurrency/Eurodollar rate | Minimum | ||||||
Debt and Financing Obligations | ||||||
Stated interest rate (as a percent) | 0.75% | |||||
Interest rate margin (as a percent) | 1.75% | |||||
Revolving Credit Facility [Member] | Cost of funds rate | Maximum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 3.25% | |||||
Revolving Credit Facility [Member] | Cost of funds rate | Minimum | ||||||
Debt and Financing Obligations | ||||||
Stated interest rate (as a percent) | 0.50% | |||||
Interest rate margin (as a percent) | 1.75% | |||||
Revolving Credit Facility [Member] | Base rate | Maximum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 2.25% | |||||
Revolving Credit Facility [Member] | Base rate | Minimum | ||||||
Debt and Financing Obligations | ||||||
Interest rate margin (as a percent) | 0.75% | |||||
Credit Facility Accordion Feature [Member] | ||||||
Debt and Financing Obligations | ||||||
Total available commitments | $ 300,000 | |||||
Accordion, minimum draw | 25,000 | |||||
Letter of credit | ||||||
Debt and Financing Obligations | ||||||
Outstanding letters of credit | 85,100 | |||||
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 |
Debt and Financing Obligation_2
Debt and Financing Obligations - Deferred Financing Fees, Supplemental Cash Flow (Details) - USD ($) $ in Thousands | May 07, 2020 | Apr. 19, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | May 06, 2020 |
Financing Obligations | ||||||||||||||
Deferred financing fees capitalized | $ 7,700 | |||||||||||||
Unamortized fees | $ 17,900 | $ 18,000 | 17,900 | $ 18,000 | ||||||||||
Reduction in total aggregate commitment | $ 130,000 | |||||||||||||
Amortization expenses | 5,241 | 5,038 | $ 5,372 | |||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||||
Net loss (gain) on sale and disposition of assets | (300) | $ 700 | $ (800) | $ 700 | (2,400) | $ 300 | $ (1,100) | $ 500 | 275 | (2,730) | 5,880 | |||
Sale Leaseback Sites [Member] | ||||||||||||||
Financing Obligations | ||||||||||||||
Unamortized fees | 700 | 700 | 700 | 700 | ||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||||
Net loss (gain) on sale and disposition of assets | 0 | |||||||||||||
Credit Agreement [Member] | ||||||||||||||
Financing Obligations | ||||||||||||||
Deferred financing fees capitalized | 1,200 | |||||||||||||
Unamortized fees | 4,800 | 7,800 | 4,800 | 7,800 | ||||||||||
Reduction in applicable rate (as a percent) | 0.25% | |||||||||||||
Total available commitments | 1,170,000 | 1,170,000 | ||||||||||||
Reduction in total aggregate capacity, as a percent | 10.00% | |||||||||||||
Write-off of a portion of the original issue discount and deferred financing fees | $ 700 | $ 200 | ||||||||||||
Working Capital Facility [Member] | ||||||||||||||
Financing Obligations | ||||||||||||||
Reduction in applicable rate (as a percent) | (0.125%) | |||||||||||||
Total available commitments | $ 770,000 | 770,000 | 770,000 | $ 850,000 | ||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||||
Borrowing from credit facility | 1,398,300 | 1,758,700 | 2,002,700 | |||||||||||
Payments on credit facility | (1,537,800) | (1,688,100) | (1,976,100) | |||||||||||
Net borrowings from (payments on) credit facility | (139,500) | 70,600 | 26,600 | |||||||||||
Revolving Credit Facility [Member] | ||||||||||||||
Financing Obligations | ||||||||||||||
Total available commitments | $ 400,000 | 400,000 | 400,000 | $ 450,000 | ||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||||
Borrowing from credit facility | 50,000 | 166,000 | ||||||||||||
Payments on credit facility | (120,700) | (27,300) | (142,000) | |||||||||||
Net borrowings from (payments on) credit facility | (70,700) | (27,300) | $ 24,000 | |||||||||||
All Senior Notes [Member] | ||||||||||||||
Financing Obligations | ||||||||||||||
Deferred financing fees capitalized | 6,500 | |||||||||||||
Unamortized fees | $ 12,400 | $ 9,500 | $ 12,400 | $ 9,500 | ||||||||||
Eurocurrency/Eurodollar rate | ||||||||||||||
Financing Obligations | ||||||||||||||
Reduction in applicable rate (as a percent) | (0.75%) | |||||||||||||
Cost of funds rate | ||||||||||||||
Financing Obligations | ||||||||||||||
Reduction in applicable rate (as a percent) | (0.50%) |
Debt and Financing Obligation_3
Debt and Financing Obligations - Notes (Details) - USD ($) $ in Thousands | Oct. 23, 2020 | Oct. 07, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 30, 2019 | Jul. 31, 2019 |
Debt and Financing Obligations | ||||||
Loss on extinguishment of debt | $ 7,164 | $ 13,080 | ||||
Senior Notes 6.875 Percent Due 2029 [Member] | ||||||
Debt and Financing Obligations | ||||||
Aggregate principal amount | $ 350,000 | $ 350,000 | ||||
Stated interest rate (as a percent) | 6.875% | 6.875% | ||||
Minimum percentage of principal amount held by trustee or the holders to declare notes due and payable | 25.00% | |||||
Percentage of principal amount that the Partnership may redeem | 35.00% | |||||
Indebtedness unpaid or accelerated debt triggering debt default | $ 50,000 | |||||
Period for payment of default | 60 days | |||||
Senior Notes 6.875 Percent Due 2029 [Member] | Redemption Period, 1st 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 106.875% | |||||
Senior Notes 6.875 Percent Due 2029 [Member] | Redemption Period. 2nd 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 103.438% | |||||
Senior Notes 6.875 Percent Due 2029 [Member] | Redemption Period, 3rd 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 102.292% | |||||
Senior Notes 6.875 Percent Due 2029 [Member] | Redemption Period, 4th 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 101.146% | |||||
Senior Notes 6.875 Percent Due 2029 [Member] | Redemption Period, last period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 100.00% | |||||
Senior Notes 6.25 Percent Due 2022 | ||||||
Debt and Financing Obligations | ||||||
Stated interest rate (as a percent) | 6.25% | |||||
Write-off of a portion of the original issue discount and deferred financing fees | 6,200 | |||||
Loss on extinguishment of debt | 13,100 | |||||
Cash call premium | 6,900 | |||||
Senior Notes 7.00 Percent Due 2023 [Member] | ||||||
Debt and Financing Obligations | ||||||
Aggregate principal amount | 300,000 | |||||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||||
Write-off of a portion of the original issue discount and deferred financing fees | $ 1,900 | |||||
Loss on extinguishment of debt | 7,200 | |||||
Cash call premium | $ 5,300 | |||||
Period for payment of default | 60 days | |||||
Senior Notes 7.00 Percent Due 2027 [Member] | ||||||
Debt and Financing Obligations | ||||||
Aggregate principal amount | $ 400,000 | $ 400,000 | $ 400,000 | |||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||||
Minimum percentage of principal amount held by trustee or the holders to declare notes due and payable | 25.00% | |||||
Percentage of principal amount that the Partnership may redeem | 35.00% | |||||
Indebtedness unpaid or accelerated debt triggering debt default | $ 50,000 | |||||
Senior Notes 7.00 Percent Due 2027 [Member] | Redemption Period, 1st 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 107.00% | |||||
Senior Notes 7.00 Percent Due 2027 [Member] | Redemption Period. 2nd 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 103.50% | |||||
Senior Notes 7.00 Percent Due 2027 [Member] | Redemption Period, 3rd 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 102.333% | |||||
