Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2013 | Oct. 29, 2013 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'CVR Partners, LP | ' |
Entity Central Index Key | '0001425292 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-13 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 73,078,048 |
Document Fiscal Year Focus | '2013 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $87,166 | $127,848 |
Accounts receivable, net of allowance for doubtful accounts of $78 and $84, at September 30, 2013 and December 31, 2012, respectively | 7,826 | 6,805 |
Inventories | 32,838 | 28,949 |
Prepaid expenses and other current assets, including $1,045 and $605 with affiliates at September 30, 2013 and December 31, 2012, respectively | 5,641 | 2,446 |
Total current assets | 133,471 | 166,048 |
Property, plant, and equipment, net of accumulated depreciation | 415,710 | 411,600 |
Intangible assets, net | 27 | 30 |
Goodwill | 40,969 | 40,969 |
Deferred financing costs, net | 1,479 | 2,200 |
Other long-term assets, including $1,181 and $1,315 with affiliates at September 30, 2013 and December 31, 2012, respectively | 2,372 | 2,107 |
Total assets | 594,028 | 622,954 |
Current liabilities: | ' | ' |
Accounts payable, including $3,327 and $3,220 with affiliates at September 30, 2013 and December 31, 2012, respectively | 19,777 | 34,099 |
Personnel accruals, including $1,314 and $1,865 with affiliates at September 30, 2013 and December 31, 2012, respectively | 3,749 | 4,931 |
Deferred revenue | 797 | 965 |
Accrued expenses and other current liabilities, including $405 and $553 with affiliates at September 30, 2013 and December 31, 2012, respectively | 4,872 | 9,480 |
Total current liabilities | 29,195 | 49,475 |
Long-term liabilities: | ' | ' |
Long-term debt, net of current portion | 125,000 | 125,000 |
Other long-term liabilities, including $118 and $355 with affiliates at September 30, 2013 and December 31, 2012, respectively | 1,332 | 2,286 |
Total long-term liabilities | 126,332 | 127,286 |
Commitments and contingencies | ' | ' |
Partners’ capital: | ' | ' |
Common unitholders, 73,078,048 and 73,065,143 units issued and outstanding at September 30, 2013 and December 31, 2012, respectively | 440,584 | 448,943 |
General partner’s interest | 1 | 1 |
Accumulated other comprehensive loss | -2,084 | -2,751 |
Total partners’ capital | 438,501 | 446,193 |
Total liabilities and partners’ capital | $594,028 | $622,954 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ' | ' |
Accounts receivable, allowance for doubtful accounts | $78 | $84 |
Prepaid expenses and other current assets, from affiliates | 1,045 | 605 |
Other long-term assets, with affiliates | 1,181 | 1,315 |
Accounts payable, due to affiliates | 3,327 | 3,220 |
Personnel accruals, with affiliates | 1,314 | 1,865 |
Accrued expenses and other current liabilities, with affiliates | 405 | 553 |
Other long-term liabilities, with affiliates | $118 | $355 |
Common unitholders, units issued (in units) | 73,078,048 | 73,065,143 |
Common unitholders, units outstanding (in units) | 73,078,048 | 73,065,143 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Net sales | $69,199 | $75,013 | $239,444 | $234,720 |
Operating costs and expenses: | ' | ' | ' | ' |
Cost of product sold (exclusive of depreciation and amortization) | 12,975 | 11,297 | 39,200 | 34,620 |
Direct operating expenses (exclusive of depreciation and amortization) | 23,754 | 21,063 | 70,728 | 66,424 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 4,588 | 5,076 | 15,810 | 18,030 |
Depreciation and amortization | 6,563 | 5,230 | 18,523 | 15,826 |
Operating Expenses | 47,880 | 42,666 | 144,261 | 134,900 |
Operating income | 21,319 | 32,347 | 95,183 | 99,820 |
Other income (expense): | ' | ' | ' | ' |
Interest expense and other financing costs (Note 12) | -1,663 | -850 | -4,619 | -3,073 |
Interest income | 12 | 60 | 66 | 158 |
Other income, net | 34 | 13 | 88 | 47 |
Total other expense | -1,617 | -777 | -4,465 | -2,868 |
Income before income tax expense | 19,702 | 31,570 | 90,718 | 96,952 |
Income tax (benefit) expense | -3 | 13 | 23 | 63 |
Net income | 19,705 | 31,557 | 90,695 | 96,889 |
Net income per common unit – basic (in usd per units) | $0.27 | $0.43 | $1.24 | $1.32 |
Net income per common unit – diluted (in usd per units) | $0.27 | $0.43 | $1.24 | $1.32 |
Weighted-average common units outstanding: | ' | ' | ' | ' |
Basic (in units) | 73,076 | 73,045 | 73,070 | 73,037 |
Diluted (in units) | 73,225 | 73,191 | 73,229 | 73,193 |
Affiliates | ' | ' | ' | ' |
Operating costs and expenses: | ' | ' | ' | ' |
Cost of product sold (exclusive of depreciation and amortization) | 2,529 | 3,229 | 8,379 | 8,751 |
Direct operating expenses (exclusive of depreciation and amortization) | 1,058 | 394 | 3,266 | 1,223 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 3,620 | 3,863 | 11,992 | 12,900 |
Third parties | ' | ' | ' | ' |
Operating costs and expenses: | ' | ' | ' | ' |
Cost of product sold (exclusive of depreciation and amortization) | 10,446 | 8,068 | 30,821 | 25,869 |
Direct operating expenses (exclusive of depreciation and amortization) | 22,696 | 20,669 | 67,462 | 65,201 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $968 | $1,213 | $3,818 | $5,130 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Other Comprehensive Income [Abstract] | ' | ' | ' | ' |
Net income | $19,705 | $31,557 | $90,695 | $96,889 |
Other comprehensive income (loss): | ' | ' | ' | ' |
Change in fair value of interest rate swap | -278 | -370 | -123 | -1,331 |
Net loss reclassified into income on settlement of interest rate swap (Note 12) | 269 | 240 | 790 | 705 |
Other comprehensive income (loss) | -9 | -130 | 667 | -626 |
Total comprehensive income | $19,696 | $31,427 | $91,362 | $96,263 |
CONDENSED_CONSOLIDATED_STATEME2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flows from operating activities: | ' | ' |
Net income | $90,695 | $96,889 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 18,523 | 15,826 |
Allowance for doubtful accounts | -6 | -15 |
Amortization of deferred financing costs | 721 | 721 |
(Gain) loss on disposition of fixed assets | -33 | 7 |
Share-based compensation - Affiliates | 2,340 | 4,886 |
Share-based compensation | 146 | 375 |
Change in assets and liabilities: | ' | ' |
Accounts receivable | -1,015 | 1,400 |
Inventories | -3,889 | -6,534 |
Insurance receivable | 0 | -1,026 |
Prepaid expenses and other current assets | -3,202 | -133 |
Other long-term assets | -244 | -243 |
Accounts payable | -1,129 | 7,728 |
Deferred revenue | -168 | 1,353 |
Increase (Decrease) in Accrued Liabilities and Other Operating Liabilities | -5,989 | 3,804 |
Other long-term liabilities | -227 | -248 |
Net cash provided by operating activities | 96,523 | 124,790 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -35,844 | -57,419 |
Proceeds from sale of assets | 33 | 1,026 |
Net cash used in investing activities | -35,811 | -56,393 |
Cash flows from financing activities: | ' | ' |
Cash distributions to common unitholders - Affiliates | -63,528 | -87,124 |
Cash distribution to common unitholders – Non-affiliates | -37,673 | -37,839 |
Redemption of common units | -193 | -118 |
Net cash used in financing activities | -101,394 | -125,081 |
Net decrease in cash and cash equivalents | -40,682 | -56,684 |
Cash and cash equivalents, beginning of period | 127,848 | 236,975 |
Cash and cash equivalents, end of period | 87,166 | 180,291 |
Supplemental disclosures: | ' | ' |
Cash paid for income taxes | 63 | 35 |
Cash paid for interest, net of capitalized interest of $539 and $2,147 in 2013 and 2012, respectively | 3,940 | 2,684 |
Non-cash investing and financing activities: | ' | ' |
Construction in progress additions included in accounts payable | 5,477 | 14,054 |
Change in accounts payable related to construction in progress additions | ($13,193) | $4,209 |
CONDENSED_CONSOLIDATED_STATEME3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Statement of Cash Flows [Abstract] | ' | ' |
Capitalized interest | $539 | $2,147 |
CONDENSED_CONSOLIDATED_STATEME4
CONDENSED CONSOLIDATED STATEMENT OF PARTNERS' CAPITAL (USD $) | Total | Common Units | General Partner Interest | Accumulated Other Comprehensive Income/(Loss) |
In Thousands, except Share data, unless otherwise specified | ||||
Balance at Dec. 31, 2012 | $446,193 | $448,943 | $1 | ($2,751) |
Balance (in units) at Dec. 31, 2012 | ' | 73,065,143 | ' | ' |
Increase (Decrease) in Partners' Capital | ' | ' | ' | ' |
Cash distributions to common unitholders - Affiliates | -63,528 | -63,528 | ' | ' |
Cash distributions to common unitholders – Non-affiliates | -37,673 | -37,673 | ' | ' |
Share-based compensation - Affiliates | 2,340 | 2,340 | ' | ' |
Issuance of units under LTIP - Affiliates | ' | 21,158 | ' | ' |
Redemption of common units (in units) | ' | -8,253 | ' | ' |
Redemption of common units | -193 | -193 | ' | ' |
Net income | 90,695 | ' | ' | ' |
Net gains (losses) on interest rate swaps | 667 | ' | ' | 667 |
Balance at Sep. 30, 2013 | $438,501 | $440,584 | $1 | ($2,084) |
Balance (in units) at Sep. 30, 2013 | ' | 73,078,048 | ' | ' |
Formation_of_the_Partnership_O
Formation of the Partnership, Organization and Nature of Business | 9 Months Ended |
Sep. 30, 2013 | |
Formation of the Partnership, Organization and Nature of Business | ' |
Formation of the Partnership, Organization and Nature of Business | ' |
Formation of the Partnership, Organization and Nature of Business | |
Organization | |
CVR Partners, LP (referred to as "CVR Partners" or the "Partnership") is a Delaware limited partnership, formed in June 2007 by CVR Energy, Inc. (together with its subsidiaries, but excluding the Partnership and its subsidiary, "CVR Energy") to own Coffeyville Resources Nitrogen Fertilizers, LLC ("CRNF"). CRNF is an independent producer and marketer of upgraded nitrogen fertilizer products sold in North America. CRNF operates a dual-train coke gasifier plant that produces high-purity hydrogen, most of which is subsequently converted to ammonia and upgraded to urea ammonium nitrate ("UAN"). | |
CRNF produces and distributes nitrogen fertilizer products, which are used primarily by farmers to improve the yield and quality of their crops. CRNF's principal products are UAN and ammonia. These products are manufactured at CRNF's facility in Coffeyville, Kansas. CRNF's product sales are heavily weighted toward UAN and all of its products are sold on a wholesale basis. | |
CVR Energy Transaction Agreement | |
On April 18, 2012, CVR Energy entered into a Transaction Agreement (the “Transaction Agreement”) with IEP Energy LLC and certain of its affiliates (collectively “IEP”). Pursuant to the Transaction Agreement, IEP offered (the “Offer”) to purchase all of the issued and outstanding shares of CVR Energy’s common stock (the “IEP Acquisition”) for a price of $30.00 per share in cash, without interest, less any applicable withholding taxes, plus one non-transferable contingent cash payment (“CCP”) right for each share which represented the contractual right to receive an additional cash payment per share if a definitive agreement for the sale of CVR Energy was executed on or before August 18, 2013 and such transaction closed. As no sale of CVR Energy was executed by the date outlined in the Transaction Agreement, the CCPs expired on August 19, 2013. | |
On May 7, 2012, IEP announced that control of CVR Energy had been acquired through the Offer. As of September 30, 2013, IEP owned approximately 82% of the shares of CVR Energy. | |
Operation of Partnership | |
Subsequent to the closing of the Partnership's initial public offering (the "Initial Public Offering"), in April 2011 and through May 27, 2013, public security holders held approximately 30% of the Partnership's common units and Coffeyville Resources, LLC ("CRLLC"), a wholly-owned subsidiary of CVR Energy, held approximately 70% of the Partnership's common units and the general partner interest. | |
On May 28, 2013, CRLLC completed a registered public offering (the “Secondary Offering”) whereby CRLLC sold 12,000,000 of the Partnership’s common units to the public at a price of $25.15 per unit. Additionally, the underwriters were granted an option to purchase 1,800,000 common units at the public offering price, which expired unexercised at the end of the option period. The net proceeds to CRLLC from the Secondary Offering were approximately $292.6 million, after deducting approximately $9.2 million in underwriting discounts and commissions. The Partnership did not receive any of the proceeds from the sale of common units by CRLLC. In connection with the Secondary Offering, the Partnership incurred approximately $0.5 million in offering costs. | |
Subsequent to the closing of the Secondary Offering and as of September 30, 2013, public security holders held approximately 47% of the Partnership's common units and CRLLC held approximately 53% of the Partnership's common units and the general partner interest. | |
CVR GP, LLC (“CVR GP” or the “general partner”) manages and operates the Partnership. Common unitholders have only limited voting rights on matters affecting the Partnership. In addition, common unitholders have no right to elect the general partner's directors on an annual or continuing basis. | |
The Partnership is operated by a combination of the general partner's senior management team and CVR Energy's senior management team pursuant to a services agreement among CVR Energy, CVR GP and the Partnership. In October 2007, the Partnership's partners at that time entered into an amended and restated limited partnership agreement setting forth their various rights and responsibilities. The Partnership also entered into a number of agreements with CVR Energy and CVR GP to regulate certain business relations between the Partnership and the other parties thereto. See Note 15 ("Related Party Transactions") for further discussion. In connection with the Initial Public Offering, certain of these agreements, including the amended and restated limited partnership agreement, were amended and/or restated. |
Basis_of_Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Basis of Presentation | ' |
Basis of Presentation | ' |
Basis of Presentation | |
The accompanying condensed consolidated financial statements of CVR Partners are comprised of the operations of CRNF’s nitrogen fertilizer business. The accompanying condensed consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”), including Article 3 of Regulation S-X, “General Instructions as to Consolidated Financial Statements.” These condensed consolidated financial statements should be read in conjunction with the December 31, 2012 audited consolidated financial statements and notes thereto included in CVR Partners’ Annual Report on Form 10-K for the year ended December 31, 2012, which was filed with the SEC on March 1, 2013. | |
