Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Feb. 17, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | CVR PARTNERS, LP | ||
Entity Central Index Key | 1425292 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $632,771,032 | ||
Entity Common Stock, Shares Outstanding | 73,122,997 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $79,914 | $85,142 |
Accounts receivable, net of allowance for doubtful accounts of $34 and $50, at December 31, 2014 and 2013, respectively | 7,136 | 7,549 |
Inventories | 35,614 | 33,064 |
Prepaid expenses and other current assets, including $1,848 and $3,104 from affiliates at December 31, 2014 and 2013, respectively | 6,914 | 10,025 |
Total current assets | 129,578 | 135,780 |
Property, plant, and equipment, net of accumulated depreciation | 404,934 | 412,956 |
Goodwill | 40,969 | 40,969 |
Deferred financing costs, net | 272 | 1,236 |
Other long-term assets, including $957 and $1,136 with affiliates at December 31, 2014 and 2013, respectively | 3,086 | 2,513 |
Total assets | 578,839 | 593,454 |
Current liabilities: | ||
Accounts payable, including $2,279 and $4,289 due to affiliates at December 31, 2014 and 2013, respectively | 12,747 | 17,137 |
Personnel accruals, including $1,129 and $2,025 with affiliates at December 31, 2014 and 2013, respectively | 3,785 | 4,494 |
Deferred revenue | 13,613 | 696 |
Accrued expenses and other current liabilities, including $2,094 and $323 with affiliates at December 31, 2014 and 2013, respectively | 9,562 | 5,059 |
Total current liabilities | 39,707 | 27,386 |
Long-term liabilities: | ||
Long-term debt | 125,000 | 125,000 |
Other long-term liabilities, $67 with affiliates at December 31, 2013 | 201 | 1,147 |
Total long-term liabilities | 125,201 | 126,147 |
Commitments and contingencies | ||
Partners' capital: | ||
Common unitholders, 73,122,997 and 73,112,951 units issued and outstanding at December 31, 2014 and 2013, respectively | 414,968 | 441,819 |
General partner interest | 1 | 1 |
Accumulated other comprehensive loss | -1,038 | -1,899 |
Total partners' capital | 413,931 | 439,921 |
Total liabilities and partners' capital | $578,839 | $593,454 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts (in dollars) | $34 | $50 |
Prepaid expenses and other current assets, from affiliates (in dollars) | 1,848 | 3,104 |
Other long-term assets, with affiliates (in dollars) | 957 | 1,136 |
Accounts payable, due to affiliates (in dollars) | 2,279 | 4,289 |
Personnel accruals, with affiliates (in dollars) | 1,129 | 2,025 |
Due to Related Parties, Current | 2,094 | 323 |
Noncurrent due to related parties | $67 | |
Common unitholders, units issued | 73,122,997 | 73,112,951 |
Common unitholders, units outstanding | 73,122,997 | 73,112,951 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | $74,401 | $66,733 | $77,215 | $80,316 | $84,228 | $69,199 | $88,834 | $81,411 | $298,665 | $323,672 | $302,309 |
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 15,374 | 15,434 | 19,436 | 21,708 | 18,875 | 12,975 | 15,571 | 10,654 | 71,952 | 58,075 | 46,072 |
Direct operating expenses (exclusive of depreciation and amortization) | 21,744 | 26,108 | 26,917 | 24,189 | 23,363 | 23,754 | 24,418 | 22,557 | 98,958 | 94,092 | 95,614 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 3,816 | 3,963 | 5,270 | 4,654 | 5,267 | 4,588 | 5,592 | 5,630 | 17,703 | 21,076 | 24,142 |
Depreciation and amortization | 6,978 | 6,812 | 6,792 | 6,667 | 7,055 | 6,563 | 6,193 | 5,767 | 27,249 | 25,578 | 20,723 |
Total operating costs and expenses | 47,912 | 52,317 | 58,415 | 57,218 | 54,560 | 47,880 | 51,774 | 44,608 | 215,862 | 198,821 | 186,551 |
Operating income | 26,489 | 14,416 | 18,800 | 23,098 | 29,668 | 21,319 | 37,060 | 36,803 | 82,803 | 124,851 | 115,758 |
Other income (expense): | |||||||||||
Interest expense and other financing costs | -1,731 | -1,724 | -1,669 | -1,659 | -1,676 | -1,663 | -1,675 | -1,280 | -6,783 | -6,294 | -3,756 |
Interest income | 11 | 7 | 6 | 6 | 8 | 12 | 24 | 30 | 30 | 74 | 208 |
Other income, net | 23 | 33 | 0 | 15 | 5 | 34 | 46 | 9 | 71 | 93 | 65 |
Total other income (expense) | -1,697 | -1,684 | -1,663 | -1,638 | -1,663 | -1,617 | -1,605 | -1,241 | -6,682 | -6,127 | -3,483 |
Income before income tax expense (benefit) | 24,792 | 12,732 | 17,137 | 21,460 | 28,005 | 19,702 | 35,455 | 35,562 | 76,121 | 118,724 | 112,275 |
Income tax expense (benefit) | -55 | 13 | 7 | 7 | 84 | -3 | 18 | 9 | -28 | 108 | 52 |
Net income | 24,847 | 12,719 | 17,130 | 21,453 | 27,921 | 19,705 | 35,437 | 35,553 | 76,149 | 118,616 | 112,223 |
Net income per common unit - basic (in dollars per unit) | $0.34 | $0.17 | $0.23 | $0.29 | $0.38 | $0.27 | $0.48 | $0.49 | $1.04 | $1.62 | $1.54 |
Net income per common unit - diluted (in dollars per unit) | $0.34 | $0.17 | $0.23 | $0.29 | $0.38 | $0.27 | $0.48 | $0.49 | $1.04 | $1.62 | $1.53 |
Weighted-average common units outstanding: | |||||||||||
Basic (in units) | 73,117 | 73,115 | 73,113 | 73,113 | 73,079 | 73,076 | 73,068 | 73,065 | 73,115 | 73,072 | 73,039 |
Diluted (in units) | 73,133 | 73,139 | 73,146 | 73,145 | 73,224 | 73,225 | 73,230 | 73,233 | 73,139 | 73,228 | 73,193 |
Affiliates | |||||||||||
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 2,619 | 2,232 | 2,327 | 2,246 | 2,412 | 2,529 | 2,761 | 3,089 | 9,424 | 10,791 | 11,518 |
Direct operating expenses (exclusive of depreciation and amortization) | 833 | 621 | 817 | 753 | 806 | 1,058 | 1,205 | 1,003 | 3,024 | 4,072 | 2,277 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 2,867 | 3,035 | 3,973 | 3,536 | 4,126 | 3,620 | 4,153 | 4,219 | 13,411 | 16,118 | 17,269 |
Third parties | |||||||||||
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 12,755 | 13,202 | 17,109 | 19,462 | 16,463 | 10,446 | 12,810 | 7,565 | 62,528 | 47,284 | 34,554 |
Direct operating expenses (exclusive of depreciation and amortization) | 20,911 | 25,487 | 26,100 | 23,436 | 22,557 | 22,696 | 23,213 | 21,554 | 95,934 | 90,020 | 93,337 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $949 | $928 | $1,297 | $1,118 | $1,141 | $968 | $1,439 | $1,411 | $4,292 | $4,958 | $6,873 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net Income | $76,149 | $118,616 | $112,223 |
Other comprehensive income (loss): | |||
Change in fair value of interest rate swaps | -229 | -211 | -1,322 |
Net loss reclassified into income on settlement of interest rate swaps | 1,090 | 1,063 | 959 |
Other comprehensive income (loss) | 861 | 852 | -363 |
Total comprehensive income | $77,010 | $119,468 | $111,860 |
CONSOLIDATED_STATEMENT_OF_PART
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, 2011 | $489,489 | $491,876 | $1 | ($2,388) |
Balance (in units) at Dec. 31, 2011 | 73,030,936 | |||
Increase (Decrease) in Shareholders' Equity | ||||
Cash distributions to common unitholders b Affiliates | -112,380 | -112,380 | ||
Cash distributions to common unitholders b Non-affiliates | -48,814 | -48,814 | ||
Share-based compensation b Affiliates | 6,343 | 6,343 | ||
Share-based compensation | 492 | 492 | ||
Modification and reclassification of equity share-based compensation to a liability based award | -492 | -492 | ||
Issuance of units under LTIP - Affiliates (in units) | 47,463 | |||
Redemption of common units | -305 | -305 | ||
Redemption of common units (in units) | -13,256 | |||
Net Income | 112,223 | 112,223 | ||
Net gains (losses) on interest rate swaps | -363 | -363 | ||
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 Shareholders' Equity | ||||
Cash distributions to common unitholders b Affiliates | -77,539 | -77,539 | ||
Cash distributions to common unitholders b Non-affiliates | -49,970 | -49,970 | ||
Share-based compensation b Affiliates | 2,254 | 2,254 | ||
Issuance of units under LTIP - Affiliates (in units) | 74,251 | |||
Redemption of common units | -485 | -485 | ||
Redemption of common units (in units) | -26,443 | |||
Net Income | 118,616 | 118,616 | ||
Net gains (losses) on interest rate swaps | 852 | 852 | ||
Balance at Dec. 31, 2013 | 439,921 | 441,819 | 1 | -1,899 |
Balance (in units) at Dec. 31, 2013 | 73,112,951 | |||
Increase (Decrease) in Shareholders' Equity | ||||
Cash distributions to common unitholders b Affiliates | -54,877 | -54,877 | ||
Cash distributions to common unitholders b Non-affiliates | -48,213 | -48,213 | ||
Share-based compensation b Affiliates | 140 | 140 | ||
Issuance of units under LTIP - Affiliates (in units) | 14,288 | |||
Redemption of common units | -50 | -50 | ||
Redemption of common units (in units) | -4,242 | |||
Net Income | 76,149 | 76,149 | ||
Net gains (losses) on interest rate swaps | 861 | 861 | ||
Balance at Dec. 31, 2014 | $413,931 | $414,968 | $1 | ($1,038) |
Balance (in units) at Dec. 31, 2014 | 73,122,997 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net Income | $76,149 | $118,616 | $112,223 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 27,249 | 25,578 | 20,723 |
Allowance for doubtful accounts | -16 | -34 | -8 |
Amortization of deferred financing costs | 964 | 964 | 964 |
(Gain) loss on disposition of assets | 218 | -33 | 300 |
Share-based compensation b Affiliates | 157 | 573 | 497 |
Change in assets and liabilities: | |||
Accounts receivable | 429 | -710 | 2,525 |
Inventories | -2,550 | -4,115 | -5,824 |
Insurance receivable | 0 | 0 | -1,026 |
Prepaid expenses and other current assets | 3,111 | -7,587 | -126 |
Other long-term assets | 149 | -361 | -325 |
Accounts payable | -4,967 | -549 | 9,404 |
Deferred revenue | 12,917 | -269 | -8,054 |
Accrued expenses and other current liabilities | 3,553 | -5,095 | -3,638 |
Other long-term liabilities | -113 | -223 | -481 |
Net cash provided by operating activities | 118,878 | 129,009 | 133,497 |
Cash flows from investing activities: | |||
Capital expenditures | -21,076 | -43,754 | -82,151 |
Proceeds from sale of assets | 110 | 33 | 0 |
Insurance proceeds from UAN reactor rupture | 0 | 0 | 1,026 |
Net cash used in investing activities | -20,966 | -43,721 | -81,125 |
Cash flows from financing activities: | |||
Cash distributions to common unitholders b Affiliates | -54,877 | -77,539 | -112,380 |
Cash distribution to common unitholders b Non-affiliates | -48,213 | -49,970 | -48,814 |
Redemption of common units | -50 | -485 | -305 |
Net cash used in financing activities | -103,140 | -127,994 | -161,499 |
Net increase (decrease) in cash and cash equivalents | -5,228 | -42,706 | -109,127 |
Cash and cash equivalents, beginning of period | 85,142 | 127,848 | 236,975 |
Cash and cash equivalents, end of period | 79,914 | 85,142 | 127,848 |
Supplemental disclosures: | |||
Cash paid for income taxes, net | 55 | 71 | 28 |
Cash paid for interest, net of capitalized interest of $85, $597 and $3,205 in 2014, 2013 and 2012, respectively | 5,819 | 5,372 | 3,175 |
Non-cash investing and financing activities: | |||
Construction in progress additions included in accounts payable | 1,066 | 1,866 | 18,671 |
Change in accounts payable related to construction in progress additions | -800 | -16,805 | 8,826 |
Affiliates | |||
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Share-based compensation b Affiliates | $1,628 | $2,254 | $6,343 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Cash Flows [Abstract] | |||
Capitalized interest | $85 | $597 | $3,205 |
Formation_of_the_Partnership_O
Formation of the Partnership, Organization and Nature of Business | 12 Months Ended |
Dec. 31, 2014 | |
Formation of the Partnership, Organization and Nature of Business | |
Formation of the Partnership, Organization and Nature of Business | (1) Formation of the Partnership, Organization and Nature of Business |
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 subsidiaries, "CVR Energy") to own Coffeyville Resources Nitrogen Fertilizers, LLC ("CRNF"), previously a wholly-owned subsidiary of CVR Energy. 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. | |
In October 2007, CVR Energy, Inc., through its wholly-owned subsidiary, Coffeyville Resources, LLC ("CRLLC"), transferred CRNF, CRLLC's nitrogen fertilizer business, to the Partnership. This transfer was not considered a business combination as it was a transfer of assets among entities under common control and, accordingly, balances were transferred at their historical cost. The Partnership became the sole member of CRNF. In consideration for CRLLC transferring its nitrogen fertilizer business to the Partnership, (1) CRLLC directly acquired 30,333 special LP units, representing a 0.1% limited partner interest in the Partnership, (2) the Partnership's special general partner, a wholly-owned subsidiary of CRLLC, acquired 30,303,000 special GP units, representing a 99.9% general partner interest in the Partnership, and (3) the managing general partner, then owned by CRLLC, acquired a managing general partner interest and incentive distribution rights ("IDRs") of the Partnership. Immediately prior to CVR Energy's initial public offering, CVR Energy sold the managing general partner interest (together with the IDRs) to Coffeyville Acquisition III LLC ("CALLC III"), an entity owned by funds affiliated with Goldman, Sachs & Co. and Kelso & Company, L.P. and members of CVR Energy's management team, for its fair market value on the date of sale. As a result of CVR Energy's indirect ownership of the Partnership's special general partner, it initially owned all of the interests in the Partnership (other than the managing general partner interest and the IDRs) and initially was entitled to all cash distributed by the Partnership. | |
Initial Public Offering of CVR Partners, LP | |