Senior Notes 7.00 Percent Due 2027 [Member] | Redemption Period, 4th 12 month period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 101.167% | |||||
Senior Notes 7.00 Percent Due 2027 [Member] | Redemption Period, last period | ||||||
Debt and Financing Obligations | ||||||
Redemption price as a percentage of principal amount | 100.00% |
Debt and Financing Obligation_4
Debt and Financing Obligations - Financing Obligations (Details) $ in Thousands | Jun. 29, 2016USD ($)location | Jun. 01, 2015USD ($)item | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Financing Obligations | |||||||||||||
Financing obligations | $ 146,535 | $ 148,127 | $ 146,535 | $ 148,127 | |||||||||
Number of locations acquired | item | 53 | ||||||||||||
Net loss (gain) on sale and disposition of assets | (300) | $ 700 | $ (800) | $ 700 | $ (2,400) | $ 300 | $ (1,100) | $ 500 | $ 275 | (2,730) | $ 5,880 | ||
Initial lease term | 15 years | ||||||||||||
Sale Leaseback Sites [Member] | |||||||||||||
Financing Obligations | |||||||||||||
Financing obligations | 62,000 | $ 62,000 | |||||||||||
Financing obligations, ASC840 | $ 62,500 | ||||||||||||
Interest expense | 4,300 | 4,400 | |||||||||||
Interest expense for sale-leaseback properties, ASC840 | 4,400 | ||||||||||||
Lease rental payments | 4,700 | 4,600 | |||||||||||
Lease rental payments, ASC840 | 4,500 | ||||||||||||
Number of sites under financing obligation | location | 30 | ||||||||||||
Sale leaseback, gross proceeds ASC840 | $ 63,500 | ||||||||||||
Net loss (gain) on sale and disposition of assets | $ 0 | ||||||||||||
Number of 5-year options | item | 2 | ||||||||||||
Number of 10-year options | item | 1 | ||||||||||||
Sale leaseback financing fees ASC840 | $ 1,000 | ||||||||||||
Capitol Petroleum Group | |||||||||||||
Financing Obligations | |||||||||||||
Financing obligations | $ 86,100 | $ 86,100 | |||||||||||
Financing obligations, ASC840 | $ 89,600 | ||||||||||||
Number of sale-leaseback transactions | item | 2 | ||||||||||||
Interest expense | 9,300 | ||||||||||||
Interest expense for sale-leaseback properties, ASC840 | 9,300 | 9,400 | |||||||||||
Lease rental payments | $ 10,100 | ||||||||||||
Lease rental payments, ASC840 | $ 9,900 | $ 9,700 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Details) | 12 Months Ended |
Dec. 31, 2020MBbls | |
Exchange-Traded Derivatives | Long [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 79,124 |
Exchange-Traded Derivatives | Short [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 83,216 |
OTC Derivatives (Petroleum/Ethanol) | Long [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 9,844 |
OTC Derivatives (Petroleum/Ethanol) | Short [Member] | |
Volume of activity related to derivative financial instruments | |
Nonmonetary units | 6,518 |
Derivative Financial Instrume_4
Derivative Financial Instruments - Hedges (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($)item | Dec. 31, 2018USD ($)item | |
Fair Value Hedge | Futures contracts | Cost of sales | |||
Fair values of derivative financial instruments | |||
Fair value hedge, Amount of Gain (Loss) Recognized in Income on Derivatives | $ (29,338) | $ 10,640 | $ 5,566 |
Fair Value Hedge | Inventories | Cost of sales | |||
Fair values of derivative financial instruments | |||
Fair value hedge, Amount of Gain (Loss) Recognized in Income on Hedged Items | 25,308 | $ (10,532) | $ (9,686) |
Cash Flow Hedges | |||
Fair values of derivative financial instruments | |||
Number of agreements in place | item | 0 | ||
Cash Flow Hedges | Interest Rate Swaps | |||
Fair values of derivative financial instruments | |||
Number of agreements in place | item | 1 | ||
Hedged borrowings | $ 100,000 | ||
Cash Flow Hedges | Interest Rate Swaps | London Interbank Offered Rate (LIBOR) [Member] | |||
Fair values of derivative financial instruments | |||
Fixed rate (as a percent) | 1.819% | ||
Derivatives designated as hedging instruments | |||
Fair values of derivative financial instruments | |||
Cash flow hedge, Gain (loss) recognized in other comprehensive income | 9,400 | ||
Cash flow hedge, Gain (loss) reclassified from other comprehensive income | 2,300 | ||
Cash flow hedge, Gain (loss) to be reclassified | $ 7,100 | ||
Derivatives designated as hedging instruments | Cash Flow Hedges | |||
Fair values of derivative financial instruments | |||
Amount of Gain (Loss) Recognized in Other Comprehensive Income on Derivatives, preadoption | $ 100 | ||
Gain (Loss) on Interest Rate Cash Flow Hedge Ineffectiveness, preadoption | $ 0 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Not Designated (Details) - Derivatives not designated as hedging instruments - Commodity product $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020USD ($)bbl | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Cost of sales | |||
Derivative Financial Instruments | |||
Amount of Gain (Loss) Recognized in Income on Derivatives | $ | $ 10,164 | $ 14,528 | $ 3,783 |
Maximum | |||
Derivative Financial Instruments | |||
Aggregate units of products in a controlled trading program | bbl | 250,000 |
Derivative Financial Instrume_6
Derivative Financial Instruments - Commodity Contracts, etc. (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Fair values of derivative financial instruments | ||
Asset Derivatives | $ 96,608 | $ 36,209 |
Liability Derivatives | (113,112) | (42,890) |
Exchange-Traded Derivatives | Broker margin deposits | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 80,052 | 31,645 |
Liability Derivatives | (101,057) | (30,192) |
Forward Derivative Contracts | Derivative assets | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 16,556 | 4,564 |
Forward Derivative Contracts | Derivative liabilities | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | (12,055) | (12,698) |
Derivatives designated as hedging instruments | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 7,628 | |
Liability Derivatives | (7,183) | (3,838) |
Derivatives designated as hedging instruments | Exchange-Traded Derivatives | Broker margin deposits | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 7,628 | |
Liability Derivatives | (7,183) | (3,838) |
Derivatives not designated as hedging instruments | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 88,980 | 36,209 |
Liability Derivatives | (105,929) | (39,052) |
Derivatives not designated as hedging instruments | Exchange-Traded Derivatives | Broker margin deposits | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 72,424 | 31,645 |
Liability Derivatives | (93,874) | (26,354) |
Derivatives not designated as hedging instruments | Forward Derivative Contracts | Derivative assets | ||
Fair values of derivative financial instruments | ||
Asset Derivatives | 16,556 | 4,564 |
Derivatives not designated as hedging instruments | Forward Derivative Contracts | Derivative liabilities | ||
Fair values of derivative financial instruments | ||
Liability Derivatives | $ (12,055) | $ (12,698) |
Fair Value Measurements - Recur
Fair Value Measurements - Recurring (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Oct. 07, 2020 | Dec. 31, 2019 | Jul. 31, 2019 |
Assets: | ||||
Pension plans | $ 19,495 | $ 17,099 | ||
Senior Notes 7.00 Percent Due 2023 [Member] | ||||
Liabilities: | ||||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||
Face value of debt instrument | 300,000 | |||
Fair value of debt instrument | 309,000 | |||
Senior Notes 7.00 Percent Due 2027 [Member] | ||||
Liabilities: | ||||