The condensed consolidated financial statements include certain selling, general and administrative expenses (exclusive of depreciation and amortization) and direct operating expenses (exclusive of depreciation and amortization) that CVR Energy incurred on behalf of the Partnership. These related party transactions are governed by the amended and restated services agreement originally entered into in October 2007. See Note 15 (“Related Party Transactions”) for additional discussion of the services agreement and billing and allocation of certain costs. The amounts charged or allocated to the Partnership are not necessarily indicative of the cost that the Partnership would have incurred had it operated as an independent entity. | |
In the opinion of the Partnership’s management, the accompanying condensed consolidated financial statements and related notes reflect all adjustments that are necessary to fairly present the financial position of the Partnership as of September 30, 2013 and December 31, 2012, the results of operations and comprehensive income of the Partnership for the three and nine months ended September 30, 2013 and 2012, the cash flows of the Partnership for the nine months ended September 30, 2013 and 2012 and the changes in partners’ capital for the Partnership for the nine months ended September 30, 2013. | |
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that reflect the reported amounts of assets, liabilities, revenues and expenses. Actual results could differ from those estimates. Results of operations and cash flows are not necessarily indicative of the results that will be realized for the year ending December 31, 2013 or any other interim period. |
Recent_Accounting_Pronouncemen
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Changes and Error Corrections [Abstract] | ' |
Recent Accounting Pronouncements | ' |
Recent Accounting Pronouncements | |
In February 2013, the FASB issued ASU No. 2013-02, "Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income" ("ASU 2013-02"). ASU 2013-02 requires the Partnership to present information about reclassification adjustments from accumulated other comprehensive income in the financial statements in a single footnote or parenthetically on the face of the financial statements based on the source and the income statement line items affected by the reclassification. The standard is effective for interim and annual periods beginning January 1, 2013 and has been applied prospectively. The Partnership adopted this standard as of January 1, 2013. The adoption of this standard expanded the Partnership’s condensed consolidated financial statement footnote disclosures. |
ShareBased_Compensation
Share-Based Compensation | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||
Share-Based Compensation | ' | ||||||
Share-Based Compensation | |||||||
Certain employees of CRNF and employees of CVR Energy who perform services for the Partnership under the services agreement with CVR Energy participate in equity compensation plans of CVR Partners' affiliates. Accordingly, CVR Partners has recorded compensation expense for these plans in accordance with Staff Accounting Bulletin, or SAB Topic 1-B "Allocations of Expenses and Related Disclosures in Financial Statements of Subsidiaries, Divisions or Lesser Business Components of Another Entity" and in accordance with guidance regarding the accounting for share-based compensation granted to employees of an equity method investee. All compensation expense related to these plans for full-time employees of CVR Partners has been allocated 100% to CVR Partners. For employees covered by the services agreement with CVR Energy, the Partnership records share-based compensation relative to the percentage of time spent by each employee providing services to the Partnership as compared to the total calculated share-based compensation by CVR Energy. The Partnership is not responsible for payment of CVR Energy’s share-based compensation and all expense amounts are recorded with a corresponding offset to increase or decrease Partners' Capital. | |||||||
Long-Term Incentive Plan – CVR Energy | |||||||
CVR Energy has a Long-Term Incentive Plan (“CVR Energy LTIP”) that permits the grant of options, stock appreciation rights, restricted shares, restricted share units, dividend equivalent rights, share awards and performance awards (including performance share units, performance units and performance based restricted stock). As of September 30, 2013, only grants of restricted stock units under the CVR Energy LTIP remain unvested. Individuals who are eligible to receive awards and grants under the CVR Energy LTIP include CVR Energy’s or its subsidiaries’ (including CRNF) employees, officers, consultants and directors. | |||||||
Restricted Shares | |||||||
Through the CVR Energy LTIP, shares of restricted common stock and restricted stock units (collectively "restricted shares") have been granted to employees of CVR Energy and CRNF. Restricted shares, when granted, were historically valued at the closing market price of CVR Energy's common stock on the date of issuance and amortized to compensation expense on a straight-line basis over the vesting period of the common stock. These restricted shares generally vest over a three-year period. | |||||||
The Transaction Agreement, as described in Note 1 ("Formation of the Partnership, Organization and Nature of Business"), triggered a modification to the treatment of outstanding restricted shares under the CVR Energy LTIP. Pursuant to the Transaction Agreement, all restricted shares scheduled to vest in 2012 were converted to restricted stock units whereby the recipient received cash settlement of the offer price of $30.00 per share in cash plus one CCP upon vesting. The CCPs expired on August 19, 2013. Restricted shares scheduled to vest in 2013, 2014 and 2015 were converted to restricted stock units whereby the awards will be settled in cash upon vesting in an amount equal to the lesser of the offer price or the fair market value as determined at the most recent valuation date of December 31 of each year. As a result of the modification, additional share-based compensation of $1.9 million was recorded by the Partnership during the nine months ended September 30, 2012 to revalue unvested shares to fair value upon modification. For awards vesting subsequent to 2012, the awards will be remeasured at each subsequent reporting date until they vest. | |||||||
In December 2012 and subsequent periods, restricted stock units were granted to certain employees of CVR Energy and its subsidiaries. The non-vested restricted stock units are expected to vest over three years with one-third of the award vesting each year with the exception of awards granted to certain executive officers of CVR Energy which vest over one year. Each restricted stock unit represents the right to receive, upon vesting, a cash payment equal to (a) the fair market value of one share of CVR Energy’s common stock, plus (b) the cash value of all dividends declared and paid per share of CVR Energy’s common stock from the grant date to and including the vesting date. The awards will be remeasured at each subsequent reporting date until they vest. | |||||||
Assuming the allocation of costs from CVR Energy remains consistent with the allocation percentages in place at September 30, 2013, there was approximately $0.9 million of total unrecognized compensation cost related to restricted shares to be recognized over a weighted-average period of approximately 0.6 years. Inclusion of the vesting table is not considered meaningful due to changes in allocation percentages that occur from time to time. The unrecognized compensation expense has been determined by the number of restricted shares and respective allocation percentage for individuals for whom, as of September 30, 2013, compensation expense has been allocated to the Partnership. Compensation expense recorded for the three months ended September 30, 2013 and 2012, related to the restricted shares, was approximately $0.3 million and $0.6 million, respectively. Compensation expense recorded for the nine months ended September 30, 2013 and 2012, related to the restricted shares, was approximately $1.5 million and $3.6 million, respectively. | |||||||
Long-Term Incentive Plan – CVR Partners | |||||||
In connection with CVR Partners’ Initial Public Offering, the board of directors of CVR Partners’ general partner adopted the CVR Partners, LP Long-Term Incentive Plan ("CVR Partners LTIP"). Individuals who are eligible to receive awards under the CVR Partners LTIP include (1) CVR Partners' and its subsidiaries' employees, (2) employees of the general partner, (3) members of the board of directors of the general partner, and (4) CVR Partners' parent's employees, consultants and directors. The CVR Partners LTIP provides for the grant of options, unit appreciation rights, distribution equivalent rights, restricted units, phantom units and other unit-based awards, each in respect of common units. The maximum number of common units issuable under the CVR Partners LTIP is 5,000,000. | |||||||
Through the CVR Partners LTIP, phantom and common units have been awarded to employees of the Partnership and the general partner and to members of the board of directors of the general partner. Phantom unit awards made to employees and members of the board of directors of the general partner are considered a non-employee equity based award and are required to be marked-to-market each reporting period until they vest. Awards to employees of the Partnership and the general partner vest over a three year period and awards to members of the board of directors of the general partner generally vest immediately on the grant date. | |||||||
In December 2012, the board of directors of the general partner approved an amendment to modify the terms of certain phantom unit awards previously granted to employees of the Partnership and its subsidiaries. Prior to the amendment, the phantom units, when granted, were valued at the closing market price of the Partnership's common units on the date of issuance and amortized to compensation expense on a straight-line basis over the vesting period of the units. | |||||||
The amendment triggered a modification to the awards by providing that the phantom units would be settled in cash rather than common units of the Partnership. For awards vesting subsequent to the amendment, the awards will be remeasured at each subsequent reporting date until they vest. As a result of the modification of the awards, the classification changed from equity-classified awards to liability-classified awards. | |||||||
A summary of the common units and phantom units (collectively “Units”) activity during the nine months ended September 30, 2013 is presented below: | |||||||
Units | Weighted-Average | ||||||
Grant Date Fair Value | |||||||
Non-vested at December 31, 2012 | 201,812 | $ | 23.7 | ||||
Granted | — | — | |||||
Vested | (21,158 | ) | 20.09 | ||||
Forfeited | — | — | |||||
Non-vested at September 30, 2013 | 180,654 | $ | 24.12 | ||||
Unrecognized compensation expense associated with the unvested common and phantom units at September 30, 2013 was approximately $1.3 million and is expected to be recognized over a weighted average period of one year. Compensation expense recorded for the three months ended September 30, 2013 and 2012 related to the awards under the CVR Partners LTIP was approximately $0 and $0.6 million, respectively. Compensation expense recorded for the nine months ended September 30, 2013 and 2012 related to the awards under the CVR Partners LTIP was approximately $1.0 million and $1.7 million, respectively. Compensation expense related to the awards issued to employees and members of the board of directors of the general partner under the CVR Partners LTIP has been recorded in direct operating expenses (exclusive of depreciation and amortization) - affiliates or selling, general and administrative expenses (exclusive of depreciation and amortization) — affiliates, as applicable. As of September 30, 2013 and December 31, 2012, the Partnership had a liability of $0.4 million and $0.2 million, respectively, for unvested phantom unit awards related to employees of the Partnership and its subsidiaries, which is recorded in personnel accruals on the Condensed Consolidated Balance Sheets. |
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventories | ' | |||||||
Inventories | ||||||||
Inventories consist of fertilizer products which are valued at the lower of first-in, first-out ("FIFO") cost, or market. Inventories also include raw materials, catalysts, parts and supplies, which are valued at the lower of moving-average cost, which approximates FIFO, or market. The cost of inventories includes inbound freight costs. | ||||||||
Inventories consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Finished goods | $ | 8,083 | $ | 5,234 | ||||
Raw materials and precious metals | 9,412 | 7,038 | ||||||
Parts and supplies | 15,343 | 16,677 | ||||||
$ | 32,838 | $ | 28,949 | |||||
Property_Plant_and_Equipment
Property, Plant, and Equipment | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property, Plant, and Equipment | ' | |||||||
Property, Plant, and Equipment | ||||||||
A summary of costs for property, plant, and equipment is as follows: | ||||||||
September 30 | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Land and improvements | $ | 4,815 | $ | 2,611 | ||||
Buildings and improvements | 1,613 | 1,223 | ||||||
Machinery and equipment | 538,696 | 403,682 | ||||||
Automotive equipment | 357 | 357 | ||||||
Furniture and fixtures | 360 | 343 | ||||||
Railcars | 7,995 | 2,496 | ||||||
Construction in progress | 11,928 | 132,428 | ||||||
$ | 565,764 | $ | 543,140 | |||||
Less: Accumulated depreciation | 150,054 | 131,540 | ||||||
Total property, plant and equipment, net | $ | 415,710 | $ | 411,600 | ||||
Capitalized interest recognized as a reduction of interest expense for the three months ended September 30, 2013 and 2012 totaled approximately $0.1 million and $0.9 million, respectively. Capitalized interest recognized as a reduction of interest expense for the nine months ended September 30, 2013 and 2012 totaled approximately $0.5 million and $2.1 million, respectively. |
Partners_Capital_and_Partnersh
Partners' Capital and Partnership Distributions | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Partners' Capital and Partnership Distributions | ' | |||||||||||||||
Partners’ Capital and Partnership Distributions | ||||||||||||||||
The Partnership has two types of partnership interests outstanding: | ||||||||||||||||
• | common units; and | |||||||||||||||
• | a general partner interest, which is not entitled to any distributions, and which is held by the general partner. | |||||||||||||||
At September 30, 2013, the Partnership had a total of 73,078,048 common units issued and outstanding, of which 38,920,000 common units were owned by CRLLC, representing approximately 53% of the total Partnership units outstanding. | ||||||||||||||||