On April 13, 2011, CVR Partners completed its initial public offering (the "Initial Public Offering") of 22,080,000 common units priced at $16.00 per unit. The common units, which are listed on the New York Stock Exchange, began trading on April 8, 2011 under the symbol "UAN." | |
The net proceeds to CVR Partners from the Initial Public Offering were approximately $324.2 million, after deducting underwriting discounts and commissions and offering expenses. The net proceeds from the Initial Public Offering were used to make certain distributions, purchase (and subsequently extinguish) the IDRs owned by the general partner, pay fees resulting from the credit facility, and the balance was used for or will be used for general partnership purposes, including our UAN expansion, and approximately $39.5 million which was used to fund other profit and growth capital expenses since the Initial Public Offering. | |
In connection with the Initial Public Offering, the Partnership's special LP units were converted into common units, the Partnership's special GP units were converted into common units, and the Partnership's special general partner was merged with and into CRLLC, with CRLLC continuing as the surviving entity. Additionally, in conjunction with CVR GP, LLC selling its IDRs to the Partnership, which were then extinguished, CALLC III sold CVR GP, LLC to CRLLC for a nominal amount. | |
Subsequent to the closing of the Initial Public Offering, common units held by public security holders represented approximately 30% of all outstanding limited partner interests and CRLLC held common units approximating 70% of all outstanding limited partner interests. | |
Secondary Offering of CVR Partners, LP | |
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. 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 December 31, 2014 and 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. | |
Management and Operations | |
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 14 ("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. | |
CVR Energy Transaction Agreement | |
On April 18, 2012, CVR Energy entered into a Transaction Agreement (the “Transaction Agreement”) with an affiliate of Icahn Enterprises L.P. (“IEP”). Pursuant to the Transaction Agreement, IEP's affiliate offered (the “Offer”) to purchase all of the issued and outstanding shares of CVR Energy’s common stock 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's affiliate announced that control of CVR Energy had been acquired through the Offer. As of December 31, 2014 and 2013, IEP and its affiliates owned approximately 82% of the shares of CVR Energy. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Summary of Significant Accounting Policies | (2) Summary of Significant Accounting Policies | |||||||||||
Principles of Consolidation | ||||||||||||
The accompanying Partnership consolidated financial statements include the accounts of CVR Partners and CRNF, its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. | ||||||||||||
Cash and Cash Equivalents | ||||||||||||
The Partnership considers all highly liquid money market accounts with original maturities of three months or less to be cash equivalents. Under the Partnership's cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified within accounts payable in the Consolidated Balance Sheets. The change in book overdrafts are reported in the Consolidated Statements of Cash Flows as a component of operating cash flows for accounts payable as they do not represent bank overdrafts. The amount of these checks included in accounts payable as of December 31, 2014 and 2013 was $2.0 million and $0.9 million, respectively. | ||||||||||||
Accounts Receivable, net | ||||||||||||
CVR Partners grants credit to its customers. Credit is extended based on an evaluation of a customer's financial condition; generally, collateral is not required. Accounts receivable are due on negotiated terms and are stated at amounts due from customers, net of an allowance for doubtful accounts. Accounts outstanding longer than their contractual payment terms are considered past due. CVR Partners determines its allowance for doubtful accounts by considering a number of factors, including the length of time trade accounts are past due, the customer's ability to pay its obligations to CVR Partners, and the condition of the general economy and the industry as a whole. CVR Partners writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. Amounts collected on accounts receivable are included in net cash provided by operating activities in the Consolidated Statements of Cash Flows. At December 31, 2014, one customer represented approximately 28% of the total accounts receivable balance (excluding accounts receivable with affiliates). At December 31, 2013, two customers individually represented greater than 10% and collectively represented approximately 31% of the total accounts receivable balance (excluding accounts receivable with affiliates). The largest concentration of credit for any one customer at December 31, 2013 was approximately 17% of the total accounts receivable balance (excluding accounts receivable with affiliates). | ||||||||||||
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, precious metals, 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. | ||||||||||||
Property, Plant, and Equipment | ||||||||||||
Additions to property, plant and equipment, including capitalized interest and certain costs allocable to construction and property purchases, are recorded at cost. Capitalized interest is added to any capital project over $1.0 million in costs which is expected to take more than six months to complete. Depreciation is computed using principally the straight-line method over the estimated useful lives of the various classes of depreciable assets. The lives used in computing depreciation for such assets are as follows: | ||||||||||||
Asset | Range of Useful | |||||||||||
Lives, in Years | ||||||||||||
Improvements to land | 30 | |||||||||||
Buildings | 30 | |||||||||||
Machinery and equipment | 5 to 30 | |||||||||||
Automotive equipment | 5 | |||||||||||
Furniture and fixtures | 3 to 7 | |||||||||||
Railcars | 25 to 40 | |||||||||||
Leasehold improvements are depreciated on the straight-line method over the shorter of the contractual lease term or the estimated useful life. Expenditures for routine maintenance and repair costs are expensed when incurred. Such expenses are reported in direct operating expenses (exclusive of depreciation and amortization) in the Partnership's Consolidated Statements of Operations. | ||||||||||||
Goodwill | ||||||||||||
Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired less liabilities assumed. Goodwill is not amortized but is tested for impairment annually or more frequently if events or changes in circumstances indicate the asset might be impaired. The Partnership uses November 1 of each year as its annual valuation date for its goodwill impairment test. See Note 7 ("Goodwill") for further discussion. | ||||||||||||
Deferred Financing Costs | ||||||||||||
In connection with the credit facility, the Partnership has incurred lender and other third-party costs. The costs associated with the credit facility have been deferred and are being amortized over the term of the credit facility as interest expense using the effective-interest amortization method for the term loan facility and the straight-line method for the revolving credit facility. | ||||||||||||
Planned Major Maintenance Costs | ||||||||||||
The direct-expense method of accounting is used for maintenance activities, including planned major maintenance activities and other less extensive shutdowns. Maintenance costs are recognized as expense when maintenance services are performed. Planned major maintenance activities generally occur every two to three years. During the year ended December 31, 2012, the nitrogen fertilizer facility completed a major scheduled turnaround. Costs of approximately $4.8 million, associated with the 2012 turnaround, are included in direct operating expenses (exclusive of depreciation and amortization) for the year ended December 31, 2012. See Note 17 ("Selected Quarterly Financial Information") for additional discussion of other downtime. | ||||||||||||
Cost Classifications | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) includes cost of freight and distribution expenses, pet coke expense and purchased ammonia. Cost of product sold exclude depreciation and amortization of approximately $0.4 million, $0.3 million and $0.1 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) consist primarily of energy and utility costs, direct costs of labor, property taxes, plant-related maintenance services and environmental and safety compliance costs as well as catalyst and chemical costs. Direct operating expenses also include allocated share-based compensation from CVR Energy, as discussed in Note 3 ("Share‑Based Compensation"). Direct operating expenses exclude depreciation and amortization of approximately $26.8 million, $25.3 million and $20.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. | ||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) consist primarily of direct and allocated legal expenses, treasury, accounting, marketing, human resources, information technology and maintaining the corporate offices in Texas and Kansas. Selling, general and administrative expenses also include direct and allocated share-based compensation from CVR Energy, as discussed in Note 3 ("Share‑Based Compensation"). Depreciation and amortization excluded from selling, general and administrative expenses was nominal the years ended December 31, 2014, 2013 and 2012. | ||||||||||||
Income Taxes | ||||||||||||
CVR Partners is treated as a partnership for U.S. federal income tax purposes. The income tax liability of the common unitholders is not reflected in the consolidated financial statements of the Partnership. 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 and a replacement tax in the State of Illinois. Under the Financial Accounting Standards Board ("FASB") Accounting Standards Codification Topic ("ASC") 740, Income Taxes, taxes based on income like the Texas franchise tax and the Illinois replacement tax are accounted for using the liability method under which deferred income taxes are recognized for the future tax effects of temporary differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities using the enacted statutory tax rates in effect at the end of the period. A valuation allowance for deferred tax assets is recorded when it is more likely than not that the benefit from the deferred tax asset will not be realized. When applicable, penalties and interest related to uncertain tax positions are recorded as income tax expense. | ||||||||||||
Segment Reporting | ||||||||||||
The Partnership accounts for segment reporting in accordance with ASC 280, Segment Reporting, which establishes standards for entities to report information about the operating segments and geographic areas in which they operate. CVR Partners only operates one segment and all of its operations are located in the United States. | ||||||||||||
Impairment of Long-Lived Assets | ||||||||||||
The Partnership accounts for impairment of long-lived assets in accordance with ASC 360, Property, Plant and Equipment — Impairment or Disposal of Long-Lived Assets ("ASC 360"). In accordance with ASC 360, the Partnership reviews long-lived assets (excluding goodwill) for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of are reported at the lower of their carrying value or fair value less cost to sell. No impairment charges were recognized for any of the periods presented. | ||||||||||||
Revenue Recognition | ||||||||||||
Revenues for products sold are recorded upon delivery of the products to customers, which is the point at which title is transferred, the customer has the assumed risk of loss, and payment has been received or collection is reasonably assured. Deferred revenue represents customer prepayments under contracts to guarantee a price and supply of nitrogen fertilizer in quantities expected to be delivered in the next 12 months in the normal course of business. Taxes collected from customers and remitted to governmental authorities are not included in reported revenues. | ||||||||||||
Shipping Costs | ||||||||||||
Pass-through finished goods delivery costs reimbursed by customers are reported in net sales, while an offsetting expense is included in cost of product sold (exclusive of depreciation and amortization). | ||||||||||||
Derivative Instruments and Fair Value of Financial Instruments | ||||||||||||
The Partnership uses forward swap contracts primarily to reduce the exposure to changes in interest rates on its debt and to provide a cash flow hedge. These derivative instruments have been designated as hedges for accounting purposes. Accordingly, these instruments are recorded at fair value in the Consolidated Balance Sheets, at each reporting period end. The actual measurement of the cash flow hedge ineffectiveness will be recognized in earnings, if applicable. The effective portion of the gain or loss on the swaps will be reported in accumulated other comprehensive income (loss) ("AOCI"), in accordance with ASC 815, Derivatives and Hedging. See Note 10 ("Interest Rate Swap Agreements") for further discussion. | ||||||||||||