Stated interest rate (as a percent) | 7.00% | 7.00% | ||
Face value of debt instrument | $ 400,000 | 400,000 | $ 400,000 | |
Fair value of debt instrument | $ 427,000 | 423,000 | ||
Senior Notes 6.875 Percent Due 2029 [Member] | ||||
Liabilities: | ||||
Stated interest rate (as a percent) | 6.875% | 6.875% | ||
Face value of debt instrument | $ 350,000 | $ 350,000 | ||
Fair value of debt instrument | 378,000 | |||
Recurring basis | Exchange-Traded Derivatives | ||||
Assets: | ||||
Cash collateral netting | 42,666 | 33,013 | ||
Recurring basis | Total estimated fair value | ||||
Assets: | ||||
Pension plans | 19,495 | 17,099 | ||
Total assets | 57,712 | 56,129 | ||
Recurring basis | Total estimated fair value | Forward Derivative Contracts | ||||
Assets: | ||||
Derivative assets | 16,556 | 4,564 | ||
Liabilities: | ||||
Derivative liabilities | (12,055) | (12,698) | ||
Recurring basis | Total estimated fair value | Exchange-Traded Derivatives | ||||
Assets: | ||||
Exchange-traded/cleared derivative instruments | 21,661 | 34,466 | ||
Recurring basis | Total estimated fair value | Level 1 | ||||
Assets: | ||||
Pension plans | 19,495 | 17,099 | ||
Total pre-netting liabilities | (1,510) | 18,552 | ||
Recurring basis | Total estimated fair value | Level 1 | Exchange-Traded Derivatives | ||||
Assets: | ||||
Exchange-traded/cleared derivative instruments | (21,005) | 1,453 | ||
Recurring basis | Total estimated fair value | Level 2 | ||||
Assets: | ||||
Total assets | 16,124 | 4,002 | ||
Recurring basis | Total estimated fair value | Level 2 | Forward Derivative Contracts | ||||
Assets: | ||||
Derivative assets | 16,124 | 4,002 | ||
Liabilities: | ||||
Derivative liabilities | (11,970) | (12,112) | ||
Recurring basis | Total estimated fair value | Level 3 | ||||
Assets: | ||||
Total assets | 432 | 562 | ||
Recurring basis | Total estimated fair value | Level 3 | Forward Derivative Contracts | ||||
Assets: | ||||
Derivative assets | 432 | 562 | ||
Liabilities: | ||||
Derivative liabilities | $ (85) | $ (586) |
Fair Value Measurements - Level
Fair Value Measurements - Level 3 (Details) - Level 3 $ in Thousands | 12 Months Ended | |
Dec. 31, 2020USD ($)$ / bbl | Dec. 31, 2019$ / bbl | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | ||
Fair Value, beginning of period | $ (24) | |
Purchases | 432 | |
Sales | (85) | |
Recognized gains (losses) recorded in cost of sales | 24 | |
Fair Value, end of period | $ 347 | |
Crude Oil | Minimum | ||
Fair Value Measurements | ||
Estimated margin (in dollars per barrel) | $ / bbl | (4.25) | (4.95) |
Crude Oil | Maximum | ||
Fair Value Measurements | ||
Estimated margin (in dollars per barrel) | $ / bbl | (3.15) | (3.25) |
Crude Oil | Weighted average | ||
Fair Value Measurements | ||
Estimated margin (in dollars per barrel) | $ / bbl | (3.61) | (4.88) |
Commitments and Contingencies_2
Commitments and Contingencies (Details) gal in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020USD ($)gal | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Minimum volume purchase requirements | |||
2021 | gal | 462,523 | ||
2022 | gal | 291,537 | ||
2023 | gal | 234,478 | ||
2024 | gal | 254,736 | ||
2025 | gal | 212,086 | ||
Thereafter | gal | 22,950 | ||
Total | gal | 1,478,310 | ||
Brand Fee Agreement, future minimum payments | |||
2021 | $ | $ 9,000 | ||
2022 | $ | 9,000 | ||
2023 | $ | 9,000 | ||
2024 | $ | 9,000 | ||
2025 | $ | 6,000 | ||
Total | $ | 42,000 | ||
Brand Fee Agreement | |||
Expenses reflected in cost of sales related to agreement | $ | $ 9,000 | $ 9,000 | $ 9,000 |
Commitments and Contingencies -
Commitments and Contingencies - Other Commitments (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Jun. 30, 2014 | May 31, 2014 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Pipeline connection agreement with Meadowlark | |||||
Other Commitment | |||||
Commitment amount | $ 55,000 | $ 16,900 | |||
Period under the agreement | 7 years | ||||
Pipeline Connection Agreement With Tesoro High Plains [Member] | |||||
Other Commitment | |||||
Commitment amount | $ 36,400 | 4,000 | |||
Period under the agreement | 7 years | ||||
Minimum quarterly commitment amount | 1,500 | ||||
Natural Gas Transportation and Reservation Agreement [Member] | |||||
Other Commitment | |||||
Commitment amount | $ 6,000 | ||||
Period under the agreement | 5 years | ||||
Rail Spur And Dock Access Right Agreements [Member] | |||||
Other Commitment | |||||
Commitment amount | $ 26,200 | ||||
Expense under agreements | $ 700 | $ 900 | $ 900 |
Trustee Taxes and Accrued Exp_3
Trustee Taxes and Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | |
Taxes payable | ||||
Trustee taxes payable | $ 36,598 | $ 42,932 | ||
Various pass-through taxes collected from customers on behalf of taxing authorities | 42,900 | |||
Expense (income) due to contingent liability or elimination of contingent liability | $ (52,600) | $ (52,627) | ||
Barging transportation, product storage and other ancillary cost accruals | 29,392 | 35,098 | ||
Employee compensation | 45,931 | 28,150 | ||
Accrued interest | 17,274 | 12,849 | ||
Other | 34,177 | 26,705 | ||
Total | $ 126,774 | $ 102,802 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation between the statutory federal income tax rate and the effective income tax rate | |||
Federal statutory income tax rate (as a percent) | 21.00% | 21.00% | 21.00% |
State income tax rate, net of federal tax benefit (as a percent) | 2.40% | 2.90% | 2.80% |
Derecognition of goodwill | 0.10% | 0.50% | 0.30% |
Benefit of loss carryback | (6.20%) | ||
Partnership income not subject to tax (as a percent) | (17.40%) | (21.40%) | (18.90%) |
Effective income tax rate (as a percent) | (0.10%) | 3.00% | 5.20% |
Current: | |||
Federal | $ (15,942) | $ 35 | $ 162 |
State | 2,484 | 1,036 | 2,706 |
Foreign | 4 | ||
Total current | (13,458) | 1,071 | 2,872 |
Deferred: | |||
Federal | 12,749 | 815 | 1,961 |
State | 590 | (792) | 790 |
Total deferred | 13,339 | 23 | 2,751 |
Income Tax Expense (Benefit), Total | $ (119) | $ 1,094 | $ 5,623 |
Income Taxes - Deferred taxes (
Income Taxes - Deferred taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred Income Tax Assets | ||
Accounts receivable allowances | $ 447 | $ 751 |
Environmental liability | 8,276 | 9,414 |
Asset retirement obligation | 2,210 | 2,146 |
Deferred financing obligation | 11,198 | 11,394 |
Lease liability | 43,699 | 44,578 |
Other | 2,184 | 1,479 |
Federal net operating loss carryforwards | 6,801 | 18,505 |
State net operating loss carryforwards | 966 | 1,134 |
Tax credit carryforward | 1,106 | 691 |
Total deferred tax assets | 76,887 | 90,092 |
Valuation allowance, noncurrent | (3,881) | (3,299) |
Total deferred tax assets, net | 73,006 | 86,793 |
Deferred Income Tax Liabilities | ||
Property and equipment, Long-Term | (75,024) | (74,031) |
Land | (12,162) | (12,353) |
Other deferred tax liabilities | (41,665) | (752) |
Right of use assets | (373) | (42,536) |
Total deferred tax liabilities | (129,224) | (129,672) |
Net deferred tax assets (liabilities) | $ (56,218) | $ (42,879) |
Income Taxes - NOLs (Details)
Income Taxes - NOLs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating loss carryforwards | |||
Deferred tax liabilities relating to property and equipment, net operating loss and tax credit carryforwards and other temporary differences | $ 44,000 | ||
Increase in valuation allowance for state net operating loss carryforwards | 600 | ||
Deferred tax liability, land | 12,162 | $ 12,353 | |