The board of directors of the Partnership's general partner has adopted a policy for the Partnership to distribute all available cash generated on a quarterly basis. Cash distributions will be made to the common unitholders of record on the applicable record date, generally within 60 days after the end of each quarter. Available cash for each quarter will be determined by the board of directors of the general partner following the end of such quarter. Available cash for each quarter will generally begin with Adjusted EBITDA reduced for cash needed for net interest expense (excluding capitalized interest) and debt service and other contractual obligations, maintenance capital expenditures and, to the extent applicable, major scheduled turnaround expense incurred and reserves for future operating or capital needs that the board of directors of the general partner deems necessary or appropriate, if any. Adjusted EBITDA is defined as EBITDA (net income before interest expense, net, income tax expense, and depreciation amortization) further adjusted for the impact of non-cash share-based compensation, and, where applicable, major scheduled turnaround expense and loss on disposition of assets. Available cash for distributions may be increased by previously established cash reserves, if any, at the discretion of the board of directors of our general partner. | ||||||||||||||||
The following is a summary of cash distributions paid to the Partnership’s unitholders during 2013 for the respective quarters to which the distributions relate: | ||||||||||||||||
December 31, | March 31, | June 30, | Total Cash | |||||||||||||
2012 | 2013 | 2013 | Distributions | |||||||||||||
Paid in 2013 | ||||||||||||||||
($ in millions, expect per common unit amounts) | ||||||||||||||||
Amount paid to CRLLC | $ | 9.8 | $ | 31.1 | $ | 22.7 | $ | 63.5 | ||||||||
Amounts paid to public unitholders | 4.2 | 13.5 | 19.9 | 37.7 | ||||||||||||
Total amount paid | $ | 14 | $ | 44.6 | $ | 42.6 | $ | 101.2 | ||||||||
Per common unit | $ | 0.192 | $ | 0.61 | $ | 0.583 | $ | 1.385 | ||||||||
Common units outstanding (in thousands) | 73,065 | 73,065 | 73,075 | |||||||||||||
Net_Income_Per_Common_Unit
Net Income Per Common Unit | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Net Income Per Common Unit | ' | |||||||||||||||
Net Income Per Common Unit | ||||||||||||||||
The Partnership's net income is allocated wholly to the common units as the general partner does not have an economic interest. Basic and diluted net income per common unit is calculated by dividing net income by the weighted-average number of common units outstanding during the period and, when applicable, gives effect to phantom units and unvested common units granted under the CVR Partners LTIP. The common units issued during the period are included on a weighted-average basis for the days in which they were outstanding. | ||||||||||||||||
The following table illustrates the Partnership's calculation of net income per common unit (in thousands, except per unit information): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net income | $ | 19,705 | $ | 31,557 | $ | 90,695 | $ | 96,889 | ||||||||
Net income per common unit, basic | $ | 0.27 | $ | 0.43 | $ | 1.24 | $ | 1.32 | ||||||||
Net income per common unit, diluted | $ | 0.27 | $ | 0.43 | $ | 1.24 | $ | 1.32 | ||||||||
Weighted-average common units outstanding, basic | 73,076 | 73,045 | 73,070 | 73,037 | ||||||||||||
Weighted-average common units outstanding, diluted | 73,225 | 73,191 | 73,229 | 73,193 | ||||||||||||
Cost_Classifications
Cost Classifications | 9 Months Ended |
Sep. 30, 2013 | |
Costs and Expenses [Abstract] | ' |
Cost Classifications | ' |
Cost Classifications | |
Direct operating expenses (exclusive of depreciation and amortization) includes direct costs of labor, maintenance and services, energy and utility costs, property taxes, and environmental compliance costs as well as chemical and catalyst and other direct operating expenses. Direct operating expenses also include allocated non-cash share-based compensation expense from CVR Energy, as discussed in Note 4 (“Share-Based Compensation”). Direct operating expenses exclude depreciation and amortization of approximately $6.5 million and $5.2 million for the three months ended September 30, 2013 and 2012, respectively. For the nine months ended September 30, 2013 and 2012, direct operating expenses exclude depreciation and amortization of approximately $18.3 million and $15.7 million, respectively. |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Accrued Expenses and Other Current Liabilities | ' | |||||||
Accrued Expenses and Other Current Liabilities | ' | |||||||
Accrued Expenses and Other Current Liabilities | ||||||||
Accrued expenses and other current liabilities were as follows: | ||||||||
30-Sep-13 | 31-Dec-12 | |||||||
(in thousands) | ||||||||
Property taxes | $ | 1,979 | $ | 7,116 | ||||
Other current liabilities (interest rate swap) | 894 | 861 | ||||||
Accrued interest | 458 | 500 | ||||||
Other accrued expenses and liabilities (1) | 1,541 | 1,003 | ||||||
$ | 4,872 | $ | 9,480 | |||||
____________ | ||||||||
-1 | Other accrued expenses and liabilities include amounts owed by the Partnership to Coffeyville Resources Refining & Marketing, LLC (“CRRM”), a related party, under the feedstock and shared services agreement. See Note 15 (“Related Party Transactions”) for additional discussion of amounts the Partnership owes related to the feedstock and shared services agreement. |
Credit_Facility
Credit Facility | 9 Months Ended |
Sep. 30, 2013 | |
Debt Disclosure [Abstract] | ' |
Credit Facility | ' |
Credit Facility | |
Concurrently with the closing of the Initial Public Offering, on April 13, 2011, CRNF as borrower and CVR Partners, as guarantor, entered into a credit facility with a group of lenders including Goldman Sachs Lending Partners LLC, as administrative and collateral agent. The credit facility includes a term loan facility of $125.0 million and a revolving credit facility of $25.0 million with an uncommitted incremental facility of up to $50.0 million. No amounts were outstanding under the revolving credit facility at September 30, 2013. There is no scheduled amortization and the credit facility matures in April 2016. The revolving credit facility is used to finance on-going working capital, capital expenditures, letters of credit issuances and general needs of the Partnership. | |
Borrowings under the credit facility bear interest at either a Eurodollar rate or a base rate plus in either case a margin based on a pricing grid determined by the trailing four quarter leverage ratio. The margin for borrowings under the credit facility ranges from 3.50% to 4.25% for Eurodollar loans and 2.50% to 3.25% for base rate loans. Currently, the interest rate is either the Eurodollar rate plus a margin of 3.50% or, for base rate loans, the prime rate plus 2.50%. Under its terms, the lenders under the credit facility were granted a first priority security interest (subject to certain customary exceptions) in substantially all of the assets of CVR Partners and CRNF. | |
The credit facility requires CVR Partners to maintain a minimum interest coverage ratio and a maximum leverage ratio and contains customary covenants for a financing of this type that limit, subject to certain exceptions, the incurrence of additional indebtedness or guarantees, the creation of liens on assets, and the Partnership’s ability to dispose of assets, make restricted payments, investments or acquisitions, enter into sale-leaseback transactions or enter into affiliate transactions. The credit facility provides that the Partnership can make distributions to holders of the Partnership's common units provided the Partnership is in compliance with its leverage ratio and interest coverage ratio covenants on a pro forma basis after giving effect to such distribution and there is no default or event of default under the facility. | |
As of September 30, 2013, CVR Partners was in compliance with the covenants contained in the credit facility. |
Interest_Rate_Swap
Interest Rate Swap | 9 Months Ended |
Sep. 30, 2013 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' |
Interest Rate Swap | ' |
Interest Rate Swap | |
On June 30 and July 1, 2011, CRNF entered into two floating-to-fixed interest rate swap agreements for the purpose of hedging the interest rate risk associated with a portion of its $125.0 million floating rate term debt which matures in April 2016. See Note 11 (“Credit Facility”). The aggregate notional amount covered under these agreements, which commenced on August 12, 2011 and expire on February 12, 2016, totals $62.5 million (split evenly between the two agreement dates). Under the terms of the interest rate swap agreement entered into on June 30, 2011, CRNF will receive a floating rate based on three month LIBOR and pay a fixed rate of 1.94%. Under the terms of the interest rate swap agreement entered into on July 1, 2011, CRNF will receive a floating rate based on three month LIBOR and pay a fixed rate of 1.975%. Both swap agreements are settled every 90 days. The effect of these swap agreements is to lock in a fixed rate of interest of approximately 1.96% plus the applicable margin paid to lenders over three month LIBOR as calculated under the credit agreement. At September 30, 2013, the effective rate was approximately 4.57%. The agreements were designated as cash flow hedges at inception and accordingly, the effective portion of the gain or loss on the swap is reported as a component of accumulated other comprehensive income (loss) (“AOCI”), and will be reclassified into interest expense when the interest rate swap transaction affects earnings. The ineffective portion of the gain or loss will be recognized immediately in current interest expense. The realized loss on the interest rate swap reclassified from AOCI into interest expense and other financing costs on the Condensed Consolidated Statements of Operations was $0.3 million and $0.2 million for the three months ended September 30, 2013 and 2012, respectively, and $0.8 million and $0.7 million for the nine months ended September 30, 2013 and 2012, respectively. | |
The interest rate swap agreements held by the Partnership also provide for the right to setoff. However, as the interest rate swaps are in a liability position, there are no amounts offset in the Condensed Consolidated Balance Sheets as of September 30, 2013 and December 31, 2012. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
CVR Partners is treated as a partnership for U.S. federal income tax purposes. Generally, each common unitholder is required to take into account its respective share of CVR Partners' income, gains, loss and deductions. The Partnership is not subject to income taxes, except for a franchise tax in the state of Texas. The income tax liability of the common unitholders is not reflected in the condensed consolidated financial statements of the Partnership. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
Commitments and Contingencies | ' | |||||||
Commitments and Contingencies | ||||||||
Leases and Unconditional Purchase Obligations | ||||||||
The minimum required payments for the Partnership’s operating leases and unconditional purchase obligations are as follows: | ||||||||
Operating | Unconditional | |||||||
Leases | Purchase | |||||||
Obligations(1) | ||||||||
(in thousands) | ||||||||
Three months ending December 31, 2013 | $ | 1,346 | $ | 5,105 | ||||
Year ending December 31, 2014 | 5,412 | 14,335 | ||||||
Year ending December 31, 2015 | 5,190 | 13,538 | ||||||
Year ending December 31, 2016 | 4,765 | 13,782 | ||||||
Year ending December 31, 2017 | 2,826 | 14,030 | ||||||
Thereafter | 6,931 | 105,440 | ||||||
$ | 26,470 | $ | 166,230 | |||||
_____________ | ||||||||
-1 | The Partnership’s purchase obligation for pet coke from CVR Refining has been derived from a calculation of the average pet coke price paid to CVR Refining over the preceding two year period. | |||||||
CRNF leases railcars and facilities under long-term operating leases. Lease expense for the three months ended September 30, 2013 and 2012 totaled approximately $1.2 million and $1.1 million, respectively. Lease expense for the nine months ended September 30, 2013 and 2012 totaled approximately $3.6 million and $3.2 million, respectively. The lease agreements have various remaining terms. Some agreements are renewable, at CRNF’s option, for additional periods. It is expected, in the ordinary course of business, that leases will be renewed or replaced as they expire. | ||||||||
CRNF has an agreement with the City of Coffeyville (the "City") pursuant to which it must make a series of future payments for the supply, generation and transmission of electricity based upon agreed upon rates. This agreement expires on July 1, 2019. | ||||||||
During 2005, CRNF entered into the Amended and Restated On-Site Product Supply Agreement with The BOC Group, Inc. (as predecessor in interest to Linde LLC). Pursuant to the agreement, which expires in 2020, CRNF is required to take as available and pay approximately $300,000 per month, which amount is subject to annual inflation adjustments, for the supply of oxygen and nitrogen to the fertilizer operation. Expenses associated with this agreement are included in direct operating expenses (exclusive of depreciation and amortization) and for the three months ended September 30, 2013 and 2012 totaled approximately $0.9 million and $0.3 million, respectively. For the nine months ended September 30, 2013 and 2012, these expenses totaled approximately $2.9 million and $3.2 million, respectively. | ||||||||
The Partnership entered into a pet coke supply agreement with HollyFrontier Corporation which became effective on March 1, 2012. The initial term ends in December 2013 and the agreement is subject to renewal. Expenses related to the pet coke supply agreement totaled approximately $1.3 million and $1.3 million for the three months ended September 30, 2013 and 2012, respectively, which are recorded in cost of product sold (exclusive of depreciation and amortization). For the nine months ended September 30, 2013 and 2012, these expenses totaled approximately $3.5 million and $3.6 million, respectively. | ||||||||
Litigation | ||||||||
From time to time, the Partnership is involved in various lawsuits arising in the normal course of business, including matters such as those described below under "Environmental, Health, and Safety ("EHS") Matters." Liabilities related to such litigation are recognized when the related costs are probable and can be reasonably estimated. Management believes the Partnership has accrued for losses for which it may ultimately be responsible. It is possible that management's estimates of the outcomes will change within the next year due to uncertainties inherent in litigation and settlement negotiations. In the opinion of management, the ultimate resolution of any other litigation matters is not expected to have a material adverse effect on the Partnership’s results of operations or financial condition. There can be no assurance that management's beliefs or opinions with respect to liability for potential litigation matters are accurate. | ||||||||