Other financial instruments consisting of cash, accounts receivable, and accounts payable are carried at cost, which approximates fair value, as a result of the short-term nature of the instruments. | ||||||||||||
Share-Based Compensation | ||||||||||||
The Partnership has recorded share-based compensation related to the CVR Partners LTIP and has been allocated share-based compensation from CVR Energy and CRLLC. The Partnership accounts for share-based compensation in accordance with ASC 718, Compensation — Stock Compensation ("ASC 718"). ASC 718 requires that compensation costs relating to share-based payment transactions be recognized in a company's financial statements. ASC 718 applies to transactions in which an entity exchanges its equity instruments for goods or services and also may apply to liabilities an entity incurs for goods or services that are based on the fair value of those equity instruments. See Note 3 ("Share‑Based Compensation") for further discussion. | ||||||||||||
Environmental Matters | ||||||||||||
Liabilities related to future remediation costs of past environmental contamination of properties are recognized when the related costs are considered probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, internal and third-party assessments of contamination, available remediation technology, site-specific costs, and currently enacted laws and regulations. In reporting environmental liabilities, no offset is made for potential recoveries. Loss contingency accruals, including those for environmental remediation, are subject to revision as further information develops or circumstances change and such accruals can take into account the legal liability of other parties. Environmental expenditures are capitalized at the time of the expenditure when such costs provide future economic benefits. | ||||||||||||
Use of Estimates | ||||||||||||
The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles ("GAAP"), using management's best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from these estimates and judgments. | ||||||||||||
Related Party Transactions | ||||||||||||
CVR Energy, a related party, provides a variety of services to the Partnership, including cash management and financing services, employee benefits provided through CVR Energy's benefit plans, administrative services provided by CVR Energy's employees and management, insurance and office space leased in CVR Energy's headquarters building and other locations. As such, the accompanying consolidated financial statements include costs that have been incurred by CVR Energy on behalf of the Partnership. These amounts incurred by CVR Energy are then billed or allocated to the Partnership and are properly classified on the Consolidated Statements of Operations as either direct operating expenses (exclusive of depreciation and amortization) or as selling, general and administrative expenses (exclusive of depreciation and amortization). The billing and allocation of such costs are governed by the services agreement originally entered into by CVR Energy, Inc. and CVR Partners, LP and affiliated companies in October 2007, amended in connection with the Initial Public Offering and subsequently amended. The services agreement provides guidance for the treatment of certain general and administrative expenses and certain direct operating expenses incurred on the Partnership's behalf. Such expenses include, but are not limited to, salaries, benefits, share-based compensation expense, insurance, accounting, tax, legal and technology services. Costs are specifically incurred on behalf of the Partnership and are billed directly to the Partnership. See Note 14 ("Related Party Transactions") for a detailed discussion of the billing procedures and the basis for calculating the charges for specific products and services. | ||||||||||||
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. 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). See Note 14 ("Related Party Transactions") for a detailed discussion of the operation of the general partner and the basis of the reimbursements. | ||||||||||||
The table below reflects amounts billed by CVR Energy to the Partnership in accordance with the services agreement and the Partnership's limited partnership agreement for the years ended December 31, 2014, 2013 and 2012. Additionally, see Note 3 ("Share‑Based Compensation") for amounts incurred by CVR Energy and allocated to the Partnership with respect to share-based compensation arrangements excluded from the table below. | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $ | 3,758 | $ | 4,821 | $ | 2,990 | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,927 | 13,686 | 11,103 | |||||||||
$ | 15,685 | $ | 18,507 | $ | 14,093 | |||||||
See Note 14 ("Related Party Transactions") for further discussion on related party transactions. | ||||||||||||
Subsequent Events | ||||||||||||
The Partnership evaluated subsequent events, if any, that would require an adjustment to the Partnership's consolidated financial statements or require disclosure in the notes to the consolidated financial statements through the date of issuance of the consolidated financial statements. See Note 6 ("Partners’ Capital and Partnership Distributions") for further discussion on cash distributions declared. | ||||||||||||
New Accounting Pronouncements | ||||||||||||
In February 2013, the FASB issued Accounting Standard Update ("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 statement of operations line items affected by the reclassification. The standard is effective for interim and annual periods beginning January 1, 2013 and is to be applied prospectively. The Partnership adopted this standard as of January 1, 2013. The adoption of this standard did not materially expand the Partnership's consolidated financial statements and footnote disclosures. | ||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" ("ASU 2014-09"), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The standard is effective for interim and annual periods beginning after December 15, 2016 and permits the use of either the retrospective or cumulative effect transition method. Early adoption is not permitted. The Partnership has not yet selected a transition method and is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. |
ShareBased_Compensation
Share-Based Compensation | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||
Share-Based Compensation | (3) Share‑Based Compensation | ||||||||||
Certain employees of CVR Partners 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 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 the Partnership. For employees of 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 the allocated share-based compensation for certain plans as discussed below. Allocated expense amounts related to plans for which the Partnership is not responsible for payment are reflected as an increase or decrease to partners' capital. | |||||||||||
The Partnership has been allocated share-based compensation expense for restricted stock units, performance units and incentive units from CVR Energy. The Partnership is not responsible for payment of cash related to any restricted stock units allocated to the Partnership by CVR Energy; however, the Partnership is responsible for payment of cash on both the performance units and incentive units. For restricted stock units, the Partnership recognizes the costs of the share-based compensation incurred by CVR Energy on its behalf in selling, general and administrative expenses (exclusive of depreciation and amortization) and direct operating expenses (exclusive of depreciation and amortization) and a corresponding increase or decrease to partners' capital/divisional equity, as the costs are incurred on the Partnership's behalf, following the guidance issued by the FASB regarding the accounting for equity instruments that are issued to other than employees for acquiring, or in conjunction with selling goods or services, which require remeasurement at each reporting period through the performance commitment period, or in the Partnership's case, through the vesting period. For performance units and incentive units, the Partnership recognizes the costs of the share-based compensation incurred by CVR Energy on its behalf in selling, general and administrative expenses (exclusive of depreciation and amortization) and direct operating expenses (exclusive of depreciation and amortization), and a corresponding increase or decrease to accrued expenses and other current liabilities. | |||||||||||
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 stock units, dividend equivalent rights, share awards and performance awards (including performance share units, performance units and performance based restricted stock). As of December 31, 2014, only grants of restricted stock units and performance units under the CVR Energy LTIP remain outstanding. Individuals who are eligible to receive awards and grants under the CVR Energy LTIP include CVR Energy’s or its subsidiaries’ (including the Partnership) employees, officers, consultants and directors. | |||||||||||
Restricted Stock Units | |||||||||||
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. These restricted shares are generally graded-vesting awards, which vest over a three-year period. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. | |||||||||||
The change of control and the Transaction Agreement as described in Note 1 ("Formation of the Partnership, Organization and Nature of Business"), triggered a modification to outstanding awards under the CVR Energy LTIP. Pursuant to the Transaction Agreement, all restricted shares scheduled to vest in 2012 were converted to a cash award in which the recipient received 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 of CVR Energy's common stock 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 year ended December 31, 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 and dividend equivalent rights were granted to certain employees of CVR Energy and its subsidiaries. The awards 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 that vested over one year. The award granted in December 2012 to Mr. Lipinski, CVR Energy's Chief Executive Officer and President, was canceled in 2013 in connection with the issuance of certain performance unit awards as discussed further below. Each restricted stock unit and dividend equivalent right 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 December 31, 2014, there was approximately $0.1 million of total unrecognized compensation cost related to restricted stock units and associated dividend equivalent rights to be recognized over a weighted-average period of approximately 1.0 year. | |||||||||||
Inclusion of a vesting table would not be meaningful due to changes in allocation percentages that may occur from time to time. The unrecognized compensation expense has been determined by the number of restricted stock units and associated dividend equivalent rights and respective allocation percentage for individuals for whom, as of December 31, 2014, compensation expense has been allocated to the Partnership. Total compensation expense recorded for the years ended December 31, 2014, 2013 and 2012, related to the restricted stock units, was approximately $0.2 million, $1.8 million and $4.6 million, respectively. The Partnership is not responsible for payment of CVR Energy restricted stock unit awards, and accordingly, the expenses recorded for the years ended December 31, 2014, 2013 and 2012 have been reflected as an increase to partners' capital. | |||||||||||
Performance Unit Awards | |||||||||||
In December 2013, CVR Energy entered into Performance Unit Award Agreements with Mr. Lipinski. Certain of the Performance Unit Awards were entered into in connection with the cancellation of Mr. Lipinski's December 2012 restricted stock unit award, as discussed above. In accordance with accounting guidance related to the modification of share-based and other compensatory award arrangements, CVR Energy concluded that the cancellation and concurrent issuance of the performance awards created a substantive service period from the original grant date of the December 2012 restricted stock unit award through the end of the performance period for the related performance awards. Compensation cost for the related awards is being recognized over the substantive service period. Compensation expense recorded for the years ended December 31, 2014 and 2013 related to the performance unit awards was $0.7 million and $0.4 million, respectively. The Partnership will be responsible for reimbursing CVR Energy for its allocated portion of the performance unit awards. | |||||||||||
On June 30, 2014, the first award of Mr. Lipinski's Performance Unit Award Agreements vested. The Partnership reimbursed CVR Energy approximately $0.5 million for its allocated portion of the performance unit award payment on July 15, 2014 as a result of the vesting. On December 15, 2014 and December 31, 2014, the second and third awards of Mr. Lipinski's Performance Unit Award Agreements vested. The Partnership reimbursed CVR Energy approximately $0.3 million for its allocation portion of the second award. As of December 31, 2014, the Partnership has a liability of $0.3 million for vested and unreimbursed performance unit awards, which is recorded on the Consolidated Balance Sheet. | |||||||||||
Incentive Unit Awards — CVR Energy | |||||||||||