Deferred Tax Liabilities, Net | 56,218 | 42,879 | |
Valuation allowance | 3,881 | 3,299 | |
Reconciliation of differences between income before income tax expense and income subject to income tax expense | |||
Income before income tax (expense) benefit | 101,563 | 36,272 | $ 108,026 |
Non-taxable loss (income) | 84,762 | 37,001 | 97,561 |
Loss (income) subject to income tax expense | 16,801 | (729) | 10,465 |
Income tax paid | |||
Net cash (received) paid during the period for income taxes | (1,463) | (5,208) | $ 653 |
Proceeds from Income Tax Refunds | 2,900 | 200 | |
Income tax payments during the period | 1,400 | 2,600 | |
Warren Equities Inc | |||
Income tax paid | |||
Proceeds from Income Tax Refunds | $ 7,600 | ||
Federal | |||
Operating loss carryforwards | |||
Operating loss carryforwards not subject to expiration | 19,900 | ||
State | |||
Operating loss carryforwards | |||
Operating loss carryforwards subject to expiration | 16,200 | ||
Operating loss carryforwards not subject to expiration | 400 | ||
Net operating loss carryforwards | $ 16,600 |
Income Taxes - Unrecognized (De
Income Taxes - Unrecognized (Details) - USD ($) $ in Millions | Jan. 15, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Unrecognized tax benefits rollforward | ||||
Unrecognized Tax Benefits, Beginning Balance | $ 1 | $ 1 | ||
Change in unrecognized tax benefits due to closure of statutes of limitations | 1 | |||
Unrecognized Tax Benefits, Ending Balance | 0 | 1 | $ 1 | |
Tax expense for accrued interest and penalties | 0 | 0.1 | $ 0.1 | |
Interest and penalties accrued | 0 | $ 0.2 | ||
Benefit from CARES Act net operating loss provisions | $ 6.3 | |||
Subsequent event | ||||
Unrecognized tax benefits rollforward | ||||
Tax refund received, CARES Act | $ 15.8 |
Environmental Liabilities and_3
Environmental Liabilities and RIN (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Changes in environmental liabilities during the period | |||
Balance at the beginning of the period | $ 59,271 | ||
Payments | (2,714) | ||
Dispositions | (1,987) | ||
Other adjustments | (949) | ||
Balance at the end of the period | 53,621 | ||
Environmental liabilities | |||
Current portion | $ 4,455 | $ 5,009 | |
Long-term portion | 49,166 | 54,262 | |
Total environmental liabilities | $ 59,271 | 53,621 | 59,271 |
Renewable Identification Numbers (RINs) | |||
Settlement period of RVO | 1 year | ||
RVO deficiency | 2,600 | 900 | |
Retail Gasoline Stations | |||
Changes in environmental liabilities during the period | |||
Balance at the beginning of the period | $ 55,493 | ||
Payments | (2,577) | ||
Dispositions | (1,987) | ||
Other adjustments | (949) | ||
Balance at the end of the period | 49,980 | ||
Environmental liabilities | |||
Total environmental liabilities | 49,980 | 49,980 | 55,493 |
Terminals | |||
Changes in environmental liabilities during the period | |||
Balance at the beginning of the period | 3,778 | ||
Payments | (137) | ||
Balance at the end of the period | 3,641 | ||
Environmental liabilities | |||
Total environmental liabilities | $ 3,641 | $ 3,641 | $ 3,778 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Maximum percent of discretionary non-matching contributions by General Partner | 2.00% | ||
Expenses of the plan included in selling, general and administrative expenses | $ 3.6 | $ 3 | $ 3.1 |
Global 401(k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Maximum employee contribution as a percent of compensation | 100.00% | ||
Employee contribution subject to employer match, first level (as a percent) | 100.00% | ||
Employer contribution subject to employer match, second level (as a percent) | 50.00% | ||
GMG 401(k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Maximum employee contribution as a percent of compensation | 100.00% | ||
Employee contribution subject to employer match, first level (as a percent) | 100.00% | ||
Employer contribution subject to employer match, second level (as a percent) | 50.00% | ||
Maximum | Global 401(k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer match of first level of employee contribution (as a percent) | 3.00% | ||
Employer match of second level of employee contribution (as a percent) | 5.00% | ||
Maximum | GMG 401(k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer match of first level of employee contribution (as a percent) | 3.00% | ||
Employer match of second level of employee contribution (as a percent) | 5.00% | ||
Minimum | Global 401(k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer match of second level of employee contribution (as a percent) | 3.00% | ||
Minimum | GMG 401(k) Plan | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer match of second level of employee contribution (as a percent) | 3.00% |
Employee Benefit Plans - Pensio
Employee Benefit Plans - Pension Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Benefit Plans | |||||
Projected benefit obligation | $ 21,489 | $ 20,086 | $ 20,086 | $ 23,604 | $ 21,489 |
Fair value of plan assets | 19,495 | 17,099 | |||
Net unfunded pension liability | 4,109 | 4,390 | |||
Actual return on plan assets | 2,500 | 3,900 | |||
Components of Change in Benefit Obligation | |||||
Benefit obligation at beginning of year | 21,489 | 20,086 | 22,217 | ||
Interest cost | 605 | 767 | 714 | ||
Actuarial (gain) loss | 2,183 | 3,839 | (1,347) | ||
Benefits paid | (673) | (3,203) | (1,498) | ||
Benefit obligation at end of year | 23,604 | 21,489 | $ 20,086 | ||
Components of estimated future benefit payments | |||||
2021 | 3,331 | ||||
2022 | 1,271 | ||||
2023 | 886 | ||||
2024 | 827 | ||||
2025 | 1,536 | ||||
2026-2030 | 8,057 | ||||
Total | 15,908 | ||||
Global Pension Plan | |||||
Employee Benefit Plans | |||||
Projected benefit obligation | 17,030 | 17,030 | 18,514 | 17,030 | |
Fair value of plan assets | 15,638 | 14,267 | |||
Net unfunded pension liability | 2,876 | 2,763 | |||
Components of Change in Benefit Obligation | |||||
Benefit obligation at beginning of year | 17,030 | ||||
Benefit obligation at end of year | $ 18,514 | $ 17,030 | |||
Components of weighted-average actuarial assumptions | |||||
Discount rate | 2.10% | 3.00% | 4.10% | ||
Expected return on plan assets | 7.00% | 7.00% | 7.00% | ||
Components of estimated future benefit payments | |||||
Contributions made by the General Partner, the Partnership and its subsidiaries to the Pension Plans | $ 500 | $ 600 | $ 400 | ||
GMG Pension Plan | |||||
Employee Benefit Plans | |||||
Projected benefit obligation | 4,459 | 4,459 | 5,090 | 4,459 | |
Fair value of plan assets | 3,857 | 2,832 | |||
Net unfunded pension liability | $ 1,233 | $ 1,627 | |||
Components of Change in Benefit Obligation | |||||
Benefit obligation at beginning of year | 4,459 | ||||
Benefit obligation at end of year | $ 5,090 | $ 4,459 | |||
Components of weighted-average actuarial assumptions | |||||
Discount rate | 3.00% | 3.20% | 4.20% | ||
Expected return on plan assets | 7.00% | 7.00% | 7.00% |
Related-Party Transactions (Det
Related-Party Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Information on related party transaction | |||
Receivables from related parties | $ 2,410 | $ 7,823 | |
GPC | |||
Information on related party transaction | |||
Receivables from related parties | $ 28 | 53 | |
GPC | GPC Amended and Restated Services Agreement [Member] | |||
Related Party Transactions | |||
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 | $ 133,500 | 118,500 | $ 104,800 |