CRNF received a ten year property tax abatement from Montgomery County, Kansas in connection with the construction of the nitrogen fertilizer plant that expired on December 31, 2007. In connection with the expiration of the abatement, the county reclassified and reassessed CRNF's nitrogen fertilizer plant for property tax purposes. The reclassification and reassessment resulted in an increase in CRNF's annual property tax expense by an average of approximately $10.7 million per year for the years ended December 31, 2008 and 2009, $11.7 million for the year ended December 31, 2010, $11.4 million for the year ended December 31, 2011, and $11.3 million for the year ended December 31, 2012. CRNF protested the classification and resulting valuation for each of those years to the Kansas Court of Tax Appeals ("COTA"), followed by an appeal to the Kansas Court of Appeals. However, CRNF fully accrued and paid the property taxes the county claimed were owed for the years ended December 31, 2008 through 2012. The Kansas Court of Appeals, in a memorandum opinion dated August 9, 2013, reversed the COTA decision in part and remanded the case to COTA, instructing COTA to classify each asset on an asset by asset basis instead of making a broad determination that the entire plant was real property as COTA did originally. CRNF believes that when that asset by asset determination is done, the majority of the plant will be classified as personal property which would result in significantly lower property taxes for CRNF for 2008 and for those years after the conclusion of the property tax settlement noted below as compared to the taxes paid by CRNF prior to the settlement. The County filed a motion for rehearing with the Kansas Court of Appeals seeking reconsideration of the Court’s August 9, 2013 decision and that motion was denied. The County has also filed a petition for review with the Kansas Supreme Court and that petition is pending. | ||||||||
On February 25, 2013, Montgomery County and CRNF agreed to a settlement for tax years 2009 through 2012, which will lower CRNF's property taxes by about $10.5 million per year for tax years 2013 through 2016 based on current mill levy rates. In addition, the settlement provides that Montgomery County will support CRNF's application before COTA for a ten year tax exemption for the UAN expansion. Finally, the settlement provides that CRNF will continue its appeal of the 2008 reclassification and reassessment as discussed above. CRNF has estimated and accrued property taxes for the three and nine months ended September 30, 2013 based on the lower rates resulting from the settlement. | ||||||||
Environmental, Health, and Safety (“EHS”) Matters | ||||||||
CRNF is subject to various stringent federal, state, and local EHS rules and regulations. Liabilities related to EHS matters are recognized when the related costs are probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, existing technology, site-specific costs, and currently enacted laws and regulations. In reporting EHS liabilities, no offset is made for potential recoveries. All liabilities are monitored and adjusted regularly as new facts emerge or changes in law or technology occur. | ||||||||
CRNF owns and operates a facility utilized for the manufacture of nitrogen fertilizers. Therefore, CRNF has exposure to potential EHS liabilities related to past and present EHS conditions at this location. | ||||||||
From time to time, the United States Environmental Protection Agency ("EPA") has conducted inspections and issued information requests to CRNF with respect to CRNF's compliance with the Clean Air Act's "Risk Management Program" and the release reporting requirements under the Comprehensive Environmental Response, Compensation, and Liability Act and the Emergency Planning and Community Right-to-Know Act. These previous investigations have resulted in the issuance of preliminary findings regarding CRNF's compliance status. In the fourth quarter of 2010, following CRNF's reported release of ammonia from its cooling water system and the rupture of its UAN vessel (which released ammonia and other regulated substances) the EPA conducted its most recent inspection and issued an additional request for information to CRNF. The EPA has not made any formal claims against CRNF and CRNF has not accrued for any liability associated with the investigations or releases. | ||||||||
Management periodically reviews and, as appropriate, revises its environmental accruals. Based on current information and regulatory requirements, management believes that the accruals established for environmental expenditures are adequate. | ||||||||
EHS expenditures are capitalized when such expenditures are expected to result in future economic benefits. EHS capital expenditures for the three months ended September 30, 2013 and 2012 were approximately $22,000 and $64,000, respectively. EHS capital expenditures for the nine months ended September 30, 2013 and 2012 were approximately $34,000 and $0.3 million, respectively. These expenditures were incurred to improve the environmental compliance and efficiency of the operations. CRNF believes it is in substantial compliance with existing EHS rules and regulations. There can be no assurance that the EHS matters described above or other EHS matters which may develop in the future will not have a material adverse effect on the business, financial condition, or results of operations of the Partnership. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended | |
Sep. 30, 2013 | ||
Related Party Transactions [Abstract] | ' | |
Related Party Transactions | ' | |
Related Party Transactions | ||
Related Party Agreements | ||
In connection with the formation of CVR Partners and the initial public offering of CVR Energy in October 2007, CVR Partners and CRNF entered into several agreements with CVR Energy and its subsidiaries (including CRRM) that govern the business relations among CVR Partners, its general partner and CRNF on the one hand, and CVR Energy and its subsidiaries, on the other hand. Certain of the agreements described below were amended and restated on April 13, 2011 in connection with CVR Partners’ Initial Public Offering. Amounts owed to CVR Partners and CRNF from CVR Energy and its subsidiaries with respect to these agreements are included in prepaid expenses and other current assets, and other long-term assets, on the Condensed Consolidated Balance Sheets. Conversely, amounts owed to CVR Energy and its subsidiaries by CVR Partners and CRNF with respect to these agreements are included in accounts payable, accrued expenses and other current liabilities, and other long-term liabilities, on the Partnership's Condensed Consolidated Balance Sheets. | ||
CVR Refining, LP (the "Refining Partnership"), an affiliate of the Partnership, completed its initial public offering (the "Refining Partnership IPO") on January 23, 2013. CVR Energy currently indirectly owns the general partner of the Refining Partnership and the majority of the Refining Partnership's outstanding common units. Although certain of CVR Energy's subsidiaries that are parties to the related party agreements discussed below were contributed to the Refining Partnership in connection with the Refining Partnership's IPO and are now subsidiaries of the Refining Partnership, the Refining Partnership IPO had no impact on the Partnership's business relations with these subsidiaries. | ||
Feedstock and Shared Services Agreement | ||
CRNF entered into a feedstock and shared services agreement with CRRM under which the two parties provide feedstock and other services to one another. These feedstocks and services are utilized in the respective production processes of CRRM's Coffeyville, Kansas refinery and CRNF's nitrogen fertilizer plant. | ||
Pursuant to the feedstock and shared services agreement, CRNF and CRRM have the obligation to transfer excess hydrogen to one another. Net monthly sales of hydrogen to CRRM have been reflected as net sales for CVR Partners. Net monthly receipts of hydrogen from CRRM have been reflected in cost of product sold (exclusive of depreciation and amortization) for CVR Partners. For the three months ended September 30, 2013 and 2012, the net sales generated from the sale of hydrogen to CRRM were approximately $0.8 million and $0.3 million, respectively. For the nine months ended September 30, 2013 and 2012, the net sales generated from the sale of hydrogen to CRRM were approximately $4.7 million and $6.0 million, respectively. For the three months ended September 30, 2013 and 2012, CVR Partners also recognized $0.3 million and $0.1 million, respectively, of cost of product sold (exclusive of depreciation and amortization) related to the transfer of excess hydrogen from the Coffeyville refinery. For the nine months ended September 30, 2013 and 2012, CVR Partners recognized $0.6 million and $0.2 million, respectively, of cost of product sold (exclusive of depreciation and amortization) related to the transfer of excess hydrogen from the Coffeyville refinery. At September 30, 2013 and December 31, 2012, there were approximately $0.8 million and $0.2 million, respectively, of receivables included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets associated with unpaid balances related to hydrogen sales. | ||
The agreement provides that both parties must deliver high-pressure steam to one another under certain circumstances. Net reimbursed or (paid) recorded in direct operating expenses during the three months ended September 30, 2013 and 2012 were $8,000 and $2,000, respectively, related to high-pressure steam. Net reimbursed or (paid) recorded in direct operating expenses during the nine months ended September 30, 2013 and 2012 were $(10,000) and $(42,000), respectively, related to high-pressure steam. Reimbursements or paid amounts for each period on a gross basis were nominal. | ||
CRNF is also obligated to make available to CRRM any nitrogen produced by the Linde air separation plant that is not required for the operation of the nitrogen fertilizer plant, as determined by CRNF in a commercially reasonable manner. Reimbursed direct operating expenses associated with nitrogen for the three months ended September 30, 2013 and 2012, were approximately $0.1 million and $0.4 million, respectively. Reimbursed direct operating expenses associated with nitrogen for the nine months ended September 30, 2013 and 2012, were approximately $0.4 million and $1.3 million, respectively. No amounts were paid by CRNF to CRRM for any of the periods presented. | ||
The agreement also provides a mechanism pursuant to which CRNF transfers a tail gas stream to CRRM. CRNF receives the benefit of eliminating a waste gas stream and recovers the fuel value of the tail gas system. For the three months ended September 30, 2013 and 2012, there were net sales of approximately $(44,000) and $23,000, respectively, generated from the sale of tail gas to CRRM. For the nine months ended September 30, 2013 and 2012, there were net sales of approximately $(12,000) and $57,000, respectively, generated from the sale of tail gas to CRRM. | ||
In April 2011, in connection with the tail gas stream, CRRM installed a pipe between the Coffeyville, Kansas refinery and the nitrogen fertilizer plant to transfer the tail gas. CRNF agreed to pay CRRM the cost of installing the pipe over the next three years and, in 2014, provide an additional 15% to cover the cost of capital. At September 30, 2013 and December 31, 2012, there were assets of approximately $0.2 million and $0.2 million included in other current assets, approximately $1.2 million and $1.3 million included in other non-current assets, an offset liability of approximately $0.4 million and $0.5 million in other current liabilities and approximately $0.1 million and $0.4 million of other non-current liabilities in the Condensed Consolidated Balance Sheets. | ||
The agreement also provides that both CRNF and CRRM must deliver instrument air to one another in some circumstances. CRNF must make instrument air available for purchase by CRRM at a minimum flow rate, to the extent produced by the Linde air separation plant and available to it. The price for such instrument air is $18,000 per month, prorated according to the number of days of use per month, subject to certain adjustments, including adjustments to reflect changes in the Partnership’s electric bill. To the extent that instrument air is not available from the Linde air separation plant and is available from CRRM, CRRM is required to make instrument air available to the Partnership for purchase at a price of $18,000 per month, prorated according to the number of days of use per month, subject to certain adjustments, including adjustments to reflect changes in CRRM's electric bill. There were no reimbursed direct operating expenses related to instrument air recorded for the three and nine months ended September 30, 2013 and 2012. | ||
CRNF also provided finished product tank capacity to CRRM under the agreement. Approximately $0.1 million and $0 was reimbursed by CRRM for the use of tank capacity for the three months ended September 30, 2013 and 2012, respectively. Approximately $0.3 million and $0.1 million were reimbursed by CRRM for the use of tank capacity for the nine months ended September 30, 2013 and 2012, respectively. These reimbursements were recorded as reductions to direct operating expenses. | ||
When CRNF retains excess sulfur from its operations, CRRM agrees to handle such sulfur in exchange for a fee payable to transport, store and sell the excess sulfur when possible. CRRM reimburses CRNF for any excess in the sales price of the sulfur above their costs. Approximately $24,000 and $89,000 were reimbursed by CRRM for the sale of excess sulfur for the three and nine months ended September 30, 2013. There were no reimbursements in 2012. These reimbursements were recorded as reductions to direct operating expenses. | ||
The agreement has an initial term of 20 years, which will be automatically extended for successive five year renewal periods. Either party may terminate the agreement, effective upon the last day of a term, by giving notice no later than three years prior to a renewal date. The agreement will also be terminable by mutual consent of the parties or if one party breaches the agreement and does not cure within applicable cure periods and the breach materially and adversely affects the ability of the terminating party to operate its facility. Additionally, the agreement may be terminated in some circumstances if substantially all of the operations at the nitrogen fertilizer plant or the Coffeyville, Kansas refinery are permanently terminated, or if either party is subject to a bankruptcy proceeding or otherwise becomes insolvent. | ||