In December 2013 and during 2014, CVR Energy granted awards of incentive units and distribution equivalent rights to certain employees of CRLLC and CVR Energy who provide shared services to CVR Energy and its subsidiaries (including the Partnership). The awards are generally graded-vesting awards, which are expected to vest over three years, with one-third of the award vesting each year. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. Each incentive unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average fair market value of one common unit of CVR Refining, LP ("CVR Refining") in accordance with the award agreement, plus (b) the per unit cash value of all distributions declared and paid by CVR Refining from the grant date to and including the vesting date. The awards, which are liability-classified, 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 December 31, 2014, there was approximately $1.0 million of total unrecognized compensation cost related to the incentive units and associated distribution equivalent rights to be recognized over a weighted-average period of approximately 1.9 years. Inclusion of a vesting table would not be meaningful due to changes in allocation percentages that may occur from time to time. The unrecognized compensation expense has been determined by the number of incentive units and respective allocation percentage for individuals for whom, as of December 31, 2014, compensation expense has been allocated to the Partnership. Compensation expense for the year ended December 31, 2014 related to the incentive unit awards was $0.5 million. Compensation expense for the year ended December 31, 2013 related to the incentive unit awards was nominal. The Partnership will be responsible for reimbursing CVR Energy for its allocated portion of the awards. | |||||||||||
As of December 31, 2014, the Partnership had a liability related to these awards of $0.2 million which is recorded on the Consolidated Balance Sheet. The liability related to these awards as of December 31, 2013 was nominal. For the year ended December 31, 2014, the Partnership reimbursed CVR Energy $0.3 million for its allocated portion of the incentive unit award payments. | |||||||||||
Long-Term Incentive Plan — CVR Partners | |||||||||||
In connection with the Initial Public Offering, the board of directors of the general partner adopted the CVR Partners, LP Long-Term Incentive Plan ("CVR Partners LTIP"). The Partnership grants awards pursuant to the CVR Partners LTIP to (1) employees of the Partnership and its subsidiaries (2) employees of the general partner, (3) members of 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. | |||||||||||
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 employees of 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. The maximum number of common units issuable under the CVR Partners LTIP is 5,000,000. As of December 31, 2014, there were 4,820,215 common units available for issuance under the CVR Partners LTIP. As phantom unit awards discussed below are cash-settled awards, they do not reduce the number of common units outstanding. | |||||||||||
Common Units and Certain Phantom Units Awards | |||||||||||
In December 2012, the board of directors of the general partner approved an amendment to modify the terms of certain phantom unit awards 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. These phantom units generally vest over a three-year period. The amendment triggered a modification to the awards by providing the phantom units would be settled in cash rather than in common units of the Partnership. For awards vesting subsequent to 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. | |||||||||||
In December 2013 and during 2014, awards of phantom units and distribution equivalent rights were granted to certain employees of the Partnership and its subsidiaries' employees and the employees of the general partner. The awards are generally graded-vesting awards, which are expected to vest over three years with one-third of the award vesting each year. Compensation expense is recognized on a straight-line basis over the vesting period of the respective tranche of the award. Each phantom unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average fair market value of one unit of the Partnership's common units in accordance with the award agreement, plus (b) the per unit cash value of all distributions declared and paid by the Partnership from the grant date to and including the vesting date. The awards, which are liability-classified, will be remeasured at each subsequent reporting date until they vest. | |||||||||||
A summary of the common units and phantom units (collectively "Units") activity and changes under the CVR Partners LTIP during the years ended December 31, 2014, 2013 and 2012 is presented below: | |||||||||||
Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant Date | Value | ||||||||||
Fair Value | |||||||||||
(dollars in thousands) | |||||||||||
Non-vested at December 31, 2011 | 164,571 | $ | 22.99 | $ | 4,085 | ||||||
Granted | 95,370 | 24.53 | |||||||||
Vested | (58,129 | ) | 23.08 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2012 | 201,812 | $ | 23.7 | $ | 5,094 | ||||||
Granted | 58,536 | 16.13 | |||||||||
Vested | (89,229 | ) | 23.24 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 171,119 | $ | 21.34 | $ | 2,817 | ||||||
Granted | 198,141 | 9.44 | |||||||||
Vested | (48,310 | ) | 20.95 | ||||||||
Forfeited | (77,004 | ) | 23.49 | ||||||||
Non-vested at December 31, 2014 | 243,946 | $ | 11.07 | $ | 2,376 | ||||||
Unrecognized compensation expense associated with the unvested phantom units at December 31, 2014 was approximately $2.2 million, which is expected to be recognized over a weighted average period of 1.9 years. In conjunction with Mr. Kelley's resignation that was effective January 1, 2014, all awards granted to him that were non-vested at the resignation date were forfeited. The associated change to the non-vested units forfeited was reflected at the resignation date and is included in the summary above. Compensation expense recorded for the years ended December 31, 2014, 2013 and 2012 related to the awards under the CVR Partners LTIP was approximately $0.3 million, $0.7 million and $2.2 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 selling, general and administrative expenses (exclusive of depreciation and amortization) — affiliates and direct operating expenses (exclusive of depreciation and amortization) — affiliates as the expense has been incurred for the benefit of directors or employees of the general partner. | |||||||||||
At each of December 31, 2014 and 2013, the Partnership had a liability of $0.2 million for cash settled non-vested phantom unit awards and associated distribution equivalent rights, which is recorded in personnel accruals on the Consolidated Balance Sheets. For the year ended December 31, 2014, 2013 and 2012, the Partnership paid cash of $0.4 million, $0.2 million and $0.3 million, respectively, to settle liability-classified awards upon vesting. | |||||||||||
Performance-Based Phantom Unit Award | |||||||||||
In May 2014, the Partnership entered into a Phantom Unit Agreement with Mr. Pytosh, Chief Executive Officer, that included performance-based phantom units and distribution equivalent rights. Compensation cost for these awards is being recognized over the performance cycles of May 1, 2014 to December 31, 2014, January 1, 2015 to December 31, 2015 and January 1, 2016 to December 31, 2016, as the services are provided. Each phantom unit and distribution equivalent right represents the right to receive, upon vesting, a cash payment equal to (a) the average closing price of the Partnership's common units in accordance with the agreement, multiplied by a performance factor that is based upon the level of the Partnership’s production of UAN, and (b) the per unit cash value of all distributions declared and paid by the Partnership from the grant date to and including the vesting date. Assuming the allocation of costs from CVR Energy remains consistent with the allocation percentages in place at December 31, 2014, unrecognized compensation expense associated with the unvested units at December 31, 2014 was approximately $0.1 million and is expected to be recognized over a weighted average period of 1.5 years. Compensation expense recorded for the year ended December 31, 2014 related to the award was nominal. The Partnership will be reimbursed by CVR Energy and CVR Refining for the portion of the award attributable to time Mr. Pytosh spends working on matters for those companies. As of December 31, 2014, the Partnership had a nominal liability for the non-vested phantom unit award and associated distribution equivalent rights, which is recorded in personnel accruals on the Consolidated Balance Sheets. | |||||||||||
On December 31, 2014, the first award of Mr. Pytosh's Phantom Unit Agreement vested and a nominal amount will be paid in 2015. |
Inventories
Inventories | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventories | (4) Inventories | |||||||
Inventories consisted of the following: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Finished goods | $ | 12,393 | $ | 8,849 | ||||
Raw materials and precious metals | 9,333 | 8,546 | ||||||
Parts and supplies | 13,888 | 15,669 | ||||||
$ | 35,614 | $ | 33,064 | |||||
Property_Plant_and_Equipment
Property, Plant, and Equipment | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant, and Equipment | (5) Property, Plant, and Equipment | |||||||
A summary of costs and accumulated depreciation for property, plant, and equipment is as follows: | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Land and improvements | $ | 5,263 | $ | 5,032 | ||||
Buildings and improvements | 2,266 | 2,191 | ||||||
Machinery and equipment | 559,210 | 548,282 | ||||||
Automotive equipment | 497 | 450 | ||||||
Furniture and fixtures | 882 | 893 | ||||||
Railcars | 14,524 | 7,902 | ||||||
Construction in progress | 6,515 | 5,294 | ||||||
$ | 589,157 | $ | 570,044 | |||||
Less: Accumulated depreciation | 184,223 | 157,088 | ||||||
Total net, property, plant, and equipment | $ | 404,934 | $ | 412,956 | ||||
Capitalized interest recognized as a reduction of interest expense for the years ended December 31, 2014, 2013 and 2012 totaled approximately $0.1 million, $0.6 million, and $3.2 million, respectively. |
Partners_Capital_and_Partnersh
Partners' Capital and Partnership Distributions | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||
Partners' Capital and Partnership Distributions | (6) 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 December 31, 2014 and 2013, the Partnership had a total of 73,122,997 and 73,112,951 common units issued and outstanding, respectively, 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 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. | ||||||||||||||||||||
Beginning with the first quarter ended March 31, 2013, the available cash calculation for each quarter begins with Adjusted EBITDA reduced for cash needed for (i) net interest expense (excluding capitalized interest) and debt service and other contractual obligations; (ii) maintenance capital expenditures; and (iii) 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, depreciation and 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. | ||||||||||||||||||||
Available cash for each quarter through the end of 2012 was calculated based on our cash flow from operations for the quarter, less cash needed for maintenance capital expenditures, debt service and other contractual obligations and reserves for future operating or capital needs that the board of directors of our general partner deemed necessary or appropriate. The Partnership also retained cash on hand associated with prepaid sales at each quarter end for future distributions to common unitholders based upon the recognition into income of the prepaid sales. | ||||||||||||||||||||
The following is a summary of cash distributions paid to the unitholders during the years ended December 31, 2014, 2013 and 2012 for the respective quarters to which the distributions relate: | ||||||||||||||||||||
December 31, | March 31, | June 30, | September 30, | Total Cash | ||||||||||||||||
2013 | 2014 | 2014 | 2014 | Distributions | ||||||||||||||||
Paid in 2014 | ||||||||||||||||||||
($ in millions, except per common unit amounts) | ||||||||||||||||||||
Amount paid to CRLLC | $ | 16.7 | $ | 14.8 | $ | 12.8 | $ | 10.5 | $ | 54.9 | ||||||||||
Amounts paid to public unitholders | 14.7 | 13 | 11.3 | 9.2 | 48.2 | |||||||||||||||
Total amount paid | $ | 31.4 | $ | 27.8 | $ | 24.1 | $ | 19.7 | $ | 103.1 | ||||||||||
Per common unit | $ | 0.43 | $ | 0.38 | $ | 0.33 | $ | 0.27 | $ | 1.41 | ||||||||||
Common units outstanding (in thousands) | 73,113 | 73,113 | 73,114 | 73,117 | ||||||||||||||||
December 31, | March 31, | June 30, | September 30, | Total Cash | ||||||||||||||||
2012 | 2013 | 2013 | 2013 | Distributions | ||||||||||||||||
Paid in 2013 | ||||||||||||||||||||
($ in millions, except per common unit amounts) | ||||||||||||||||||||
Amount paid to CRLLC | $ | 9.8 | $ | 31.1 | $ | 22.7 | $ | 14 | $ | 77.5 | ||||||||||
Amounts paid to public unitholders | 4.2 | 13.5 | 19.9 | 12.3 | 50 | |||||||||||||||
Total amount paid | $ | 14 | $ | 44.6 | $ | 42.6 | $ | 26.3 | $ | 127.5 | ||||||||||
Per common unit | $ | 0.192 | $ | 0.61 | $ | 0.583 | $ | 0.36 | $ | 1.745 | ||||||||||
Common units outstanding (in thousands) | 73,065 | 73,065 | 73,075 | 73,078 | ||||||||||||||||