Receivables from related parties | $ 2,382 | $ 7,770 | |
GPC | Slifka Family [Member] | |||
Related Party Transactions | |||
Ownership interest, as a percent | 100.00% |
Long-Term Incentive Plan - Unit
Long-Term Incentive Plan - Unit-based (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Long-Term Incentive Plan | ||||
Number of common units initially authorized for issuance under LTIP (in shares) | 4,300,000 | |||
Number of common units available for issuance | 3,047,783 | |||
Number of Non-vested Units | ||||
Outstanding non-vested units at the beginning of the period (in shares) | 562,906 | 730,141 | ||
Vested (in shares) | (153,469) | (148,842) | ||
Forfeited (in shares) | (6,867) | (18,393) | ||
Outstanding non-vested units at the end of the period (in shares) | 402,570 | 562,906 | 730,141 | |
Weighted Average Grant Date Fair Value | ||||
Outstanding non-vested units at the beginning of the period (in dollars per share) | $ 9.74 | $ 13.57 | ||
Vested (in dollars per share) | 10.37 | 27.41 | ||
Forfeited (in dollars per share) | 11.31 | 18.66 | ||
Outstanding non-vested units at the end of the period (in dollars per share) | $ 9.47 | $ 9.74 | $ 13.57 | |
Unrecognized compensation cost related to the non-vested awards | $ 1,600,000 | |||
Repurchase Program | ||||
Aggregate common units authorized to be acquired (in shares) | 1,242,427 | |||
Common units repurchased to date (in shares) | 868,505 | |||
Common units repurchased to date, value | $ 25,100,000 | |||
Common units repurchased during the period | 291,000 | |||
Performance costs paid | 300,000 | $ 300,000 | ||
Phantom Unit Awards [Member] | ||||
Weighted Average Grant Date Fair Value | ||||
Compensation expenses | $ 1,100,000 | $ 2,000,000 | $ 3,100,000 | |
CEO Authorized LTIP | ||||
Long-Term Incentive Plan | ||||
Number of years for which Plan was approved | 3 years | |||
Aggregate amount of CEO authorized shares to grant in each calendar year | $ 2,000,000 | |||
Maximum value of grant | $ 550,000 | |||
CEO Authorized LTIP expiration period | 6 years |
Partners' Equity, Allocations_3
Partners' Equity, Allocations and Cash Distribution (Details) $ / shares in Units, $ in Thousands | Aug. 07, 2018USD ($)$ / sharesshares | Dec. 31, 2020item$ / sharesshares | Dec. 31, 2018USD ($) | Dec. 31, 2019shares |
Partners' Equity, Allocations and Cash Distributions | ||||
Number of units held | shares | 33,995,563 | |||
General partner interest, equivalent units outstanding | shares | 230,303 | 230,303 | ||
Initial distribution rate (as a percentage) | 9.75% | |||
Net proceeds from issuance of Series A preferred units | $ | $ 66,366 | |||
Number of quarters of cash reserves to provide funds for distributions to unitholders and General Partner | item | 4 | |||
First Target Distribution [Member] | Maximum | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.4625 | |||
Second Target Distribution [Member] | Minimum | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.4625 | |||
Second Target Distribution [Member] | Maximum | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.5375 | |||
Third Target Distribution [Member] | Minimum | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.5375 | |||
Third Target Distribution [Member] | Maximum | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.6625 | |||
Thereafter | Minimum | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.6625 | |||
Global Partners LP [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Limited partner ownership interest (as a percent) | 99.33% | |||
General partner interest (as a percent) | 0.67% | |||
Affiliates of general partner | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Number of units held | shares | 5,238,654 | |||
Affiliates of general partner | Global Partners LP [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Limited partner ownership interest (as a percent) | 15.40% | |||
Common Limited Partners | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Number of units held | shares | 33,966,180 | 33,867,393 | ||
Period of distribution of available cash after end of each quarter | 45 days | |||
Series A Preferred Limited Partners | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Number of units held | shares | 2,760,000 | 2,760,000 | ||
Initial distribution rate (as a percentage) | 9.75% | |||
Number of units sold | shares | 2,760,000 | |||
Sale price (in dollars per unit) | $ 25 | |||
Net proceeds from issuance of Series A preferred units | $ | $ 66,400 | |||
Limited Partner Interest | First Target Distribution [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 99.33% | |||
Limited Partner Interest | Second Target Distribution [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 86.33% | |||
Limited Partner Interest | Third Target Distribution [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 76.33% | |||
Limited Partner Interest | Thereafter | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 51.33% | |||
Limited Partner Interest | Common Limited Partners | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 99.33% | |||
General Partner, Global GP LLC | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 0.67% | |||
General Partner, Global GP LLC | First Target Distribution [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 0.67% | |||
General Partner, Global GP LLC | Second Target Distribution [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 13.67% | |||
General Partner, Global GP LLC | Third Target Distribution [Member] | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 23.67% | |||
General Partner, Global GP LLC | Thereafter | ||||
Partners' Equity, Allocations and Cash Distributions | ||||
Marginal Percentage Interest in Distributions | 48.67% |
Partners' Equity, Allocations_4
Partners' Equity, Allocations and Cash Distribution - Distributions paid (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 16, 2021 | Feb. 12, 2021 | Jan. 28, 2021 | Jan. 26, 2021 | Jan. 19, 2021 | Nov. 16, 2020 | Nov. 13, 2020 | Oct. 26, 2020 | Oct. 19, 2020 | Aug. 17, 2020 | Aug. 14, 2020 | Jul. 31, 2020 | Jul. 20, 2020 | May 15, 2020 | Apr. 27, 2020 | Apr. 16, 2020 | Feb. 18, 2020 | Feb. 14, 2020 | Nov. 15, 2019 | Nov. 14, 2019 | Aug. 15, 2019 | Aug. 14, 2019 | May 15, 2019 | Feb. 15, 2019 | Feb. 14, 2019 | Nov. 15, 2018 | Nov. 14, 2018 | Aug. 14, 2018 | May 15, 2018 | Feb. 14, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.50000 | $ 0.45875 | $ 0.39375 | $ 0.52500 | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 0.5000 | $ 0.4750 | $ 0.4750 | $ 0.4625 | $ 0.4625 | |||||||||||||||||||||
Cash distribution, common units | $ 16,998 | $ 15,595 | $ 13,385 | $ 17,848 | $ 17,678 | $ 17,508 | $ 17,338 | $ 16,998 | $ 16,149 | $ 16,149 | $ 15,723 | $ 15,723 | |||||||||||||||||||||
Cash distribution, general partner | 106 | 106 | 91 | 123 | 119 | 118 | 117 | 115 | 109 | 109 | 106 | 106 | |||||||||||||||||||||
Cash distribution, incentive | 202 | 320 | 294 | 269 | 256 | 202 | 67 | 67 | |||||||||||||||||||||||||
Distributions, Total | $ 17,306 | $ 15,701 | $ 13,476 | $ 18,291 | $ 18,091 | $ 17,895 | $ 17,711 | $ 17,315 | $ 16,325 | $ 16,325 | $ 15,829 | $ 15,829 | $ 71,502 | $ 77,740 | $ 66,139 | ||||||||||||||||||
Common Limited Partners | |||||||||||||||||||||||||||||||||
Distribution declared | |||||||||||||||||||||||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.50000 | $ 0.45875 | $ 0.39375 | ||||||||||||||||||||||||||||||