At September 30, 2013 and December 31, 2012, receivables of $0.1 million and $0.2 million, respectively, were included in prepaid expenses and other current assets on the Condensed Consolidated Balance Sheets associated for amounts yet to be received related to components of the feedstock and shared services agreement other than amounts related to hydrogen sales and pet coke purchases. At September 30, 2013 and December 31, 2012, payables of $0.8 million and $0.4 million, respectively, were included in accounts payable on the Condensed Consolidated Balance Sheets associated with unpaid balances related to components of the feedstock and shared services agreement, other than amounts related to hydrogen sales and pet coke purchases. | ||
Coke Supply Agreement | ||
CRNF entered into a coke supply agreement with CRRM pursuant to which CRRM supplies CRNF with pet coke. This agreement provides that CRRM must deliver to CRNF during each calendar year an annual required amount of pet coke equal to the lesser of (i) 100 percent of the pet coke produced at CRRM's Coffeyville, Kansas petroleum refinery or (ii) 500,000 tons of pet coke. CRNF is also obligated to purchase this annual required amount. If during a calendar month CRRM produces more than 41,667 tons of pet coke, then CRNF will have the option to purchase the excess at the purchase price provided for in the agreement. If CRNF declines to exercise this option, CRRM may sell the excess to a third party. | ||
CRNF obtains most (over 70% on average during the last five years) of the pet coke it needs from CRRM's adjacent crude oil refinery pursuant to the pet coke supply agreement, and procures the remainder through a contract with HollyFrontier Corporation and on the open market. The price CRNF pays pursuant to the pet coke supply agreement is based on the lesser of a pet coke price derived from the price received for UAN, or the UAN-based price, and a pet coke price index. The UAN-based price begins with a pet coke price of $25 per ton based on a price per ton for UAN (exclusive of transportation cost), or netback price, of $205 per ton, and adjusts up or down $0.50 per ton for every $1.00 change in the netback price. The UAN-based price has a ceiling of $40 per ton and a floor of $5 per ton. | ||
CRNF will pay any taxes associated with the sale, purchase, transportation, delivery, storage or consumption of the pet coke. CRNF is entitled to offset any amount payable for the pet coke against any amount due from CRRM under the feedstock and shared services agreement between the parties. | ||
The agreement has an initial term of 20 years and will be automatically extended for successive five year renewal periods. Either party may terminate the agreement by giving notice no later than three years prior to a renewal date. The agreement is also terminable by mutual consent of the parties or if a party breaches the agreement and does not cure within applicable cure periods. Additionally, the agreement may be terminated in some circumstances if substantially all of the operations at the nitrogen fertilizer plant or the Coffeyville, Kansas refinery are permanently terminated, or if either party is subject to a bankruptcy proceeding or otherwise becomes insolvent. | ||
Cost of pet coke associated with the transfer of pet coke from CRRM to CRNF was approximately $2.2 million and $2.5 million for the three months ended September 30, 2013 and 2012, respectively. For the nine months ended September 30, 2013 and 2012, cost of pet coke associated with the transfer of pet coke from CRRM to CRNF was approximately $7.4 million and $7.8 million, respectively. Payables of $0.3 million and $0.6 million related to the coke supply agreement were included in accounts payable on the Condensed Consolidated Balance Sheets at September 30, 2013 and December 31, 2012, respectively. | ||
Terminal Operating and Lease Agreement | ||
On May 4, 2012, CRNF entered into an operating and lease agreement with Coffeyville Resources Terminal, LLC ("CRT"), under which it leases CRT’s premises located at Phillipsburg, Kansas which it uses as a UAN terminal. The initial term of the agreement will expire in May 2032, provided, however, that CRNF may terminate the lease at any time during the initial term by providing 180 days prior written notice. In addition, this agreement will automatically renew for successive five-year terms, provided that CRNF may terminate the agreement during any renewal term with at least 180 days written notice. CRNF will pay CRT $1.00 per year for rent, $4.00 per ton of UAN placed into the terminal and $4.00 per ton of UAN taken out of the terminal. For the three months ended September 30, 2013 and 2012, expense incurred related to the terminal operating and lease agreement totaled approximately $28,000 and $12,000, respectively. For the nine months ended September 30, 2013 and 2012, expense incurred related to the terminal operating and lease agreement totaled approximately $83,000 and $12,000, respectively. | ||
Lease Agreement | ||
CRNF entered into a lease agreement with CRRM under which it leases certain office and laboratory space. The initial term of the lease will expire in October 2017, provided, however, that CRNF may terminate the lease at any time during the initial term by providing 180 days prior written notice. In addition, CRNF has the option to renew the lease agreement for up to five additional one-year periods by providing CRRM with notice of renewal at least 60 days prior to the expiration of the then existing term. For the three months ended September 30, 2013 and 2012, expense incurred related to the use of the office and laboratory space totaled approximately $27,000 and $26,000, respectively. For the nine months ended September 30, 2013 and 2012, expense incurred related to the use of the office and laboratory space totaled approximately $80,000 and $78,000, respectively. There were no amounts included in accounts payable on the Condensed Consolidated Balance Sheets associated with unpaid balances related to the lease agreement at September 30, 2013 and December 31, 2012. | ||
Environmental Agreement | ||
CRNF entered into an environmental agreement with CRRM which provides for certain indemnification and access rights in connection with environmental matters affecting the Coffeyville, Kansas refinery and the nitrogen fertilizer plant. Generally, both CRNF and CRRM have agreed to indemnify and defend each other and each other’s affiliates against liabilities associated with certain hazardous materials and violations of environmental laws that are a result of or caused by the indemnifying party’s actions or business operations. This obligation extends to indemnification for liabilities arising out of off-site disposal of certain hazardous materials. Indemnification obligations of the parties will be reduced by applicable amounts recovered by an indemnified party from third parties or from insurance coverage. | ||
The agreement provides for indemnification in the case of contamination or releases of hazardous materials that were present but unknown at the time the agreement was entered into to the extent such contamination or releases were identified in reasonable detail through October 2012. The agreement further provides for indemnification in the case of contamination or releases which occur subsequent to the execution of the agreement. | ||
The term of the agreement is for at least 20 years, or for so long as the feedstock and shared services agreement is in force, whichever is longer. | ||
Services Agreement | ||
CVR Partners obtains certain management and other services from CVR Energy pursuant to a services agreement between the Partnership, CVR GP and CVR Energy. Under this agreement, the Partnership’s general partner has engaged CVR Energy to conduct a substantial portion of its day-to-day business operations. CVR Energy provides CVR Partners with the following services under the agreement, among others: | ||
• | services from CVR Energy’s employees in capacities equivalent to the capacities of corporate executive officers, except that those who serve in such capacities under the agreement shall serve the Partnership on a shared, part-time basis only, unless the Partnership and CVR Energy agree otherwise; | |
• | administrative and professional services, including legal, accounting services, human resources, insurance, tax, credit, finance, government affairs and regulatory affairs; | |
• | management of the Partnership’s property and the property of its operating subsidiary in the ordinary course of business; | |
• | recommendations on capital raising activities to the board of directors of the Partnership’s general partner, including the issuance of debt or equity interests, the entry into credit facilities and other capital market transactions; | |
• | managing or overseeing litigation and administrative or regulatory proceedings, establishing appropriate insurance policies for the Partnership and providing safety and environmental advice; | |
• | recommending the payment of distributions; and | |
• | managing or providing advice for other projects, including acquisitions, as may be agreed by CVR Energy and the Partnership’s general partner from time to time. | |
As payment for services provided under the agreement, the Partnership, its general partner or CRNF must pay CVR Energy (i) all costs incurred by CVR Energy or its affiliates in connection with the employment of its employees, other than administrative personnel, who provide the Partnership services under the agreement on a full-time basis, but excluding share-based compensation; (ii) a prorated share of costs incurred by CVR Energy or its affiliates in connection with the employment of its employees, including administrative personnel, who provide the Partnership services under the agreement on a part-time basis, but excluding share-based compensation, and such prorated share shall be determined by CVR Energy on a commercially reasonable basis, based on the percentage of total working time that such shared personnel are engaged in performing services for the Partnership; (iii) a prorated share of certain administrative costs, including office costs, services by outside vendors, other sales, general and administrative costs and depreciation and amortization; and (iv) various other administrative costs in accordance with the terms of the agreement, including travel, insurance, legal and audit services, government and public relations and bank charges. | ||
Either CVR Energy or the Partnership's general partner may temporarily or permanently exclude any particular service from the scope of the agreement upon 180 days' notice and either CVR Energy or the Partnership's general partner may terminate the agreement upon at least 180 days' notice, but not more than one year's notice. Furthermore, the Partnership's general partner may terminate the agreement immediately if CVR Energy becomes bankrupt or dissolves or commences liquidation or winding-up procedures. | ||
In order to facilitate the carrying out of services under the agreement, CVR Partners and CVR Energy have granted one another certain royalty-free, non-exclusive and non-transferable rights to use one another’s intellectual property under certain circumstances. | ||
Net amounts incurred under the services agreement for the three months ended September 30, 2013 and 2012 were approximately $3.8 million and $2.4 million, respectively. Of these charges approximately $2.6 million and $1.7 million, respectively, are included in selling, general and administrative expenses (exclusive of depreciation and amortization). In addition, $1.2 million and $0.7 million, respectively, are included in direct operating expenses (exclusive of depreciation and amortization). Net amounts incurred under the services agreement for the nine months ended September 30, 2013 and 2012 were approximately $10.7 million and $7.5 million, respectively. Of these charges approximately $7.3 million and $5.2 million, respectively, are included in selling, general and administrative expenses (exclusive of depreciation and amortization). In addition, $3.5 million and $2.3 million, respectively, are included in direct operating expenses (exclusive of depreciation and amortization). For services performed in connection with the services agreement, the Partnership recognized personnel costs of $1.2 million and $0.8 million, respectively, for the three months ended September 30, 2013 and 2012. For services performed in connection with the services agreement, the Partnership recognized personnel costs of $3.2 million and $2.4 million, respectively, for the nine months ended September 30, 2013 and 2012. At each of September 30, 2013 and December 31, 2012, payables of $2.2 million were included in accounts payable on the Condensed Consolidated Balance Sheets with respect to amounts billed in accordance with the services agreement. | ||
GP Services Agreement | ||
The Partnership is party to a GP Services Agreement dated November 29, 2011 between the Partnership, CVR GP and CVR Energy. This agreement allows CVR Energy to engage CVR GP, in its capacity as the Partnership's general partner, to provide CVR Energy with (i) business development and related services and (ii) advice or recommendations for such other projects as may be agreed between the Partnership's general partner and CVR Energy from time to time. As payment for services provided under the agreement, CVR Energy must pay a prorated share of costs incurred by the Partnership or its general partner in connection with the employment of the Partnership's employees who provide CVR Energy services on a part-time basis, as determined by the Partnership's general partner on a commercially reasonable basis based on the percentage of total working time that such shared personnel are engaged in performing services for CVR Energy. Pursuant to this GP Services Agreement, one of the Partnership's executive officers has performed business development services for CVR Energy from time to time. | ||
CVR Energy is not required to pay any compensation, salaries, bonuses or benefits to any of the Partnership’s general partner’s employees who provide services to CVR Energy on a full-time or part-time basis; the Partnership will continue to pay their compensation. | ||
Either CVR Energy or the Partnership’s general partner may temporarily or permanently exclude any particular service from the scope of the agreement upon 180 days’ notice. The Partnership’s general partner also has the right to delegate the performance of some or all of the services to be provided pursuant to the agreement to one of its affiliates or any other person or entity, though such delegation does not relieve the Partnership’s general partner from its obligations under the agreement. Either CVR Energy or the Partnership’s general partner may terminate the agreement upon at least 180 days’, but not more than one year’s, notice. Furthermore, CVR Energy may terminate the agreement immediately if the Partnership, or its general partner, become bankrupt, or dissolve and commence liquidation or winding-up. | ||