December 31, | March 31, | June 30, | September 30, | Total Cash | ||||||||||||||||
2011 | 2012 | 2012 | 2012 | Distributions | ||||||||||||||||
Paid in 2012 | ||||||||||||||||||||
($ in millions, except per common unit amounts) | ||||||||||||||||||||
Amount paid to CRLLC | $ | 29.9 | $ | 26.6 | $ | 30.5 | $ | 25.3 | $ | 112.4 | ||||||||||
Amounts paid to public unitholders | 13 | 11.6 | 13.3 | 10.9 | 48.8 | |||||||||||||||
Total amount paid | $ | 42.9 | $ | 38.2 | $ | 43.8 | $ | 36.2 | $ | 161.2 | ||||||||||
Per common unit | $ | 0.588 | $ | 0.523 | $ | 0.6 | $ | 0.496 | $ | 2.207 | ||||||||||
Common units outstanding (in thousands) | 73,031 | 73,031 | 73,043 | 73,046 | ||||||||||||||||
On February 18, 2015, the Board of Directors of the general partner of the Partnership declared a cash distribution for the fourth quarter of 2014 in the amount of $0.41 per common unit, or $30.0 million in aggregate. The cash distribution will be paid on March 9, 2015 to the Partnership's unitholders of record at the close of business on March 2, 2015. Total cash distributions paid and to be paid based upon available cash for 2014 were approximately $1.39 per common unit. |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | (7) Goodwill |
In connection with the 2005 acquisition by CALLC of all of the outstanding stock owned by Coffeyville Holdings Group, LLC, CRNF recorded goodwill of approximately $41.0 million. CVR Partners completes its annual test for impairment of goodwill as of November 1 each year. The Partnership elected to perform a qualitative evaluation for the years ending December 31, 2014 and 2013 to determine whether it was necessary to perform the quantitative two step goodwill analysis described in ASC 350, "Intangibles - Goodwill and Other". After assessing the totality of events and circumstances, it was determined that it was not more likely than not that the fair value of the Partnership was less than the carrying value, and so it was not necessary to perform the two-step goodwill impairment analysis. Based on the results of the tests, no impairment of goodwill was recorded for any of the periods presented. |
Accrued_Expenses_and_Other_Cur
Accrued Expenses and Other Current Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accrued Expenses and Other Current Liabilities | ||||||||
Accrued Expenses and Other Current Liabilities | (8) Accrued Expenses and Other Current Liabilities | |||||||
Accrued expenses and other current liabilities were as follows: | ||||||||
December 31, | December 31, | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Property taxes | $ | 1,376 | $ | 1,373 | ||||
Current interest rate swap liabilities | 855 | 883 | ||||||
Accrued interest | 458 | 458 | ||||||
Railcar maintenance accruals | 2,827 | — | ||||||
Other accrued expenses and liabilities(1) | 4,046 | 2,345 | ||||||
$ | 9,562 | $ | 5,059 | |||||
_______________________________________ | ||||||||
-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. Refer to Note 14 ("Related Party Transactions") for additional discussion. |
Credit_Facility
Credit Facility | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Credit Facility | (9) Credit Facility |
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 December 31, 2014 or 2013. There is no scheduled amortization and the credit facility matures in April 2016. | |
Borrowings under the credit facility bear interest at either a Eurodollar rate or a base rate plus 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, creation of liens on assets, and the ability to dispose 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 our 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 December 31, 2014, CRNF was in compliance with the covenants of the credit facility. | |
The Partnership is required to prepay outstanding amounts under our term facility in an amount equal to the net proceeds from the sale of assets or from insurance or condemnation awards related to collateral, in each case subject to certain reinvestment rights. In addition, the Partnership is required to prepay outstanding amounts under the term facility with the net proceeds from certain issuances of debt (other than debt permitted to be incurred under the credit facility). | |
In connection with establishment of the credit facility in 2011, the Partnership incurred lender and other third-party costs of approximately $4.8 million. The costs associated with the credit facility have been deferred and are being amortized over the term of the credit facility as interest expense using the effective-interest amortization method for the term loan facility and the straight-line method for the revolving credit facility. |
Interest_Rate_Swap_Agreements
Interest Rate Swap Agreements | 12 Months Ended |
Dec. 31, 2014 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Interest Rate Swap Agreements | (10) Interest Rate Swap Agreements |
CRNF has 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, as discussed further in Note 9 (“Credit Facility”). The aggregate notional amount covered under these agreements, which commenced on August 12, 2011 and expires 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 receives a floating rate based on three month LIBOR and pays a fixed rate of 1.94%. Under the terms of the interest rate swap agreement entered into on July 1, 2011, CRNF receives a floating rate based on three month LIBOR and pays a fixed rate of 1.975%. Both swap agreements will be 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 governed by the CRNF credit facility. At December 31, 2014, the effective rate was approximately 4.56%. 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. Any ineffective portion of the gain or loss will be recognized immediately in interest expense. The realized loss on the interest rate swap reclassified from AOCI into interest expense and other financing costs on the Consolidated Statements of Operations was $1.1 million, $1.1 million and $1.0 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |
The interest rate swap agreements held by the Partnership also provide for the right to offset. However, as the interest rate swaps are both in a liability position, there are no amounts offset in the Consolidated Balance Sheets as of December 31, 2014 and 2013. See Note 15 ("Fair Value of Financial Instruments") for discussion of the fair value of the interest rate swap agreements. |
Net_Income_Per_Common_Unit
Net Income Per Common Unit | 12 Months Ended |
Dec. 31, 2014 | |
Earnings Per Share [Abstract] | |
Net Income Per Common Unit | (11) Net Income Per Common Unit |
The Partnership's net income is allocated wholly to the common unitholders as the general partner does not have an economic interest. Basic and diluted net income per common unitholder 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. |
Benefit_Plans
Benefit Plans | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
Benefit Plans | (12) Benefit Plans |
CRLLC sponsors and administers a defined-contribution 401(k) plan (the "Plan") for the employees of CRNF. Participants in the Plan may elect to contribute up to 100% of their annual salaries and up to 100% of their annual bonus received pursuant to CVR Energy's income sharing plan. CRNF matches up to 100% of the first 6% of the participant's contribution. Participants in the Plan are immediately vested in their individual contributions. The Plan has a three year vesting schedule for CRNF's matching funds and contains a provision to count service with any predecessor organization. For the years ended December 31, 2014, 2013 and 2012, CRNF's contributions under the Plan were $0.7 million, $0.7 million and $0.6 million, respectively. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Commitments and Contingencies | (13) Commitments and Contingencies | |||||||
Leases and Unconditional Purchase Obligations | ||||||||
The minimum required payments for operating leases and unconditional purchase obligations are as follows: | ||||||||
Operating | Unconditional | |||||||
Leases | Purchase | |||||||
Obligations(1) | ||||||||
(in thousands) | ||||||||
Year ending December 31, 2015 | $ | 5,188 | $ | 19,352 | ||||
Year ending December 31, 2016 | 4,462 | 13,103 | ||||||
Year ending December 31, 2017 | 2,827 | 13,279 | ||||||
Year ending December 31, 2018 | 2,014 | 13,278 | ||||||
Year ending December 31, 2019 | 1,415 | 12,251 | ||||||
Thereafter | 3,501 | 69,042 | ||||||
$ | 19,407 | $ | 140,305 | |||||
_______________________________________ | ||||||||
-1 | This includes the Partnership's purchase obligation for pet coke from CVR Refining and 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 years ended December 31, 2014, 2013 and 2012 totaled approximately $4.6 million, $4.7 million and $4.3 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. | ||||||||
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 $0.3 million to $0.4 million 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 years ended December 31, 2014, 2013 and 2012, totaled approximately $4.0 million, $3.9 million and $4.3 million, respectively. | ||||||||
The Partnership entered into a pet coke supply agreement with HollyFrontier Corporation which became effective on March 1, 2012. The term of this agreement ends in December 2015 and may be renewed. The delivered cost of this pet coke totaled approximately $4.3 million, $4.8 million and $6.0 million for the years ended December 31, 2014, 2013 and 2012, respectively, which was recorded in cost of product sold (exclusive of depreciation and amortization). | ||||||||
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. These provisions are reviewed at least quarterly and adjusted to reflect the impacts of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular case. 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. The County filed a motion for rehearing with the Kansas Court of Appeals and a petition for review with the Kansas Supreme Court, both of which have been denied. 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. | ||||||||
On February 25, 2013, Montgomery County and CRNF agreed to a settlement for tax years 2009 through 2012, which has lowered and will lower CRNF's property taxes by about $10.7 million per year (as compared to the 2012 tax 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. During the years ended December 31, 2014 and 2013, CRNF recognized $1.3 million and $1.4 million, respectively, in property tax expense included in direct operating expenses (exclusive of depreciation and amortization). | ||||||||
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. Under the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA"), the Resource Conservation and Recovery Act, and related state laws, certain persons may be liable for the release or threatened release of hazardous substances. These persons can include the current owner or operator of property where a release or threatened release occurred, any persons who owned or operated the property when the release occurred, and any persons who disposed of, or arranged for the transportation or disposal of, hazardous substances at a contaminated property. Liability under CERCLA is strict, and under certain circumstances, joint and several, so that any responsible party may be held liable for the entire cost of investigating and remediating the release of hazardous substances. | ||||||||
CRNF is also subject to extensive and frequently changing federal, state and local, environmental and health and safety laws and regulations governing the emission and release of hazardous substances into the environment, the treatment and discharge of waste water, and the storage, handling, use and transportation of nitrogen products. The ultimate impact of complying with evolving laws and regulations is not always clearly known or determinable due in part to the fact that our operations may change over time and certain implementing regulations for laws, such as the federal Clean Air Act, have not yet been finalized, are under governmental or judicial review or are being revised. These laws and regulations could result in increased capital, operating and compliance costs. | ||||||||
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 years ended December 31, 2014, 2013 and 2012 were approximately $0.2 million, $44,000 and $0.4 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 | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Related Party Transactions [Abstract] | ||||||||||||
Related Party Transactions | (14) Related Party Transactions | |||||||||||
Registration Rights Agreement | ||||||||||||
On August 29, 2012, the Partnership's registration statement on Form S-3 was declared effective by the SEC, enabling CRLLC to sell, from time to time, in one or more public offerings or direct placements, up to 50,920,000 common units. For the year ended December 31, 2012, the Partnership recognized approximately $0.4 million in expenses related to this registration statement, along with $0.7 million for a prior registration 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 this registration statement. | ||||||||||||
For the year ended December 31, 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. These amounts included filing fees, printer fees, external accounting and external legal fees incurred in conjunction with the filing of the Secondary Offering. | ||||||||||||