Common Limited Partners | Subsequent event | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Cash distribution, common units | $ 19,300 | ||||||||||||||||||||||||||||||||
Distributions, Total | $ 19,300 | ||||||||||||||||||||||||||||||||
Distribution declared | |||||||||||||||||||||||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.55 | ||||||||||||||||||||||||||||||||
Common Limited Partners | Subsequent event | Annualized Basis [Member] | |||||||||||||||||||||||||||||||||
Distribution declared | |||||||||||||||||||||||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 2.20 | ||||||||||||||||||||||||||||||||
Series A Preferred Limited Partners | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.6635 | ||||||||||||||||||||||||
Distribution declared | |||||||||||||||||||||||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.609375 | $ 0.609375 | $ 0.609375 | ||||||||||||||||||||||||||||||
Series A Preferred Limited Partners | Subsequent event | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.609375 | ||||||||||||||||||||||||||||||||
Distributions, Total | $ 1,700 | ||||||||||||||||||||||||||||||||
Distribution declared | |||||||||||||||||||||||||||||||||
Quarterly cash distributions declared (in dollars per unit) | 0.609375 | ||||||||||||||||||||||||||||||||
Series A Preferred Limited Partners | Subsequent event | Annualized Basis [Member] | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 2.4375 | ||||||||||||||||||||||||||||||||
Limited Partner Interest | Common Limited Partners | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Distributions, Total | 63,826 | 69,522 | 63,744 | ||||||||||||||||||||||||||||||
Limited Partner Interest | Series A Preferred Limited Partners | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Distributions, Total | 6,728 | 6,728 | 1,831 | ||||||||||||||||||||||||||||||
General Partner, Global GP LLC | |||||||||||||||||||||||||||||||||
Cash Distribution Payment | |||||||||||||||||||||||||||||||||
Distributions, Total | $ 948 | $ 1,490 | $ 564 |
Partners' Equity, Allocations_5
Partners' Equity, Allocations and Cash Distribution - Preferred Units (Details) | Feb. 16, 2021USD ($) | Jan. 28, 2021$ / shares | Jan. 26, 2021$ / shares | Jan. 19, 2021$ / shares | Nov. 16, 2020USD ($)$ / shares | Nov. 13, 2020$ / shares | Oct. 26, 2020$ / shares | Oct. 19, 2020$ / shares | Aug. 17, 2020USD ($)$ / shares | Aug. 14, 2020$ / shares | Jul. 31, 2020$ / shares | Jul. 20, 2020$ / shares | May 15, 2020USD ($)$ / shares | Apr. 27, 2020$ / shares | Apr. 16, 2020$ / shares | Feb. 18, 2020USD ($)$ / shares | Feb. 14, 2020$ / shares | Nov. 15, 2019USD ($)$ / shares | Nov. 14, 2019$ / shares | Aug. 15, 2019USD ($)$ / shares | Aug. 14, 2019$ / shares | May 15, 2019USD ($)$ / shares | Feb. 15, 2019USD ($)$ / shares | Feb. 14, 2019$ / shares | Nov. 15, 2018USD ($)$ / shares | Nov. 14, 2018$ / shares | Aug. 14, 2018$ / shares | Aug. 07, 2018USD ($)$ / sharesshares | May 15, 2018$ / shares | Feb. 14, 2018$ / shares | Dec. 31, 2020item$ / sharesshares | Dec. 31, 2018USD ($) | Dec. 31, 2019shares |
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.50000 | $ 0.45875 | $ 0.39375 | $ 0.52500 | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 0.5000 | $ 0.4750 | $ 0.4750 | $ 0.4625 | $ 0.4625 | |||||||||||||||||||||
Initial distribution rate (as a percentage) | 9.75% | ||||||||||||||||||||||||||||||||
Liquidation preference (in dollars per unit) | $ 25 | ||||||||||||||||||||||||||||||||
Number of units held | shares | 33,995,563 | ||||||||||||||||||||||||||||||||
General partner interest, equivalent units outstanding | shares | 230,303 | 230,303 | |||||||||||||||||||||||||||||||
Net proceeds from issuance of Series A preferred units | $ | $ 66,366,000 | ||||||||||||||||||||||||||||||||
Number of quarters of cash reserves to provide funds for distributions to unitholders and General Partner | item | 4 | ||||||||||||||||||||||||||||||||
First Target Distribution [Member] | Maximum | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.4625 | ||||||||||||||||||||||||||||||||
Second Target Distribution [Member] | Minimum | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.4625 | ||||||||||||||||||||||||||||||||
Second Target Distribution [Member] | Maximum | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.5375 | ||||||||||||||||||||||||||||||||
Third Target Distribution [Member] | Minimum | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.5375 | ||||||||||||||||||||||||||||||||
Third Target Distribution [Member] | Maximum | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | 0.6625 | ||||||||||||||||||||||||||||||||
Thereafter | Minimum | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 0.6625 | ||||||||||||||||||||||||||||||||
Global Partners LP [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Limited partner ownership interest (as a percent) | 99.33% | ||||||||||||||||||||||||||||||||
General partner interest (as a percent) | 0.67% | ||||||||||||||||||||||||||||||||
Affiliates of general partner | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Number of units held | shares | 5,238,654 | ||||||||||||||||||||||||||||||||
Affiliates of general partner | Global Partners LP [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Limited partner ownership interest (as a percent) | 15.40% | ||||||||||||||||||||||||||||||||
Common Limited Partners | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 0.50000 | $ 0.45875 | $ 0.39375 | ||||||||||||||||||||||||||||||
Number of units held | shares | 33,966,180 | 33,867,393 | |||||||||||||||||||||||||||||||
Period of distribution of available cash after end of each quarter | 45 days | ||||||||||||||||||||||||||||||||
Common Limited Partners | Subsequent event | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 0.55 | ||||||||||||||||||||||||||||||||
Series A Preferred Limited Partners | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.609375 | $ 0.6635 | ||||||||||||||||||||||||
Cash distribution | $ | $ 1,682,000 | $ 1,682,000 | $ 1,682,000 | $ 1,682,000 | $ 1,682,000 | $ 1,682,000 | $ 1,682,000 | $ 1,682,000 | $ 1,800,000 | ||||||||||||||||||||||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 0.609375 | $ 0.609375 | $ 0.609375 | ||||||||||||||||||||||||||||||
Initial distribution rate (as a percentage) | 9.75% | ||||||||||||||||||||||||||||||||
Liquidation preference (in dollars per unit) | $ 25 | ||||||||||||||||||||||||||||||||
Number of units held | shares | 2,760,000 | 2,760,000 | |||||||||||||||||||||||||||||||
Number of units sold | shares | 2,760,000 | ||||||||||||||||||||||||||||||||
Sale price (in dollars per unit) | $ 25 | ||||||||||||||||||||||||||||||||
Net proceeds from issuance of Series A preferred units | $ | $ 66,400,000 | ||||||||||||||||||||||||||||||||
Series A Preferred Limited Partners | Subsequent event | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 0.609375 | ||||||||||||||||||||||||||||||||
Cash distribution | $ | $ 1,700,000 | ||||||||||||||||||||||||||||||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | 0.609375 | ||||||||||||||||||||||||||||||||
Series A Preferred Limited Partners | London Interbank Offered Rate (LIBOR) [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Interest rate margin (as a percent) | 6.774% | ||||||||||||||||||||||||||||||||
Limited Partner Interest | First Target Distribution [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 99.33% | ||||||||||||||||||||||||||||||||