Limited Partnership Agreement | ||
In connection with the Initial Public Offering, CVR GP and CRLLC entered into the second amended and restated agreement of limited partnership of the Partnership, dated April 13, 2011. | ||
The Partnership's general partner manages the Partnership's operations and activities as specified in the partnership agreement. The general partner of the Partnership is managed by its board of directors. CRLLC has the right to select the directors of the general partner. Actions by the general partner that are made in its individual capacity are made by CRLLC as the sole member of the general partner and not by its board of directors. The members of the board of directors of the general partner are not elected by the unitholders and are not subject to re-election on a regular basis in the future. The officers of the general partner manage the day-to-day affairs of the Partnership's business. | ||
The partnership agreement provides that the Partnership will reimburse its general partner for all direct and indirect expenses it incurs or payments it makes on behalf of the Partnership (including salary, bonus, incentive compensation and other amounts paid to any person to perform services for the Partnership or for its general partner in connection with operating the Partnership). The Partnership reimbursed its general partner for the three months ended September 30, 2013 and 2012 approximately $0.8 million and $1.1 million, respectively, pursuant to the partnership agreement for personnel costs related to the compensation of executives at the general partner, who manage the Partnership's business. For the nine months ended September 30, 2013 and 2012, approximately $2.8 million and $3.0 million were incurred related to amounts due for reimbursement, respectively. At September 30, 2013 and December 31, 2012, payables of $1.3 million and $1.9 million, respectively, were included in personnel accruals on the Condensed Consolidated Balance Sheets related to amounts outstanding in accordance with the limited partnership agreement. | ||
Distributions to CRLLC | ||
The Partnership distributed approximately $22.7 million and $30.5 million during the three months ended September 30, 2013 and 2012, respectively, as regular distributions on CRLLC's ownership of common units. For the nine months ended September 30, 2013 and 2012, the Partnership distributed approximately $63.5 million and $87.1 million, respectively, as regular distributions on CRLLC’s ownership of common units. | ||
Railcar Lease Agreement | ||
From March 2009 through June 2013, the Partnership leased 199 railcars from American Railcar Leasing, LLC (“ARL”), a company controlled by Mr. Carl C. Icahn, CVR Energy's majority stockholder. The agreement was scheduled to expire on March 30, 2014. On June 13, 2013, the Partnership purchased the railcars from ARL for approximately $5.0 million. For the three months ended September 30, 2013 and 2012, $0 and $0.3 million, respectively, of rent expense was recorded related to this agreement. This rent expense is included in cost of product sold (exclusive of depreciation and amortization) in the Condensed Consolidated Statement of Operations. For the nine months ended September 30, 2013 and 2012, rent expense of $0.4 million and $0.8 million, respectively, was recorded related to this agreement. | ||
Registration Rights Agreement | ||
For the nine months ended September 30, 2013, the Partnership recognized approximately $0.5 million, in expenses for the benefit of CRLLC in connection with CRLLC’s Secondary Offering in accordance with CVR Partners’ Registration Rights Agreement. For the three and nine months ended September 30, 2012, the Partnership recognized approximately $0.4 million and $1.1 million, respectively, in expenses for the benefit of CRLLC in accordance with CVR Partners' Registration Rights Agreement. These amounts included filing fees, printer fees and external accounting and external legal fees incurred in conjunction with the filing of the registration statements. | ||
Insight Portfolio Group | ||
Insight Portfolio Group LLC ("Insight Portfolio Group") is an entity formed by Mr. Icahn in order to maximize the potential buying power of a group of entities with which Mr. Icahn has a relationship in negotiating with a wide range of suppliers of goods, services and tangible and intangible property at negotiated rates. In January 2013, CVR Energy acquired a minority equity interest in Insight Portfolio Group. The Partnership participates in Insight Portfolio Group’s buying group through its relationship with CVR Energy. The Partnership may purchase a variety of goods and services as members of the buying group at prices and on terms that management believes would be more favorable than those which would be achieved on a stand-alone basis. |
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Fair Value Measurements | ' | |||||||||||||||
Fair Value Measurements | ||||||||||||||||
In accordance with ASC Topic 820 — Fair Value Measurements and Disclosures (“ASC 820”), the Partnership utilizes the market approach to measure fair value for its financial assets and liabilities. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets, liabilities or a group of assets or liabilities, such as a business. | ||||||||||||||||
ASC 820 utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The following is a brief description of those three levels: | ||||||||||||||||
• | Level 1 — Quoted prices in active markets for identical assets and liabilities | |||||||||||||||
• | Level 2 — Other significant observable inputs (including quoted prices in active markets for similar assets or liabilities) | |||||||||||||||
• | Level 3 — Significant unobservable inputs (including the Partnership’s own assumptions in determining the fair value). | |||||||||||||||
The following table sets forth the assets and liabilities measured at fair value on a recurring basis, by input level, as of September 30, 2013 and December 31, 2012. | ||||||||||||||||
September 30, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 65,292 | $ | — | $ | — | $ | 65,292 | ||||||||
Total Assets | 65,292 | — | — | 65,292 | ||||||||||||
Other current liabilities (interest rate swap) | — | 894 | — | 894 | ||||||||||||
Other long-term liabilities (interest rate swap) | — | 1,190 | — | 1,190 | ||||||||||||
Total Liabilities | — | 2,084 | — | 2,084 | ||||||||||||
Accumulated other comprehensive loss (interest rate swap) | $ | — | $ | 2,084 | $ | — | $ | 2,084 | ||||||||
December 31, 2012 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 118,229 | $ | — | $ | — | $ | 118,229 | ||||||||
Total Assets | 118,229 | — | — | 118,229 | ||||||||||||
Other current liabilities (interest rate swap) | — | 861 | — | 861 | ||||||||||||
Other long-term liabilities (interest rate swap) | — | 1,890 | — | 1,890 | ||||||||||||
Total Liabilities | — | 2,751 | — | 2,751 | ||||||||||||
Accumulated other comprehensive loss (interest rate swap) | $ | — | $ | 2,751 | $ | — | $ | 2,751 | ||||||||
As of September 30, 2013 and December 31, 2012, the only financial assets and liabilities that are measured at fair value on a recurring basis are the Partnership’s money market accounts and derivative instruments. The carrying value of the Partnership’s debt approximates fair value. The Partnership has an interest rate swap that is measured at fair value on a recurring basis using Level 2 inputs (see Note 12 “Interest Rate Swap”). The fair values of these interest rate swap instruments are based on discounted cash flow models that incorporate the cash flows of the derivatives, as well as the current LIBOR rate and a forward LIBOR curve, along with other observable market inputs. The Partnership's cash and cash equivalents are all Level 1. The Partnership had no transfers of assets or liabilities between any of the above levels during the nine months ended September 30, 2013 and 2012. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
Distribution | |
On October 31, 2013, the board of directors of the Partnership’s general partner declared a cash distribution for the third quarter of 2013 to the Partnership’s unitholders of $0.36 per unit, or $26.3 million in aggregate. The cash distribution will be paid on November 18, 2013 to unitholders of record at the close of business on November 11, 2013. |
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 9 Months Ended | ||||||
Sep. 30, 2013 | |||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||
Summary of the common units and phantom units activity | ' | ||||||
A summary of the common units and phantom units (collectively “Units”) activity during the nine months ended September 30, 2013 is presented below: | |||||||
Units | Weighted-Average | ||||||
Grant Date Fair Value | |||||||
Non-vested at December 31, 2012 | 201,812 | $ | 23.7 | ||||
Granted | — | — | |||||
Vested | (21,158 | ) | 20.09 | ||||
Forfeited | — | — | |||||
Non-vested at September 30, 2013 | 180,654 | $ | 24.12 | ||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule of inventories | ' | |||||||
Inventories consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Finished goods | $ | 8,083 | $ | 5,234 | ||||
Raw materials and precious metals | 9,412 | 7,038 | ||||||
Parts and supplies | 15,343 | 16,677 | ||||||
$ | 32,838 | $ | 28,949 | |||||
Property_Plant_and_Equipment_T
Property, Plant, and Equipment (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Summary of costs for property, plant, and equipment | ' | |||||||
A summary of costs for property, plant, and equipment is as follows: | ||||||||
September 30 | December 31, | |||||||
2013 | 2012 | |||||||
(in thousands) | ||||||||
Land and improvements | $ | 4,815 | $ | 2,611 | ||||
Buildings and improvements | 1,613 | 1,223 | ||||||
Machinery and equipment | 538,696 | 403,682 | ||||||
Automotive equipment | 357 | 357 | ||||||
Furniture and fixtures | 360 | 343 | ||||||
Railcars | 7,995 | 2,496 | ||||||
Construction in progress | 11,928 | 132,428 | ||||||
$ | 565,764 | $ | 543,140 | |||||
Less: Accumulated depreciation | 150,054 | 131,540 | ||||||
Total property, plant and equipment, net | $ | 415,710 | $ | 411,600 | ||||
Partners_Capital_and_Partnersh1
Partners' Capital and Partnership Distributions (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Summary of cash distributions paid to unitholders | ' | |||||||||||||||
The following is a summary of cash distributions paid to the Partnership’s unitholders during 2013 for the respective quarters to which the distributions relate: | ||||||||||||||||
December 31, | March 31, | June 30, | Total Cash | |||||||||||||
2012 | 2013 | 2013 | Distributions | |||||||||||||
Paid in 2013 | ||||||||||||||||
($ in millions, expect per common unit amounts) | ||||||||||||||||
Amount paid to CRLLC | $ | 9.8 | $ | 31.1 | $ | 22.7 | $ | 63.5 | ||||||||
Amounts paid to public unitholders | 4.2 | 13.5 | 19.9 | 37.7 | ||||||||||||
Total amount paid | $ | 14 | $ | 44.6 | $ | 42.6 | $ | 101.2 | ||||||||
Per common unit | $ | 0.192 | $ | 0.61 | $ | 0.583 | $ | 1.385 | ||||||||
Common units outstanding (in thousands) | 73,065 | 73,065 | 73,075 | |||||||||||||
Net_Income_Per_Common_Unit_Tab
Net Income Per Common Unit (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Earnings Per Share [Abstract] | ' | |||||||||||||||
Schedule of calculation of net income per common unit | ' | |||||||||||||||
The following table illustrates the Partnership's calculation of net income per common unit (in thousands, except per unit information): | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
September 30, | September 30, | |||||||||||||||
2013 | 2012 | 2013 | 2012 | |||||||||||||
Net income | $ | 19,705 | $ | 31,557 | $ | 90,695 | $ | 96,889 | ||||||||
Net income per common unit, basic | $ | 0.27 | $ | 0.43 | $ | 1.24 | $ | 1.32 | ||||||||
Net income per common unit, diluted | $ | 0.27 | $ | 0.43 | $ | 1.24 | $ | 1.32 | ||||||||
Weighted-average common units outstanding, basic | 73,076 | 73,045 | 73,070 | 73,037 | ||||||||||||
Weighted-average common units outstanding, diluted | 73,225 | 73,191 | 73,229 | 73,193 | ||||||||||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Accrued Expenses and Other Current Liabilities | ' | |||||||
Schedule of accrued expenses and other current liabilities | ' | |||||||
Accrued expenses and other current liabilities were as follows: | ||||||||
30-Sep-13 | 31-Dec-12 | |||||||
(in thousands) | ||||||||
Property taxes | $ | 1,979 | $ | 7,116 | ||||
Other current liabilities (interest rate swap) | 894 | 861 | ||||||
Accrued interest | 458 | 500 | ||||||
Other accrued expenses and liabilities (1) | 1,541 | 1,003 | ||||||
$ | 4,872 | $ | 9,480 | |||||
____________ | ||||||||
-1 | Other accrued expenses and liabilities include amounts owed by the Partnership to Coffeyville Resources Refining & Marketing, LLC (“CRRM”), a related party, under the feedstock and shared services agreement. See Note 15 (“Related Party Transactions”) for additional discussion of amounts the Partnership owes related to the feedstock and shared services agreement. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 9 Months Ended | |||||||
Sep. 30, 2013 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ' | |||||||
Schedule of minimum required payments for operating leases and unconditional purchase obligations | ' | |||||||
The minimum required payments for the Partnership’s operating leases and unconditional purchase obligations are as follows: | ||||||||
Operating | Unconditional | |||||||
Leases | Purchase | |||||||
Obligations(1) | ||||||||
(in thousands) | ||||||||
Three months ending December 31, 2013 | $ | 1,346 | $ | 5,105 | ||||
Year ending December 31, 2014 | 5,412 | 14,335 | ||||||
Year ending December 31, 2015 | 5,190 | 13,538 | ||||||
Year ending December 31, 2016 | 4,765 | 13,782 | ||||||
Year ending December 31, 2017 | 2,826 | 14,030 | ||||||
Thereafter | 6,931 | 105,440 | ||||||
$ | 26,470 | $ | 166,230 | |||||
_____________ | ||||||||
-1 | The Partnership’s purchase obligation for pet coke from CVR Refining has been derived from a calculation of the average pet coke price paid to CVR Refining over the preceding two year period. |
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2013 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ' | |||||||||||||||
Schedule of assets and liabilities measured at fair value on a recurring basis | ' | |||||||||||||||
The following table sets forth the assets and liabilities measured at fair value on a recurring basis, by input level, as of September 30, 2013 and December 31, 2012. | ||||||||||||||||
September 30, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 65,292 | $ | — | $ | — | $ | 65,292 | ||||||||