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 subsequently amended and restated; the agreements are described as in effect at December 31, 2014. 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 currents assets, and other long-term assets, on the 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, personnel accruals, accrued expenses and other current liabilities, and other long-term liabilities, on the Partnership's Consolidated Balance Sheets. | ||||||||||||
CVR Refining completed its initial public offering (the "Refining Partnership IPO") in January 2013. Following the Refining Partnership IPO, CVR Energy indirectly owns the general partner of CVR Refining and approximately 66% of CVR Refining's outstanding common units. Although certain of CVR Energy's subsidiaries that are parties to the related party agreements discussed below were contributed to CVR Refining in connection with the Refining Partnership IPO, the Refining Partnership IPO had no impact on these and the Partnership's business relations with these subsidiaries. | ||||||||||||
Feedstock and Shared Services Agreement | ||||||||||||
CRNF entered into a feedstock and shared services agreement with CRRM which was most recently amended in December 2013, under which the two parties provide feedstocks 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 agreement, CRNF and CRRM have agreed to transfer excess hydrogen to one another; provided CRNF is not required to sell hydrogen to CRRM if such hydrogen is required for operation of CRNF's nitrogen fertilizer plant, if such sale would adversely affect the Partnership's classification as a partnership for federal income tax purposes, or if such sale would not be in CRNF's best interest. 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 for CVR Partners. For the years ended December 31, 2014, 2013 and 2012, the net sales generated from the sale of hydrogen to CRRM were approximately $10.1 million, $11.4 million and $6.3 million, respectively. For the years ended December 31, 2014, 2013 and 2012, CVR Partners also recognized $41,000, $0.6 million and $0.2 million, respectively, of cost of product sold related to the transfer of excess hydrogen from the refinery. At December 31, 2014 and 2013, approximately $1.3 million and $2.6 million, respectively, of receivables were included in prepaid expenses and other current assets on the Consolidated Balance Sheets associated with unpaid balances related to hydrogen sales. | ||||||||||||
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 years ended December 31, 2014, 2013 and 2012, were approximately $1.0 million, $0.5 million and $1.4 million, respectively. | ||||||||||||
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 years ended December 31, 2014, 2013 and 2012, net sales generated from the sale of tail gas to CRRM were nominal. In April 2011, in connection with the tail gas stream transfers to CRRM, CRRM installed a pipe between the Coffeyville, Kansas refinery and the nitrogen fertilizer plant to transfer the tail gas. CRNF has agreed to pay CRRM the cost of installing the pipe over the next three years and, in 2014, provided an additional 15% to cover the cost of capital. At December 31, 2014 and 2013, an asset of approximately $0.2 million and $0.2 million was included in other current assets and approximately $1.0 million and $1.1 million, respectively, was included in other long-term assets with an offset liability of approximately $0.1 million and $0.3 million, respectively, in accrued expenses and other current liabilities and approximately $0 and $0.1 million other long-term liabilities in the Consolidated Balance Sheet. | ||||||||||||
CRNF also provided finished product tank capacity to CRRM during 2013 and 2012 under the agreement. Approximately $0.3 million and $0.1 million were reimbursed by CRRM for the use of tank capacity for the years ended December 31, 2013 and 2012, respectively. This reimbursement was recorded as a reduction 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 December 31, 2014 and 2013, receivables of $0.2 million and $0.3 million, respectively, were included in prepaid expenses and other current assets on the 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 tail gas discussed above. At December 31, 2014 and 2013, payables of $1.1 million and $1.0 million, respectively, were included in accounts payable on the Consolidated Balance Sheets associated with unpaid balances related to components of the feedstock and shared services agreement, other than amounts related to hydrogen transfers. | ||||||||||||
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 also pay any taxes associated with the sale, purchase, transportation, delivery, storage or consumption of the pet coke. CRNF will be 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, which 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. | ||||||||||||
The cost of pet coke associated with the transfer of pet coke from CRRM to CRNF were approximately $9.2 million, $9.8 million and $10.2 million for the years ended December 31, 2014, 2013 and 2012, respectively, and included in cost of product sold (exclusive of depreciation and amortization) on the Consolidated Statement of Operations. Payables of $0.5 million and $0.6 million related to the coke supply agreement were included in accounts payable on the Consolidated Balance Sheets at December 31, 2014 and 2013, 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 years ended December 31, 2014, 2013 and 2012, expense incurred related to the use of the office and laboratory space totaled approximately $112,000, $107,000 and $105,000, respectively. There were no amounts outstanding with respect to the lease agreement as of December 31, 2014 and 2013. | ||||||||||||
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 are present but unknown at the time the agreement is entered into to the extent such contamination or releases are 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 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, and 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 its 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 certain 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 certain 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. 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. | ||||||||||||
The agreement also contains an indemnity provision whereby the Partnership, its general partner, and its subsidiaries, as indemnifying parties, agree to indemnify CVR Energy and its affiliates (other than the indemnifying parties themselves) against losses and liabilities incurred in connection with the performance of services under the agreement or any breach of the agreement, unless such losses or liabilities arise from a breach of the agreement by CVR Energy or other misconduct on its part, as provided in the agreement. The agreement contains a provision stating that CVR Energy is an independent contractor under the agreement and nothing in the agreement may be construed to impose an implied or express fiduciary duty owed by CVR Energy, on the one hand, to the recipients of services under the agreement, on the other hand. The agreement prohibits recovery of lost profits or revenue, or special, incidental, exemplary, punitive or consequential damages from CVR Energy or certain affiliates. | ||||||||||||
Net amounts incurred under the services agreement for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $ | 3,415 | $ | 4,428 | $ | 2,990 | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,193 | 10,013 | 7,142 | |||||||||
Total | $ | 14,608 | $ | 14,441 | $ | 10,132 | ||||||
For services performed in connection with the services agreement, the Partnership recognized personnel costs, excluding amounts related to share based compensation that are disclosed in Note 3 ("Share‑Based Compensation"), of $5.1 million, $4.4 million and $3.4 million, respectively, for the years ended December 31, 2014, 2013 and 2012. At December 31, 2014 and 2013, payables of $2.6 million and $2.7 million, respectively, were included in accounts payable and accrued expenses and other current liabilities on the Consolidated Balance Sheets with respect to amounts billed in accordance with the services agreement. At December 31, 2014 and 2013, receivables of $0.1 million and $0, respectively, were included in prepaid expenses and other current assets on the Consolidated Balance Sheets associated for amounts yet to be received related to components of the services agreement. | ||||||||||||
GP Services Agreement | ||||||||||||
The Partnership is party to a GP Services Agreement dated November 29, 2011 and subsequently amended 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 certain specific 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 certain 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. CVR Energy is not required to directly pay any compensation, salaries, bonuses or benefits to any of the Partnership's or general partner's employees who provide services to CVR Energy on a full-time or part-time basis, thus 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' notice, 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 | ||||||||||||
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 years ended December 31, 2014, 2013 and 2012 approximately $2.6 million, $4.1 million and $4.0 million, respectively, pursuant to the partnership agreement primarily for personnel costs related to the compensation of executives at the general partner, who manage the Partnership's business. At December 31, 2014 and 2013, amounts due of $1.1 million and $2.0 million, respectively, were included in personnel accruals on the Consolidated Balance Sheets with respect to amounts outstanding in accordance with the limited partnership agreement. | ||||||||||||
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. On June 13, 2013, the Partnership purchased the railcars from ARL for approximately $5.0 million. Rent expense related to the railcar leases is included in cost of product sold in the Consolidated Statement of Operations. For the years ended December 31, 2013 and 2012, rent expense of $0.4 million and $1.1 million, respectively, was recorded related to this agreement. | ||||||||||||
Railcar Purchases and Maintenance | ||||||||||||
In 2014, the Partnership purchased fifty new UAN railcars from American Railcar Industries, Inc. ("ARI") for approximately $6.7 million and twelve used UAN railcars from ARL for approximately $1.1 million. Both ARI and ARL are controlled by Mr. Carl C. Icahn, CVR Energy's majority shareholder. Also, ARI performed railcar maintenance for the Partnership and the expenses associated with this maintenance were approximately $50,000 for the year ended December 31, 2014. | ||||||||||||
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. Transactions with Insight Portfolio Group for each of the reporting periods were nominal. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instruments | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value of Financial Instruments | (15) Fair Value of Financial Instruments | |||||||||||||||
The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of the Partnerships' assets and liabilities that fall under the scope of ASC 825, Financial Instruments. | ||||||||||||||||
Fair value measurements are derived using inputs (assumptions that market participants would use in pricing an asset or liability) including assumptions about risk. ASC 820, Fair Value Measurements, categorizes inputs used in fair value measurements into three broad levels as follows: | ||||||||||||||||
• | (Level 1) Quoted prices in active markets for identical assets or liabilities. | |||||||||||||||
• | (Level 2) Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets, similar assets and liabilities in markets that are not active or can be corroborated by observable market data. | |||||||||||||||
• | (Level 3) Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes valuation techniques that involve significant unobservable inputs. | |||||||||||||||
The following table sets forth the assets and liabilities measured at fair value on a recurring basis, by input level, as of December 31, 2014 and 2013, respectively. | ||||||||||||||||
December 31, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Financial Statement Caption and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 53,323 | $ | — | $ | — | $ | 53,323 | ||||||||
Other current liabilities (interest rate swaps) | $ | — | $ | 855 | $ | — | $ | 855 | ||||||||
Other long-term liabilities (interest rate swaps) | — | 183 | — | 183 | ||||||||||||
Total Liabilities | $ | — | $ | 1,038 | $ | — | $ | 1,038 | ||||||||
Accumulated other comprehensive loss (interest rate swaps) | $ | — | $ | 1,038 | $ | — | $ | 1,038 | ||||||||
December 31, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Financial Statement Caption and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 65,299 | $ | — | $ | — | $ | 65,299 | ||||||||
Other current liabilities (interest rate swaps) | $ | — | $ | 883 | $ | — | $ | 883 | ||||||||
Other long-term liabilities (interest rate swaps) | — | 1,016 | — | 1,016 | ||||||||||||
Total Liabilities | $ | — | $ | 1,899 | $ | — | $ | 1,899 | ||||||||
Accumulated other comprehensive loss (interest rate swaps) | $ | — | $ | 1,899 | $ | — | $ | 1,899 | ||||||||
As of December 31, 2014 and 2013, 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 further discussion in Note 10 ("Interest Rate Swap Agreements"). 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 had no transfers of assets or liabilities between any of the above levels during the years ended December 31, 2014 and 2013. |