Limited Partner Interest | Second Target Distribution [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 86.33% | ||||||||||||||||||||||||||||||||
Limited Partner Interest | Third Target Distribution [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 76.33% | ||||||||||||||||||||||||||||||||
Limited Partner Interest | Thereafter | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 51.33% | ||||||||||||||||||||||||||||||||
Limited Partner Interest | Common Limited Partners | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 99.33% | ||||||||||||||||||||||||||||||||
General Partner, Global GP LLC | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 0.67% | ||||||||||||||||||||||||||||||||
General Partner, Global GP LLC | First Target Distribution [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 0.67% | ||||||||||||||||||||||||||||||||
General Partner, Global GP LLC | Second Target Distribution [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 13.67% | ||||||||||||||||||||||||||||||||
General Partner, Global GP LLC | Third Target Distribution [Member] | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 23.67% | ||||||||||||||||||||||||||||||||
General Partner, Global GP LLC | Thereafter | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Marginal Percentage Interest in Distributions | 48.67% | ||||||||||||||||||||||||||||||||
Annualized Basis [Member] | Common Limited Partners | Subsequent event | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 2.20 | ||||||||||||||||||||||||||||||||
Annualized Basis [Member] | Series A Preferred Limited Partners | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Total Quarterly Distribution Target Amount (in dollars per unit) | $ 2.4375 | ||||||||||||||||||||||||||||||||
Annualized Basis [Member] | Series A Preferred Limited Partners | Subsequent event | |||||||||||||||||||||||||||||||||
Partners' Equity, Allocations and Cash Distributions | |||||||||||||||||||||||||||||||||
Per Unit Cash Distribution (in dollars per unit) | $ 2.4375 |
Unitholders' Equity (Details)
Unitholders' Equity (Details) - USD ($) $ in Millions | May 19, 2015 | Dec. 31, 2020 | Dec. 31, 2019 |
Limited Partners' Capital Account [Line Items] | |||
Common units outstanding (in shares) | 33,995,563 | ||
Common Limited Partners | |||
Limited Partners' Capital Account [Line Items] | |||
Common units outstanding (in shares) | 33,966,180 | 33,867,393 | |
Common Limited Partners | At The Market Offering Program | |||
Limited Partners' Capital Account [Line Items] | |||
Aggregate offering price | $ 50 | ||
Common units outstanding (in shares) | 0 |
Business Combinations (Details)
Business Combinations (Details) $ in Millions | Jul. 24, 2018USD ($)location | Jul. 17, 2018USD ($)location | Dec. 31, 2020item | Dec. 31, 2018USD ($) |
Acquisitions | ||||
Number of owned, leased and/or supplied gasoline stations | item | 1,548 | |||
Number of convenience stores | item | 277 | |||
Cheshire Oil Company [Member] | ||||
Acquisitions | ||||
Number of convenience stores | 10 | |||
Purchase price | $ | $ 33.4 | |||
Acquisition related costs incurred | $ | $ 0.4 | |||
Cheshire Oil Company [Member] | NEW HAMPSHIRE | ||||
Acquisitions | ||||
Number of convenience stores | 9 | |||
Cheshire Oil Company [Member] | VERMONT | ||||
Acquisitions | ||||
Number of convenience stores | 1 | |||
Champlain Oil Company [Member] | ||||
Acquisitions | ||||
Number of owned, leased and/or supplied gasoline stations | 37 | |||
Number of fuel sites owned or leased | 24 | |||
Number of gas stations under fuel supply agreements | 65 | |||
Purchase price | $ | $ 138.2 | |||
Acquisition related costs incurred | $ | $ 3.5 |
Segment Reporting (Details)
Segment Reporting (Details) $ in Thousands, gal in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Dec. 31, 2020USD ($)itemcustomergal | Dec. 31, 2019USD ($)customergal | Dec. 31, 2018USD ($)customergal | |
Summarized financial information for the Partnership's reportable segments | |||||||||||
Number of operating segments | item | 3 | ||||||||||
Number of reporting segments | item | 3 | ||||||||||
Sales | $ 2,195,547 | $ 2,061,382 | $ 1,469,577 | $ 2,595,093 | $ 3,348,911 | $ 3,245,653 | $ 3,507,540 | $ 2,979,626 | $ 8,321,599 | $ 13,081,730 | $ 12,672,602 |
Product margin | 802,282 | 750,687 | 737,301 | ||||||||
Gross profit | $ 166,212 | $ 169,241 | $ 239,947 | $ 145,738 | $ 151,001 | $ 187,769 | $ 167,143 | $ 156,844 | $ 721,138 | $ 662,757 | $ 650,409 |
Number of Major Customers | customer | 0 | 0 | 0 | ||||||||
Wholesale Segment | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | $ 4,579,075 | $ 7,429,866 | $ 6,890,790 | ||||||||
Product margin | 183,145 | 122,519 | 137,289 | ||||||||
Wholesale Segment | Gasoline and gasoline blendstocks | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 3,008,490 | 5,358,550 | 4,732,028 | ||||||||
Product margin | 100,818 | 83,982 | 76,741 | ||||||||
Wholesale Segment | Crude Oil And Crude Oil Logistics [Member] | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 84,046 | 96,419 | 109,719 | ||||||||
Product margin | (672) | (13,047) | 7,159 | ||||||||
Wholesale Segment | Distillates, home heating oil, diesel and kerosene | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 1,486,539 | 1,974,897 | 2,049,043 | ||||||||
Product margin | 82,999 | 51,584 | 53,389 | ||||||||
Gasoline Distribution and Station Operations Segment | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 2,976,657 | 4,273,653 | 4,508,709 | ||||||||
Product margin | 603,942 | 599,628 | 576,401 | ||||||||
Gasoline Distribution and Station Operations Segment | Gasoline | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 2,545,616 | 3,806,892 | 4,081,498 | ||||||||
Product margin | 398,016 | 374,550 | 373,303 | ||||||||
Gasoline Distribution and Station Operations Segment | Station operations (convenience stores, rental and sundries) | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 431,041 | 466,761 | 427,211 | ||||||||
Product margin | 205,926 | 225,078 | 203,098 | ||||||||
Commercial Segment | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales | 765,867 | 1,378,211 | 1,273,103 | ||||||||
Product margin | $ 15,195 | $ 28,540 | $ 23,611 | ||||||||
Intersegment transaction | Gasoline Distribution and Station Operations Segment | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Sales volume supplied by Wholesale to GDSO (in gallons) | gal | 425 | 500 | 500 | ||||||||
Unallocated | |||||||||||
Summarized financial information for the Partnership's reportable segments | |||||||||||
Depreciation allocated to cost of sales | $ (81,144) | $ (87,930) | $ (86,892) |
Segment Reporting - Reconciliat
Segment Reporting - Reconciliation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements | ||||||||||||
Combined gross profit | $ 166,212 | $ 169,241 | $ 239,947 | $ 145,738 | $ 151,001 | $ 187,769 | $ 167,143 | $ 156,844 | $ 721,138 | $ 662,757 | $ 650,409 | |
Operating costs and expenses | ||||||||||||
Selling, general and administrative expenses | 192,533 | 170,937 | 171,002 | |||||||||
Operating expenses | 323,298 | 342,382 | 321,115 | |||||||||
Loss on trustee taxes | $ (52,600) | (52,627) | ||||||||||
Lease exit gain (loss) ASC840 | 3,506 | |||||||||||
Lease exit and termination gain | (493) | |||||||||||
Amortization expense | 10,839 | 11,431 | 10,960 | |||||||||
Net loss (gain) on sale and disposition of assets | (300) | 700 | (800) | 700 | (2,400) | 300 | (1,100) | 500 | 275 | (2,730) | 5,880 | |