Total Assets | 65,292 | — | — | 65,292 | ||||||||||||
Other current liabilities (interest rate swap) | — | 894 | — | 894 | ||||||||||||
Other long-term liabilities (interest rate swap) | — | 1,190 | — | 1,190 | ||||||||||||
Total Liabilities | — | 2,084 | — | 2,084 | ||||||||||||
Accumulated other comprehensive loss (interest rate swap) | $ | — | $ | 2,084 | $ | — | $ | 2,084 | ||||||||
December 31, 2012 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Location and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 118,229 | $ | — | $ | — | $ | 118,229 | ||||||||
Total Assets | 118,229 | — | — | 118,229 | ||||||||||||
Other current liabilities (interest rate swap) | — | 861 | — | 861 | ||||||||||||
Other long-term liabilities (interest rate swap) | — | 1,890 | — | 1,890 | ||||||||||||
Total Liabilities | — | 2,751 | — | 2,751 | ||||||||||||
Accumulated other comprehensive loss (interest rate swap) | $ | — | $ | 2,751 | $ | — | $ | 2,751 | ||||||||
Formation_of_the_Partnership_O1
Formation of the Partnership, Organization and Nature of Business (Details) (USD $) | 26 Months Ended | 0 Months Ended | 4 Months Ended | 26 Months Ended | 0 Months Ended | 4 Months Ended | ||
In Millions, except Share data, unless otherwise specified | 27-May-13 | 28-May-13 | Sep. 30, 2013 | 27-May-13 | 28-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | Apr. 18, 2012 |
Initial public offering | Secondary offering | Secondary offering | CRLLC | CRLLC | CRLLC | CVR Energy, Inc | CVR Energy, Inc | |
Initial public offering | Secondary offering | Secondary offering | Offer | Offer | ||||
payment | ||||||||
Formation of the Partnership, Organization and Nature of Business | ' | ' | ' | ' | ' | ' | ' | ' |
Price per share of common stock offered in tender offer (in dollars per share) | ' | ' | ' | ' | ' | ' | ' | $30 |
Number of non-transferable contingent cash payment rights for each share | ' | ' | ' | ' | ' | ' | ' | 1 |
Aggregate ownership percentage | ' | ' | ' | ' | ' | ' | 82.00% | ' |
Percentage of limited partner interest held by the public | 30.00% | ' | 47.00% | ' | ' | ' | ' | ' |
Limited partner interest (as a percent) | ' | ' | ' | 70.00% | ' | 53.00% | ' | ' |
Number of limited partner units sold in public offering | ' | ' | ' | ' | 12,000,000 | ' | ' | ' |
Offering price per unit (in dollars per share) | ' | ' | ' | ' | $25.15 | ' | ' | ' |
Number of partnership units which underwriters can purchase in offering (in shares) | ' | ' | ' | ' | 1,800,000 | ' | ' | ' |
Net proceeds from offering | ' | ' | ' | ' | $292.60 | ' | ' | ' |
Underwriting fees paid | ' | ' | ' | ' | 9.2 | ' | ' | ' |
Offering costs incurred | ' | $0.50 | ' | ' | ' | ' | ' | ' |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Apr. 18, 2012 |
payment | payment | ||||
Share-Based Compensation | ' | ' | ' | ' | ' |
Percentage of allocation of share-based compensation expense | ' | ' | 100.00% | ' | ' |
CVR Energy, Inc | CVR Energy LTIP | Restricted Stock | ' | ' | ' | ' | ' |
Other disclosures | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '3 years | ' | ' |
Price at which holders of Shares will receive upon vesting of award (in dollars per share) | ' | ' | ' | ' | $30 |
Additional share-based compensation incurred upon modification | ' | ' | ' | $1.90 | ' |
Number of non-transferable contingent cash payments right for each share | 1 | ' | 1 | ' | ' |
Unrecognized compensation cost | 0.9 | ' | 0.9 | ' | ' |
Weighted-average period for amortization of unrecognized compensation cost | ' | ' | '7 months 20 days | ' | ' |
Compensation expense | $0.30 | $0.60 | $1.50 | $3.60 | ' |
CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | ' | ' | ' | ' | ' |
Other disclosures | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '3 years | ' | ' |
Fraction of stock awards vested per year (as a percent) | ' | ' | 33.33% | ' | ' |
CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | Executive Officer | ' | ' | ' | ' | ' |
Other disclosures | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '1 year | ' | ' |
ShareBased_Compensation_Detail1
Share-Based Compensation (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Other disclosures | ' | ' | ' | ' | ' |
Liability for unvested awards related to employees | $3,749,000 | ' | $3,749,000 | ' | $4,931,000 |
CVR Partners LTIP | ' | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' | ' |
Common stock authorized for issuance (in shares) | 5,000,000 | ' | 5,000,000 | ' | ' |
CVR Partners LTIP | Phantom and common units | ' | ' | ' | ' | ' |
Non-vested shares activity | ' | ' | ' | ' | ' |
Non-vested at the beginning of the period (in shares) | ' | ' | 201,812 | ' | ' |
Granted (in shares) | ' | ' | 0 | ' | ' |
Vested (in shares) | ' | ' | -21,158 | ' | ' |
Forfeited (in shares) | ' | ' | 0 | ' | ' |
Non-vested at the end of the period (in shares) | 180,654 | ' | 180,654 | ' | ' |
Weighted-Average Grant-Date Fair Value | ' | ' | ' | ' | ' |
Non-vested at the beginning of the period (in dollars per share) | ' | ' | $23.70 | ' | ' |
Granted (in dollars per share) | ' | ' | $0 | ' | ' |
Vested (in dollars per share) | ' | ' | $20.09 | ' | ' |
Forfeited (in dollars per share) | ' | ' | $0 | ' | ' |
Non-vested at the end of the period (in dollars per share) | $24.12 | ' | $24.12 | ' | ' |
Unrecognized compensation cost | 1,300,000 | ' | 1,300,000 | ' | ' |
Weighted-average period for amortization of unrecognized compensation cost | ' | ' | '1 year | ' | ' |
Compensation expense | 0 | 600,000 | 1,000,000 | 1,700,000 | ' |
Other disclosures | ' | ' | ' | ' | ' |
Liability for unvested awards related to employees | $400,000 | ' | $400,000 | ' | $200,000 |
CVR Partners LTIP | Employees | Phantom and common units | ' | ' | ' | ' | ' |
Share-Based Compensation | ' | ' | ' | ' | ' |
Vesting period | ' | ' | '3 years | ' | ' |
Inventories_Details
Inventories (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Finished goods | $8,083 | $5,234 |
Raw materials and precious metals | 9,412 | 7,038 |
Parts and supplies | 15,343 | 16,677 |
Inventories | $32,838 | $28,949 |
Property_Plant_and_Equipment_D
Property, Plant, and Equipment (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | $565,764,000 | ' | $565,764,000 | ' | $543,140,000 |
Less: Accumulated depreciation | 150,054,000 | ' | 150,054,000 | ' | 131,540,000 |
Total net, property, plant, and equipment | 415,710,000 | ' | 415,710,000 | ' | 411,600,000 |
Capitalized interest | 100,000 | 900,000 | 500,000 | 2,100,000 | ' |
Land and improvements | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | 4,815,000 | ' | 4,815,000 | ' | 2,611,000 |
Buildings and improvements | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | 1,613,000 | ' | 1,613,000 | ' | 1,223,000 |
Machinery and equipment | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | 538,696,000 | ' | 538,696,000 | ' | 403,682,000 |
Automotive equipment | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | 357,000 | ' | 357,000 | ' | 357,000 |
Furniture and fixtures | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | 360,000 | ' | 360,000 | ' | 343,000 |
Railcars | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | 7,995,000 | ' | 7,995,000 | ' | 2,496,000 |
Construction in progress | ' | ' | ' | ' | ' |
Property, Plant, and Equipment | ' | ' | ' | ' | ' |
Gross property, plant and equipment | $11,928,000 | ' | $11,928,000 | ' | $132,428,000 |
Partners_Capital_and_Partnersh2
Partners' Capital and Partnership Distributions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||
In Millions, except Share data, unless otherwise specified | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
partnership_interest | CRLLC | CRLLC | CRLLC | CRLLC | ||||
Equity [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' |
Number of types of partnership interests outstanding | ' | ' | ' | 2 | ' | ' | ' | ' |
Partners' Capital | ' | ' | ' | ' | ' | ' | ' | ' |
Common units issued (in units) | ' | ' | 73,065,143 | 73,078,048 | ' | ' | ' | ' |
Common units outstanding (in units) | 73,074,945 | 73,065,143 | 73,065,143 | 73,078,048 | ' | ' | 38,920,000 | ' |
Maximum period after the end of each quarter of cash distribution to common unitholders | ' | ' | ' | '60 days | ' | ' | ' | ' |
Amount paid to CRLLC | $22.70 | $31.10 | $9.80 | $63.50 | ' | ' | ' | ' |
Amounts paid to public unitholders | 19.9 | 13.5 | 4.2 | 37.7 | ' | ' | ' | ' |
Total amount paid | $42.60 | $44.60 | $14 | $101.20 | $22.70 | $30.50 | $63.50 | $87.10 |
Per common unit (in dollars per share) | $0.58 | $0.61 | $0.19 | $1.39 | ' | ' | ' | ' |
Net_Income_Per_Common_Unit_Det
Net Income Per Common Unit (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Earnings Per Share [Abstract] | ' | ' | ' | ' |
Net income | $19,705 | $31,557 | $90,695 | $96,889 |
Net income per common unit, basic (in dollars per unit) | $0.27 | $0.43 | $1.24 | $1.32 |
Net income per common unit, diluted (in dollars per unit) | $0.27 | $0.43 | $1.24 | $1.32 |
Weighted-average common units outstanding, basic (in units) | 73,076 | 73,045 | 73,070 | 73,037 |
Weighted-average common units outstanding, diluted (in units) | 73,225 | 73,191 | 73,229 | 73,193 |
Cost_Classifications_Details
Cost Classifications (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Costs and Expenses [Abstract] | ' | ' | ' | ' |
Depreciation and amortization not included in direct operating expenses | $6.50 | $5.20 | $18.30 | $15.70 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | ||
In Thousands, unless otherwise specified | ||||
Accrued Expenses and Other Current Liabilities | ' | ' | ||
Property taxes | $1,979 | $7,116 | ||
Other current liabilities (interest rate swap) | 894 | 861 | ||
Accrued interest | 458 | 500 | ||
Other accrued expenses and liabilities | 1,541 | [1] | 1,003 | [1] |
Accrued expenses and other current liabilities | $4,872 | $9,480 | ||
[1] | Other accrued expenses and liabilities include amounts owed by the Partnership to Coffeyville Resources Refining & Marketing, LLC (“CRRMâ€), a related party, under the feedstock and shared services agreement. See Note 15 (“Related Party Transactionsâ€) for additional discussion of amounts the Partnership owes related to the feedstock and shared services agreement. |
Credit_Facility_Details
Credit Facility (Details) (USD $) | 9 Months Ended | 9 Months Ended | 0 Months Ended | |||||||||
Sep. 30, 2013 | Sep. 30, 2013 | Apr. 13, 2011 | Apr. 13, 2011 | Sep. 30, 2013 | Apr. 13, 2011 | Apr. 13, 2011 | Sep. 30, 2013 | Apr. 13, 2011 | Sep. 30, 2013 | Apr. 13, 2011 | Apr. 13, 2011 | |
quarter | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | Term loan facility | Term loan facility | Revolving credit facility | Revolving credit facility | Revolving credit facility | |
Eurodollar | Eurodollar | Eurodollar | Prime | Prime | Prime | CRNF | CRNF | CRNF | CRNF | CRNF | ||
Minimum | Maximum | Minimum | Maximum | Maximum | ||||||||
Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Borrowing capacity | ' | ' | ' | ' | ' | ' | ' | $125,000,000 | $125,000,000 | ' | $25,000,000 | ' |
Uncommitted incremental facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50,000,000 |
Amounts outstanding | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0 | ' | ' |
Number of trailing quarters used in calculating the leverage ratio | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Variable rate basis | ' | 'Eurodollar rate | ' | ' | 'prime rate | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate (as a percent) | ' | 3.50% | 3.50% | 4.25% | 2.50% | 2.50% | 3.25% | ' | ' | ' | ' | ' |
Interest_Rate_Swap_Details
Interest Rate Swap (Details) (CRNF, USD $) | Sep. 30, 2013 | Apr. 13, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jul. 01, 2011 | Jun. 30, 2011 |
In Millions, unless otherwise specified | Term loan facility | Term loan facility | Designated as hedges | Designated as hedges | Designated as hedges | Designated as hedges | Designated as hedges | Designated as hedges | Designated as hedges | Designated as hedges |
Interest rate swap agreements entered into on June 30, 2011 | Interest rate swap agreements entered into on July 1, 2011 | Interest rate swap agreements | Interest rate swap agreements | Interest rate swap agreements | Interest rate swap agreements | Interest rate swap agreements | Interest rate swap agreements | |||
agreement | agreement | |||||||||
Interest rate swap | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of agreements | ' | ' | ' | ' | ' | ' | ' | ' | 2 | 2 |
Borrowing capacity on credit facility | $125 | $125 | ' | ' | ' | ' | ' | ' | ' | ' |
Aggregate notional amount | ' | ' | ' | ' | 62.5 | ' | 62.5 | ' | ' | ' |
Floating rate basis | ' | ' | 'three month LIBOR | 'three month LIBOR | ' | ' | 'three month LIBOR | ' | ' | ' |
Fixed rate (as a percent) | ' | ' | 1.94% | 1.98% | ' | ' | ' | ' | ' | ' |
Settlement period | ' | ' | '90 days | '90 days | ' | ' | ' | ' | ' | ' |
Average fixed rate of interest (as a percent) | ' | ' | ' | ' | 1.96% | ' | 1.96% | ' | ' | ' |
Effective rate (as a percent) | ' | ' | ' | ' | 4.57% | ' | 4.57% | ' | ' | ' |
Interest Rate Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | ' | ' | ' | ' | ($0.30) | ($0.20) | ($0.80) | ($0.70) | ' | ' |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||
Operating Leases | ' | ' | ' | ' | ||
Three months ending December 31, 2013 | $1,346 | ' | $1,346 | ' | ||
Year ending December 31, 2014 | 5,412 | ' | 5,412 | ' | ||
Year ending December 31, 2015 | 5,190 | ' | 5,190 | ' | ||
Year ending December 31, 2016 | 4,765 | ' | 4,765 | ' | ||
Year ending December 31, 2017 | 2,826 | ' | 2,826 | ' | ||
Thereafter | 6,931 | ' | 6,931 | ' | ||
Operating leases | 26,470 | ' | 26,470 | ' | ||
Year ending December 31, 2013 | ' | ' | ' | ' | ||
Three months ending December 31, 2013 | 5,105 | [1] | ' | 5,105 | [1] | ' |
Year ending December 31, 2014 | 14,335 | [1] | ' | 14,335 | [1] | ' |
Year ending December 31, 2015 | 13,538 | [1] | ' | 13,538 | [1] | ' |
Year ending December 31, 2016 | 13,782 | [1] | ' | 13,782 | [1] | ' |
Year ending December 31, 2017 | 14,030 | [1] | ' | 14,030 | [1] | ' |
Thereafter | 105,440 | [1] | ' | 105,440 | [1] | ' |
Unconditional purchase obligations | 166,230 | [1] | ' | 166,230 | [1] | ' |
CRNF | ' | ' | ' | ' | ||
Unrecorded purchase agreements | ' | ' | ' | ' | ||
Lease expenses | $1,200 | $1,100 | $3,600 | $3,200 | ||
Purchase obligation for pet coke | CVR Refining, LP | ' | ' | ' | ' | ||
Unrecorded purchase agreements | ' | ' | ' | ' | ||
Period for calculation of the average pet coke price paid to CVR Refining | ' | ' | '2 years | ' | ||
[1] | The Partnership’s purchase obligation for pet coke from CVR Refining has been derived from a calculation of the average pet coke price paid to CVR Refining over the preceding two year period. |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
HollyFrontier Corporation | ' | ' | ' | ' |
Long-term commitments | ' | ' | ' | ' |