Major_Customers_and_Suppliers
Major Customers and Suppliers | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Risks and Uncertainties [Abstract] | |||||||||
Major Customers and Suppliers | (16) Major Customers and Suppliers | ||||||||
Sales of nitrogen fertilizer to major customers, as a percentage of total net sales, were as follows: | |||||||||
December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Nitrogen Fertilizer | |||||||||
Customer A | 17 | % | 15 | % | 10 | % | |||
Customer B | 10 | % | 13 | % | 10 | % | |||
27 | % | 28 | % | 20 | % | ||||
The Partnership maintains contracts with CVR Energy and its affiliates. See Note 14 ("Related Party Transactions"). The Partnership also maintains long-term contracts with one third-party supplier. Purchases from this supplier as a percentage of direct operating expenses (exclusive of depreciation and amortization) were as follows: | |||||||||
December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Supplier A | 4 | % | 4 | % | 5 | % |
Selected_Quarterly_Financial_I
Selected Quarterly Financial Information (Unaudited) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Selected Quarterly Financial Information (Unaudited) | (17) Selected Quarterly Financial Information (Unaudited): | |||||||||||||||
Summarized quarterly financial data for December 31, 2014 and 2013: | ||||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in thousands, except per unit data) | ||||||||||||||||
Net sales | $ | 80,316 | $ | 77,215 | $ | 66,733 | $ | 74,401 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold — Affiliates | 2,246 | 2,327 | 2,232 | 2,619 | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) — Third parties | 19,462 | 17,109 | 13,202 | 12,755 | ||||||||||||
21,708 | 19,436 | 15,434 | 15,374 | |||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Affiliates | 753 | 817 | 621 | 833 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Third parties | 23,436 | 26,100 | 25,487 | 20,911 | ||||||||||||
24,189 | 26,917 | 26,108 | 21,744 | |||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Affiliates | 3,536 | 3,973 | 3,035 | 2,867 | ||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Third parties | 1,118 | 1,297 | 928 | 949 | ||||||||||||
4,654 | 5,270 | 3,963 | 3,816 | |||||||||||||
Depreciation and amortization | 6,667 | 6,792 | 6,812 | 6,978 | ||||||||||||
Total operating costs and expenses | 57,218 | 58,415 | 52,317 | 47,912 | ||||||||||||
Operating income | 23,098 | 18,800 | 14,416 | 26,489 | ||||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (1,659 | ) | (1,669 | ) | (1,724 | ) | (1,731 | ) | ||||||||
Interest income | 6 | 6 | 7 | 11 | ||||||||||||
Other income, net | 15 | — | 33 | 23 | ||||||||||||
Total other income (expense) | (1,638 | ) | (1,663 | ) | (1,684 | ) | (1,697 | ) | ||||||||
Income before income tax expense (benefit) | 21,460 | 17,137 | 12,732 | 24,792 | ||||||||||||
Income tax expense (benefit) | 7 | 7 | 13 | (55 | ) | |||||||||||
Net income | $ | 21,453 | $ | 17,130 | $ | 12,719 | $ | 24,847 | ||||||||
Net income per common unit — basic | $ | 0.29 | $ | 0.23 | $ | 0.17 | $ | 0.34 | ||||||||
Net income per common unit — diluted | $ | 0.29 | $ | 0.23 | $ | 0.17 | $ | 0.34 | ||||||||
Weighted-average common units outstanding: | ||||||||||||||||
Basic | 73,113 | 73,113 | 73,115 | 73,117 | ||||||||||||
Diluted | 73,145 | 73,146 | 73,139 | 73,133 | ||||||||||||
Year Ended December 31, 2013 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in thousands, except per unit data) | ||||||||||||||||
Net sales | $ | 81,411 | $ | 88,834 | $ | 69,199 | $ | 84,228 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold — Affiliates | 3,089 | 2,761 | 2,529 | 2,412 | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) — Third parties | 7,565 | 12,810 | 10,446 | 16,463 | ||||||||||||
10,654 | 15,571 | 12,975 | 18,875 | |||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Affiliates | 1,003 | 1,205 | 1,058 | 806 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Third parties | 21,554 | 23,213 | 22,696 | 22,557 | ||||||||||||
22,557 | 24,418 | 23,754 | 23,363 | |||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Affiliates | 4,219 | 4,153 | 3,620 | 4,126 | ||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Third parties | 1,411 | 1,439 | 968 | 1,141 | ||||||||||||
5,630 | 5,592 | 4,588 | 5,267 | |||||||||||||
Depreciation and amortization | 5,767 | 6,193 | 6,563 | 7,055 | ||||||||||||
Total operating costs and expenses | 44,608 | 51,774 | 47,880 | 54,560 | ||||||||||||
Operating income | 36,803 | 37,060 | 21,319 | 29,668 | ||||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (1,280 | ) | (1,675 | ) | (1,663 | ) | (1,676 | ) | ||||||||
Interest income | 30 | 24 | 12 | 8 | ||||||||||||
Other income, net | 9 | 46 | 34 | 5 | ||||||||||||
Total other income (expense) | (1,241 | ) | (1,605 | ) | (1,617 | ) | (1,663 | ) | ||||||||
Income before income tax expense (benefit) | 35,562 | 35,455 | 19,702 | 28,005 | ||||||||||||
Income tax expense (benefit) | 9 | 18 | (3 | ) | 84 | |||||||||||
Net income | $ | 35,553 | $ | 35,437 | $ | 19,705 | $ | 27,921 | ||||||||
Net income per common unit — basic | $ | 0.49 | $ | 0.48 | $ | 0.27 | $ | 0.38 | ||||||||
Net income per common unit — diluted | $ | 0.49 | $ | 0.48 | $ | 0.27 | $ | 0.38 | ||||||||
Weighted-average common units outstanding: | ||||||||||||||||
Basic | 73,065 | 73,068 | 73,076 | 73,079 | ||||||||||||
Diluted | 73,233 | 73,230 | 73,225 | 73,224 | ||||||||||||
Factors Impacting the Comparability of Quarterly Results of Operations | ||||||||||||||||
During the three months ended June 30, 2014, the gasification, ammonia and UAN units were taken down for between 5 to 7 days each for a planned installation of a waste heat boiler and our completion of several key tasks in order to upgrade to the pressure swing adsorption unit. Overall results were negatively impacted due to the lost production during the downtime and the resulting reduced sales and associated cost of product sold. The Partnership incurred costs related to the repairs and maintenance and other associated costs of approximately $0.5 million, which were recognized in direct operating expenses (exclusive of depreciation and amortization) during the three months ended June 30, 2014. | ||||||||||||||||
The three months ended December 31, 2014 were positively impacted by a non-recurring reimbursement associated with utility costs. During the fourth quarter of 2014, the Partnership reported a credit of approximately $3.4 million as a reduction to direct operating expenses (exclusive of depreciation and amortization). | ||||||||||||||||
At the end of July 2013, the gasification, ammonia and UAN units were taken down for 7 days for a planned replacement of the damaged 2nd shift catalyst. Overall results were negatively impacted due to the lost production during the downtime and the resulting reduced sales and associated cost of product sold. Total costs related to replacement of the catalyst were approximately $1.6 million. Approximately $0.5 million and $1.1 million of these costs were recognized during the three months ended June 30, 2013 and September 30, 2013, respectively. These costs were included in direct operating expenses (exclusive of depreciation and amortization). |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation |
The accompanying Partnership consolidated financial statements include the accounts of CVR Partners and CRNF, its wholly-owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. | |
Cash and Cash Equivalents | Cash and Cash Equivalents |
The Partnership considers all highly liquid money market accounts with original maturities of three months or less to be cash equivalents. Under the Partnership's cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified within accounts payable in the Consolidated Balance Sheets. The change in book overdrafts are reported in the Consolidated Statements of Cash Flows as a component of operating cash flows for accounts payable as they do not represent bank overdrafts. | |
Accounts Receivable, net | Accounts Receivable, net |
CVR Partners grants credit to its customers. Credit is extended based on an evaluation of a customer's financial condition; generally, collateral is not required. Accounts receivable are due on negotiated terms and are stated at amounts due from customers, net of an allowance for doubtful accounts. Accounts outstanding longer than their contractual payment terms are considered past due. CVR Partners determines its allowance for doubtful accounts by considering a number of factors, including the length of time trade accounts are past due, the customer's ability to pay its obligations to CVR Partners, and the condition of the general economy and the industry as a whole. CVR Partners writes off accounts receivable when they become uncollectible, and payments subsequently received on such receivables are credited to the allowance for doubtful accounts. Amounts collected on accounts receivable are included in net cash provided by operating activities in the Consolidated Statements of Cash Flows. | |
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, precious metals, 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. | |
Property, Plant, and Equipment | Leasehold improvements are depreciated on the straight-line method over the shorter of the contractual lease term or the estimated useful life. Expenditures for routine maintenance and repair costs are expensed when incurred. Such expenses are reported in direct operating expenses (exclusive of depreciation and amortization) in the Partnership's Consolidated Statements of Operations. |
Property, Plant, and Equipment | |
Additions to property, plant and equipment, including capitalized interest and certain costs allocable to construction and property purchases, are recorded at cost. Capitalized interest is added to any capital project over $1.0 million in costs which is expected to take more than six months to complete. Depreciation is computed using principally the straight-line method over the estimated useful lives of the various classes of depreciable assets. | |
Goodwill and Intangible Assets | Goodwill |
Goodwill represents the excess of the cost of an acquired entity over the fair value of the assets acquired less liabilities assumed. Goodwill is not amortized but is tested for impairment annually or more frequently if events or changes in circumstances indicate the asset might be impaired. The Partnership uses November 1 of each year as its annual valuation date for its goodwill impairment test. | |
Deferred Financing Costs | Deferred Financing Costs |
In connection with the credit facility, the Partnership has incurred lender and other third-party costs. The costs associated with the credit facility have been deferred and are being amortized over the term of the credit facility as interest expense using the effective-interest amortization method for the term loan facility and the straight-line method for the revolving credit facility. | |
Planned Major Maintenance Costs | Planned Major Maintenance Costs |
The direct-expense method of accounting is used for maintenance activities, including planned major maintenance activities and other less extensive shutdowns. Maintenance costs are recognized as expense when maintenance services are performed. Planned major maintenance activities generally occur every two to three years. | |
Cost Classifications | Cost Classifications |
Cost of product sold (exclusive of depreciation and amortization) includes cost of freight and distribution expenses, pet coke expense and purchased ammonia. Cost of product sold exclude depreciation and amortization of approximately $0.4 million, $0.3 million and $0.1 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |
Direct operating expenses (exclusive of depreciation and amortization) consist primarily of energy and utility costs, direct costs of labor, property taxes, plant-related maintenance services and environmental and safety compliance costs as well as catalyst and chemical costs. Direct operating expenses also include allocated share-based compensation from CVR Energy, as discussed in Note 3 ("Share‑Based Compensation"). Direct operating expenses exclude depreciation and amortization of approximately $26.8 million, $25.3 million and $20.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |
Selling, general and administrative expenses (exclusive of depreciation and amortization) consist primarily of direct and allocated legal expenses, treasury, accounting, marketing, human resources, information technology and maintaining the corporate offices in Texas and Kansas. Selling, general and administrative expenses also include direct and allocated share-based compensation from CVR Energy, as discussed in Note 3 ("Share‑Based Compensation"). | |
Income Taxes | Income Taxes |