Long-lived asset impairment | 200 | 1,700 | 1,400 | 600 | 1,927 | 2,022 | 414 | |||||
Total costs and operating expenses | 528,872 | 523,549 | 453,238 | |||||||||
Operating income | 32,687 | 40,182 | 100,590 | 18,807 | 20,682 | 50,877 | 37,875 | 29,774 | 192,266 | 139,208 | 197,171 | |
Interest expense | (83,539) | (89,856) | (89,145) | |||||||||
Loss on early extinguishment of debt | (7,164) | (13,080) | ||||||||||
Income tax (expense) benefit | 119 | (1,094) | (5,623) | |||||||||
Net income | 4,442 | 18,192 | 75,973 | 3,075 | (880) | 14,893 | 14,371 | 6,794 | 101,682 | 35,178 | 102,403 | |
Net loss attributable to noncontrolling interest | 528 | 689 | 1,502 | |||||||||
Net income attributable to Global Partners LP | $ 4,442 | $ 18,230 | $ 76,262 | $ 3,276 | $ (828) | $ 15,080 | $ 14,489 | $ 7,126 | 102,210 | 35,867 | 103,905 | |
Unallocated | ||||||||||||
Operating costs and expenses | ||||||||||||
Selling, general and administrative expenses | 192,533 | 170,937 | 171,002 | |||||||||
Operating expenses | 323,298 | 342,382 | 321,115 | |||||||||
Loss on trustee taxes | (52,627) | |||||||||||
Lease exit gain (loss) ASC840 | 3,506 | |||||||||||
Lease exit and termination gain | (493) | |||||||||||
Amortization expense | 10,839 | 11,431 | 10,960 | |||||||||
Net loss (gain) on sale and disposition of assets | 275 | (2,730) | 5,880 | |||||||||
Long-lived asset impairment | 1,927 | 2,022 | 414 | |||||||||
Total costs and operating expenses | $ 528,872 | $ 523,549 | $ 453,238 |
Segment Reporting - Assets (Det
Segment Reporting - Assets (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Segment assets | ||
Total | $ 2,540,500,000 | $ 2,808,427,000 |
Unallocated | ||
Segment assets | ||
Total | 309,802,000 | 458,076,000 |
Wholesale Segment | ||
Segment assets | ||
Total | 649,301,000 | 773,696,000 |
Gasoline Distribution and Station Operations Segment | ||
Segment assets | ||
Total | $ 1,581,397,000 | $ 1,576,655,000 |
Changes in Accumulated Other _3
Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | $ 459,239 | $ 499,194 |
Balance, end of period | 495,499 | 459,239 |
Accumulated Other Comprehensive Loss | ||
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | (5,076) | (5,260) |
Other comprehensive income before reclassifications of gain (loss) | 9,137 | 3 |
Amount of (loss) gain reclassified from accumulated other comprehensive income | (2,461) | 181 |
Total other comprehensive (loss) income | 6,676 | 184 |
Balance, end of period | 1,600 | (5,076) |
Pension Plan | ||
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | (5,076) | (5,258) |
Other comprehensive income before reclassifications of gain (loss) | (263) | 3 |
Amount of (loss) gain reclassified from accumulated other comprehensive income | (143) | 179 |
Total other comprehensive (loss) income | (406) | 182 |
Balance, end of period | (5,482) | (5,076) |
Derivatives Designated as Cash Flow Hedges | ||
Changes in Accumulated Other Comprehensive Loss | ||
Balance, beginning of period | (2) | |
Other comprehensive income before reclassifications of gain (loss) | 9,400 | |
Amount of (loss) gain reclassified from accumulated other comprehensive income | (2,318) | 2 |
Total other comprehensive (loss) income | 7,082 | $ 2 |
Balance, end of period | $ 7,082 |
Legal Proceedings (Details)
Legal Proceedings (Details) gal in Millions | 3 Months Ended | ||
Jun. 30, 2016gal | Sep. 28, 2020 | Aug. 02, 2016a | |
Alleged Violations of Clean Air Act at Albany Terminal [Member] | |||
Other legal proceedings | |||
Terminal area (in acres) | a | 63 | ||
Litigation Regarding Breach Of Contract Related To Basin Transload And Tesoro [Member] | |||
Other legal proceedings | |||
Percentage of outstanding membership interests acquired | 40.00% | ||
Damages from Product Defects [Member] | |||
Other legal proceedings | |||
Quantity of product affected (in gallons) | gal | 14 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Unaudited quarterly financial data | ||||||||||||
Sales | $ 2,195,547 | $ 2,061,382 | $ 1,469,577 | $ 2,595,093 | $ 3,348,911 | $ 3,245,653 | $ 3,507,540 | $ 2,979,626 | $ 8,321,599 | $ 13,081,730 | $ 12,672,602 | |
Gross profit | 166,212 | 169,241 | 239,947 | 145,738 | 151,001 | 187,769 | 167,143 | 156,844 | 721,138 | 662,757 | 650,409 | |
Operating income | 32,687 | 40,182 | 100,590 | 18,807 | 20,682 | 50,877 | 37,875 | 29,774 | 192,266 | 139,208 | 197,171 | |
Net income (loss) | 4,442 | 18,192 | 75,973 | 3,075 | (880) | 14,893 | 14,371 | 6,794 | 101,682 | 35,178 | 102,403 | |
Net income attributable to Global Partners LP | 4,442 | 18,230 | 76,262 | 3,276 | (828) | 15,080 | 14,489 | 7,126 | 102,210 | 35,867 | 103,905 | |
Limited partners' interest in net income | $ 2,218 | $ 16,224 | $ 74,069 | $ 1,572 | $ (2,824) | $ 13,003 | $ 12,441 | $ 5,140 | $ 94,083 | $ 27,760 | ||
Basic net (loss) income per limited partner unit (in dollars per unit) | $ 0.06 | $ 0.48 | $ 2.19 | $ 0.05 | $ (0.08) | $ 0.38 | $ 0.37 | $ 0.15 | $ 2.77 | $ 0.82 | ||
Diluted net (loss) income per limited partner unit (in dollars per unit) | 0.06 | 0.47 | 2.17 | 0.05 | (0.08) | 0.38 | 0.36 | 0.15 | 2.74 | 0.81 | ||
Cash distributions per limited partner unit (in dollars per unit) | $ 0.5500 | $ 0.5000 | $ 0.45875 | $ 0.39375 | $ 0.5250 | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 1.90 | $ 2.07 | ||
Lease exit and termination gain | $ 493 | |||||||||||
Long-lived asset impairment | $ 200 | $ 1,700 | $ 1,400 | $ 600 | $ 1,927 | 2,022 | 414 | |||||
Loss on early extinguishment of debt | 7,164 | 13,080 | ||||||||||
Net loss (gain) on sale and disposition of assets | $ (300) | $ 700 | $ (800) | $ 700 | $ (2,400) | $ 300 | $ (1,100) | $ 500 | $ 275 | $ (2,730) | 5,880 | |
Loss on trustee taxes | $ (52,600) | $ (52,627) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 28, 2021 | Jan. 26, 2021 | Jan. 19, 2021 | Oct. 26, 2020 | Oct. 23, 2020 | Oct. 19, 2020 | Jul. 31, 2020 | Jul. 20, 2020 | Apr. 27, 2020 | Apr. 16, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Oct. 07, 2020 |
Subsequent Event | |||||||||||||
Loss on early extinguishment of debt | $ 7,164 | $ 13,080 | |||||||||||
Senior Notes 6.875 Percent Due 2029 [Member] | |||||||||||||
Subsequent Event | |||||||||||||
Aggregate principal amount | $ 350,000 | $ 350,000 | |||||||||||
Stated interest rate (as a percent) | 6.875% | 6.875% | |||||||||||
Senior Notes 7.00 Percent Due 2023 [Member] | |||||||||||||
Subsequent Event | |||||||||||||
Aggregate principal amount | $ 300,000 | ||||||||||||
Stated interest rate (as a percent) | 7.00% | 7.00% | |||||||||||
Loss on early extinguishment of debt | $ 7,200 | ||||||||||||
Series A Preferred Limited Partners | |||||||||||||
Subsequent Event | |||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.609375 | $ 0.609375 | $ 0.609375 | ||||||||||
Common Limited Partners | |||||||||||||
Subsequent Event | |||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.50000 | $ 0.45875 | $ 0.39375 | ||||||||||
Subsequent event | Series A Preferred Limited Partners | |||||||||||||
Subsequent Event | |||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.609375 | ||||||||||||
Subsequent event | Common Limited Partners | |||||||||||||
Subsequent Event | |||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 0.55 | ||||||||||||
Subsequent event | Common Limited Partners | Annualized Basis [Member] | |||||||||||||
Subsequent Event | |||||||||||||
Quarterly cash distributions declared (in dollars per unit) | $ 2.20 |