Expenses related to agreement | $1,300,000 | $1,300,000 | $3,500,000 | $3,600,000 |
Material | Linde, Inc. | CRNF | ' | ' | ' | ' |
Long-term commitments | ' | ' | ' | ' |
Committed contractual payments per month | ' | ' | 300,000 | ' |
Expenses related to agreement | $900,000 | $300,000 | $2,900,000 | $3,200,000 |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 3) (USD $) | 0 Months Ended | 9 Months Ended | 12 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Feb. 25, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Litigation | Litigation | Litigation | Litigation | Litigation | Litigation | Litigation | EHS | EHS | EHS | EHS | |
CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | |||||
Commitments and Contingencies | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Property tax abatement period | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in property tax expenses | ' | ' | $11,300,000 | $11,400,000 | $11,700,000 | $10,700,000 | $10,700,000 | ' | ' | ' | ' |
Decrease in property tax expenses | 10,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Tax exemption period | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expenses related to environmental, health and safety (EHS) matters | ' | ' | ' | ' | ' | ' | ' | $22,000 | $64,000 | $34,000 | $300,000 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Apr. 30, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Apr. 30, 2011 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | 4-May-12 | Sep. 30, 2013 | 4-May-12 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Coke Supply Agreement | Coke Supply Agreement | Coke Supply Agreement | Coke Supply Agreement | Coke Supply Agreement | Terminal Operating and Lease Agreement | Terminal Operating and Lease Agreement | Terminal Operating and Lease Agreement | Terminal Operating and Lease Agreement | Lease Agreement | Lease Agreement | Lease Agreement | Lease Agreement | Services Agreement | Services Agreement | Services Agreement | Services Agreement | Services Agreement | Limited Partnership Agreement | Limited Partnership Agreement | Limited Partnership Agreement | Limited Partnership Agreement | Limited Partnership Agreement | Railcar Lease Agreement | Railcar Lease Agreement | Railcar Lease Agreement | Railcar Lease Agreement | Secondary offering | CRNF | CRNF | CRNF | CRNF | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRRM | CRLLC | CRLLC | CRLLC | CRLLC | CRLLC | CRLLC | CRLLC | CRLLC | Coffeyville Resources Terminal, LLC | Coffeyville Resources Terminal, LLC | Coffeyville Resources Terminal, LLC | CVR GP, LLC | CVR GP, LLC | CVR GP, LLC | CVR GP, LLC | CVR GP, LLC | CVR GP, LLC | American Railcar Leasing, LLC | ||||||||
affiliate | Maximum | Hydrogen | Hydrogen | Hydrogen | Hydrogen | Hydrogen | High-pressure steam | High-pressure steam | High-pressure steam | High-pressure steam | Nitrogen | Nitrogen | Nitrogen | Nitrogen | Products and services, excluding hydrogen | Products and services, excluding hydrogen | Petroleum coke | Petroleum coke | Petroleum coke | Petroleum coke | Petroleum coke | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | CRNF | Registration Rights Agreement | Registration Rights Agreement | CRNF | CRNF | CRNF | CRNF | CRNF | CVR Energy, Inc | CVR Energy, Inc | CVR Energy, Inc | CVR Energy, Inc | CVR Energy, Inc | CVR Energy, Inc | Railcar Lease Agreement | ||||||||||||||||||||||||||||||||||||||||
Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Feedstock and Shared Services Agreement | Coke Supply Agreement | Coke Supply Agreement | Coke Supply Agreement | Lease Agreement | Lease Agreement | Lease Agreement | Environmental Agreement | Coke Supply Agreement | Coke Supply Agreement | Terminal Operating and Lease Agreement | Terminal Operating and Lease Agreement | Terminal Operating and Lease Agreement | Services Agreement | Services Agreement | Services Agreement | GP Services Agreement | GP Services Agreement | GP Services Agreement | railcar | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Hydrogen | Hydrogen | Hydrogen | Hydrogen | Tail gas | Tail gas | Tail gas | Tail gas | Tail gas | Tail gas | Instrument air | Instrument air | Instrument air | Tank capacity | Tank capacity | Tank capacity | Tank capacity | Sulfur | Sulfur | Sulfur | Sulfur | Petroleum coke | Petroleum coke | Petroleum coke | Minimum | Maximum | Minimum | Petroleum coke | Petroleum coke | Maximum | Minimum | Maximum | affiliate | Minimum | Maximum | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Minimum | Maximum | renewal | T | Minimum | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
T | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Related party transactions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of parties | ' | ' | ' | ' | ' | ' | ' | ' | 2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revenue from related party | $69,199,000 | ' | ' | ' | $75,013,000 | $239,444,000 | $234,720,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $800,000 | $300,000 | $4,700,000 | $6,000,000 | ' | ($44,000) | $23,000 | ($12,000) | $57,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cost of product sold (exclusive of depreciation and amortization) | 12,975,000 | ' | ' | ' | 11,297,000 | 39,200,000 | 34,620,000 | ' | ' | ' | 300,000 | 100,000 | 600,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,200,000 | 2,500,000 | 7,400,000 | 7,800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 300,000 | 400,000 | 800,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Receivables | 1,045,000 | ' | ' | 605,000 | ' | 1,045,000 | ' | ' | ' | ' | 800,000 | ' | 800,000 | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | 200,000 | ' | 200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net reimbursed or (paid) direct operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | -8,000 | -2,000 | -10,000 | -42,000 | 100,000 | 400,000 | 400,000 | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | 0 | 300,000 | 100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for payment of cost of installation of pipe | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of payment agreed to be paid for cost of capital in fourth year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 15.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Asset included in other non-current assets | 1,181,000 | ' | ' | 1,315,000 | ' | 1,181,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | ' | 1,200,000 | ' | 1,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Liability included in other current liabilities | 3,327,000 | ' | ' | 3,220,000 | ' | 3,327,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 800,000 | 400,000 | 300,000 | ' | 300,000 | ' | 600,000 | ' | ' | ' | ' | ' | ' | ' | ' | 2,200,000 | ' | 2,200,000 | ' | 2,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 400,000 | ' | 400,000 | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Due to Related Parties, Noncurrent | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100,000 | ' | 100,000 | ' | 400,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price of product when produced by Linde air separation plant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase price of product, if not available from the Linde air separation plant | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 18,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Reimbursed of direct operating expenses | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | 0 | 0 | ' | ' | ' | ' | -24,000 | 0 | -89,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial term of agreement | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | '20 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Renewal period of agreement | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' |
Notice period for termination of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | '180 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | '180 days | '1 year | ' | '180 days | '1 year | ' |
Percentage of annual production of pet coke to be delivered | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Annual production of pet coke | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Monthly production volume of product which allows for the purchasing party the option to purchase any excess at rates stated in the agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 41,667 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Average percentage of pet coke obtained during the last five years from CRRM's adjacent crude oil refinery | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 70.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Period for which average percentage of pet coke is obtained from CRRM's adjacent crude oil refinery | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pet coke price used to calculate the UAN-based price under the related party agreement (in dollars per ton) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 25 | 5 | 40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
UAN-based netback price, exclusive of transportation cost, under the related party agreement (in dollars per ton) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 205 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Pet coke price adjustment for every $1.00 change in the UAN netback price, exclusive of transportation cost, used to calculate the UAN-based price under the related party agreement (in dollars per ton) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
UAN-based netback price change, exclusive of transportation cost, under the related party agreement (in dollars per ton) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notice period for termination of agreement during any renewal term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | ' | ' | ' | ' | ' |
Annual rent to be paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fees to be paid for UAN placed into the terminal (in dollars per ton) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fees to be paid for UAN placed out of the terminal (in dollars per ton) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease expense | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 28,000 | 12,000 | 83,000 | 12,000 | 27,000 | 26,000 | 80,000 | 78,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | 1,100,000 | 3,600,000 | 3,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of times the agreement can be renewed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional renewal period of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '1 year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notice period for renewal of agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Unpaid amounts under the lease agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Notice period for exclusion of service from agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '180 days | ' | ' | '180 days | ' | ' | ' |
Expenses from transaction with related party | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 3,800,000 | 2,400,000 | 10,700,000 | 7,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 4,588,000 | ' | ' | ' | 5,076,000 | 15,810,000 | 18,030,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 2,600,000 | 1,700,000 | 7,300,000 | 5,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Direct operating expenses (exclusive of depreciation and amortization) | 23,754,000 | ' | ' | ' | 21,063,000 | 70,728,000 | 66,424,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | 700,000 | 3,500,000 | 2,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Personnel costs | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,200,000 | 800,000 | 3,200,000 | 2,400,000 | ' | 800,000 | 1,100,000 | 2,800,000 | 3,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of affiliates of the general partner which may be delegated the performance of the general partner's services under the agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1 | ' | ' | ' |
Payables included in personnel accruals | 1,314,000 | ' | ' | 1,865,000 | ' | 1,314,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1,300,000 | ' | 1,300,000 | ' | 1,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash distributions | ' | 42,600,000 | 44,600,000 | 14,000,000 | ' | 101,200,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22,700,000 | 30,500,000 | 63,500,000 | 87,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of railcars | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 199 |
Purchased railcars which were previously leased | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 |
Offering costs paid | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Expenses related to Registration Rights Agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $400,000 | $1,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | 9 Months Ended | |
Sep. 30, 2013 | Dec. 31, 2012 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Accumulated other comprehensive loss (interest rate swap) | $2,084,000 | $2,751,000 |
Tranfers of assets or liabilities between any of input levels | 0 | ' |
Recurring | Level 1 | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents (money market account) | 65,292,000 | 118,229,000 |
Total Assets | 65,292,000 | 118,229,000 |
Other current liabilities (interest rate swap) | 0 | 0 |
Other long-term liabilities (interest rate swap) | 0 | 0 |
Total Liabilities | 0 | 0 |
Accumulated other comprehensive loss (interest rate swap) | 0 | 0 |
Recurring | Level 2 | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents (money market account) | 0 | 0 |
Total Assets | 0 | 0 |
Other current liabilities (interest rate swap) | 894,000 | 861,000 |
Other long-term liabilities (interest rate swap) | 1,190,000 | 1,890,000 |
Total Liabilities | 2,084,000 | 2,751,000 |
Accumulated other comprehensive loss (interest rate swap) | 2,084,000 | 2,751,000 |
Recurring | Level 3 | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents (money market account) | 0 | 0 |
Total Assets | 0 | 0 |
Other current liabilities (interest rate swap) | 0 | 0 |
Other long-term liabilities (interest rate swap) | 0 | 0 |
Total Liabilities | 0 | 0 |
Accumulated other comprehensive loss (interest rate swap) | 0 | 0 |
Recurring | Total | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash equivalents (money market account) | 65,292,000 | 118,229,000 |
Total Assets | 65,292,000 | 118,229,000 |
Other current liabilities (interest rate swap) | 894,000 | 861,000 |
Other long-term liabilities (interest rate swap) | 1,190,000 | 1,890,000 |
Total Liabilities | 2,084,000 | 2,751,000 |
Accumulated other comprehensive loss (interest rate swap) | $2,084,000 | $2,751,000 |
Subsequent_Events_Details
Subsequent Events (Details) (Subsequent event, Dividend declared, USD $) | 0 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Oct. 27, 2013 |
Subsequent event | Dividend declared | ' |
Subsequent events | ' |
Cash distribution declared (in dollars per share) | $0.36 |
Cash distribution declared | $26.30 |