CVR Partners is treated as a partnership for U.S. federal income tax purposes. The income tax liability of the common unitholders is not reflected in the consolidated financial statements of the Partnership. 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 and a replacement tax in the State of Illinois. Under the Financial Accounting Standards Board ("FASB") Accounting Standards Codification Topic ("ASC") 740, Income Taxes, taxes based on income like the Texas franchise tax and the Illinois replacement tax are accounted for using the liability method under which deferred income taxes are recognized for the future tax effects of temporary differences between the financial statement carrying amounts and the tax basis of existing assets and liabilities using the enacted statutory tax rates in effect at the end of the period. A valuation allowance for deferred tax assets is recorded when it is more likely than not that the benefit from the deferred tax asset will not be realized. When applicable, penalties and interest related to uncertain tax positions are recorded as income tax expense. | |
Segment Reporting | Segment Reporting |
The Partnership accounts for segment reporting in accordance with ASC 280, Segment Reporting, which establishes standards for entities to report information about the operating segments and geographic areas in which they operate. CVR Partners only operates one segment and all of its operations are located in the United States. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets |
The Partnership accounts for impairment of long-lived assets in accordance with ASC 360, Property, Plant and Equipment — Impairment or Disposal of Long-Lived Assets ("ASC 360"). In accordance with ASC 360, the Partnership reviews long-lived assets (excluding goodwill) for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future net cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future net cash flows, an impairment charge is recognized for the amount by which the carrying amount of the assets exceeds their fair value. Assets to be disposed of are reported at the lower of their carrying value or fair value less cost to sell. No impairment charges were recognized for any of the periods presented. | |
Revenue Recognition | Revenue Recognition |
Revenues for products sold are recorded upon delivery of the products to customers, which is the point at which title is transferred, the customer has the assumed risk of loss, and payment has been received or collection is reasonably assured. Deferred revenue represents customer prepayments under contracts to guarantee a price and supply of nitrogen fertilizer in quantities expected to be delivered in the next 12 months in the normal course of business. Taxes collected from customers and remitted to governmental authorities are not included in reported revenues. | |
Shipping Costs | Shipping Costs |
Pass-through finished goods delivery costs reimbursed by customers are reported in net sales, while an offsetting expense is included in cost of product sold (exclusive of depreciation and amortization). | |
Derivative Instruments and Fair Value of Financial Instruments | Derivative Instruments and Fair Value of Financial Instruments |
The Partnership uses forward swap contracts primarily to reduce the exposure to changes in interest rates on its debt and to provide a cash flow hedge. These derivative instruments have been designated as hedges for accounting purposes. Accordingly, these instruments are recorded at fair value in the Consolidated Balance Sheets, at each reporting period end. The actual measurement of the cash flow hedge ineffectiveness will be recognized in earnings, if applicable. The effective portion of the gain or loss on the swaps will be reported in accumulated other comprehensive income (loss) ("AOCI"), in accordance with ASC 815, Derivatives and Hedging. See Note 10 ("Interest Rate Swap Agreements") for further discussion. | |
Other financial instruments consisting of cash, accounts receivable, and accounts payable are carried at cost, which approximates fair value, as a result of the short-term nature of the instruments. | |
Share-Based Compensation | Share-Based Compensation |
The Partnership has recorded share-based compensation related to the CVR Partners LTIP and has been allocated share-based compensation from CVR Energy and CRLLC. The Partnership accounts for share-based compensation in accordance with ASC 718, Compensation — Stock Compensation ("ASC 718"). ASC 718 requires that compensation costs relating to share-based payment transactions be recognized in a company's financial statements. ASC 718 applies to transactions in which an entity exchanges its equity instruments for goods or services and also may apply to liabilities an entity incurs for goods or services that are based on the fair value of those equity instruments. | |
Environmental Matters | Environmental Matters |
Liabilities related to future remediation costs of past environmental contamination of properties are recognized when the related costs are considered probable and can be reasonably estimated. Estimates of these costs are based upon currently available facts, internal and third-party assessments of contamination, available remediation technology, site-specific costs, and currently enacted laws and regulations. In reporting environmental liabilities, no offset is made for potential recoveries. Loss contingency accruals, including those for environmental remediation, are subject to revision as further information develops or circumstances change and such accruals can take into account the legal liability of other parties. Environmental expenditures are capitalized at the time of the expenditure when such costs provide future economic benefits. | |
Use of Estimates | Use of Estimates |
The consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles ("GAAP"), using management's best estimates and judgments where appropriate. These estimates and judgments affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from these estimates and judgments. | |
Related Party Transactions | Related Party Transactions |
CVR Energy, a related party, provides a variety of services to the Partnership, including cash management and financing services, employee benefits provided through CVR Energy's benefit plans, administrative services provided by CVR Energy's employees and management, insurance and office space leased in CVR Energy's headquarters building and other locations. As such, the accompanying consolidated financial statements include costs that have been incurred by CVR Energy on behalf of the Partnership. These amounts incurred by CVR Energy are then billed or allocated to the Partnership and are properly classified on the Consolidated Statements of Operations as either direct operating expenses (exclusive of depreciation and amortization) or as selling, general and administrative expenses (exclusive of depreciation and amortization). The billing and allocation of such costs are governed by the services agreement originally entered into by CVR Energy, Inc. and CVR Partners, LP and affiliated companies in October 2007, amended in connection with the Initial Public Offering and subsequently amended. The services agreement provides guidance for the treatment of certain general and administrative expenses and certain direct operating expenses incurred on the Partnership's behalf. Such expenses include, but are not limited to, salaries, benefits, share-based compensation expense, insurance, accounting, tax, legal and technology services. Costs are specifically incurred on behalf of the Partnership and are billed directly to the Partnership. See Note 14 ("Related Party Transactions") for a detailed discussion of the billing procedures and the basis for calculating the charges for specific products and services. | |
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. 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). | |
Subsequent Events | Subsequent Events |
The Partnership evaluated subsequent events, if any, that would require an adjustment to the Partnership's consolidated financial statements or require disclosure in the notes to the consolidated financial statements through the date of issuance of the consolidated financial statements. | |
New Accounting Pronouncements | New Accounting Pronouncements |
In February 2013, the FASB issued Accounting Standard Update ("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 statement of operations line items affected by the reclassification. The standard is effective for interim and annual periods beginning January 1, 2013 and is to be applied prospectively. The Partnership adopted this standard as of January 1, 2013. The adoption of this standard did not materially expand the Partnership's consolidated financial statements and footnote disclosures. | |
In May 2014, the FASB issued ASU No. 2014-09, "Revenue from Contracts with Customers" ("ASU 2014-09"), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The standard is effective for interim and annual periods beginning after December 15, 2016 and permits the use of either the retrospective or cumulative effect transition method. Early adoption is not permitted. The Partnership has not yet selected a transition method and is currently evaluating the standard and the impact on its consolidated financial statements and footnote disclosures. |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Accounting Policies [Abstract] | ||||||||||||
Schedule of lives used in computing depreciation for depreciable assets | The lives used in computing depreciation for such assets are as follows: | |||||||||||
Asset | Range of Useful | |||||||||||
Lives, in Years | ||||||||||||
Improvements to land | 30 | |||||||||||
Buildings | 30 | |||||||||||
Machinery and equipment | 5 to 30 | |||||||||||
Automotive equipment | 5 | |||||||||||
Furniture and fixtures | 3 to 7 | |||||||||||
Railcars | 25 to 40 | |||||||||||
Schedule of related party transactions | Additionally, see Note 3 ("Share‑Based Compensation") for amounts incurred by CVR Energy and allocated to the Partnership with respect to share-based compensation arrangements excluded from the table below. | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $ | 3,758 | $ | 4,821 | $ | 2,990 | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,927 | 13,686 | 11,103 | |||||||||
$ | 15,685 | $ | 18,507 | $ | 14,093 | |||||||
Net amounts incurred under the services agreement for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $ | 3,415 | $ | 4,428 | $ | 2,990 | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,193 | 10,013 | 7,142 | |||||||||
Total | $ | 14,608 | $ | 14,441 | $ | 10,132 | ||||||
ShareBased_Compensation_Tables
Share-Based Compensation (Tables) | 12 Months Ended | ||||||||||
Dec. 31, 2014 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||
Summary of the common units and phantom units activity and changes under the CVR Partners LTIP | A summary of the common units and phantom units (collectively "Units") activity and changes under the CVR Partners LTIP during the years ended December 31, 2014, 2013 and 2012 is presented below: | ||||||||||
Units | Weighted- | Aggregate | |||||||||
Average | Intrinsic | ||||||||||
Grant Date | Value | ||||||||||
Fair Value | |||||||||||
(dollars in thousands) | |||||||||||
Non-vested at December 31, 2011 | 164,571 | $ | 22.99 | $ | 4,085 | ||||||
Granted | 95,370 | 24.53 | |||||||||
Vested | (58,129 | ) | 23.08 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2012 | 201,812 | $ | 23.7 | $ | 5,094 | ||||||
Granted | 58,536 | 16.13 | |||||||||
Vested | (89,229 | ) | 23.24 | ||||||||
Forfeited | — | — | |||||||||
Non-vested at December 31, 2013 | 171,119 | $ | 21.34 | $ | 2,817 | ||||||
Granted | 198,141 | 9.44 | |||||||||
Vested | (48,310 | ) | 20.95 | ||||||||
Forfeited | (77,004 | ) | 23.49 | ||||||||
Non-vested at December 31, 2014 | 243,946 | $ | 11.07 | $ | 2,376 | ||||||
Inventories_Tables
Inventories (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Schedule of inventories | Inventories consisted of the following: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Finished goods | $ | 12,393 | $ | 8,849 | ||||
Raw materials and precious metals | 9,333 | 8,546 | ||||||
Parts and supplies | 13,888 | 15,669 | ||||||
$ | 35,614 | $ | 33,064 | |||||
Property_Plant_and_Equipment_T
Property, Plant, and Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Summary of costs for property, plant, and equipment | A summary of costs and accumulated depreciation for property, plant, and equipment is as follows: | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Land and improvements | $ | 5,263 | $ | 5,032 | ||||
Buildings and improvements | 2,266 | 2,191 | ||||||
Machinery and equipment | 559,210 | 548,282 | ||||||
Automotive equipment | 497 | 450 | ||||||
Furniture and fixtures | 882 | 893 | ||||||
Railcars | 14,524 | 7,902 | ||||||
Construction in progress | 6,515 | 5,294 | ||||||
$ | 589,157 | $ | 570,044 | |||||
Less: Accumulated depreciation | 184,223 | 157,088 | ||||||
Total net, property, plant, and equipment | $ | 404,934 | $ | 412,956 | ||||
Partners_Capital_and_Partnersh1
Partners' Capital and Partnership Distributions (Tables) | 12 Months Ended | |||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||
Summary of cash distributions paid to unitholders | The following is a summary of cash distributions paid to the unitholders during the years ended December 31, 2014, 2013 and 2012 for the respective quarters to which the distributions relate: | |||||||||||||||||||
December 31, | March 31, | June 30, | September 30, | Total Cash | ||||||||||||||||
2013 | 2014 | 2014 | 2014 | Distributions | ||||||||||||||||
Paid in 2014 | ||||||||||||||||||||
($ in millions, except per common unit amounts) | ||||||||||||||||||||
Amount paid to CRLLC | $ | 16.7 | $ | 14.8 | $ | 12.8 | $ | 10.5 | $ | 54.9 | ||||||||||
Amounts paid to public unitholders | 14.7 | 13 | 11.3 | 9.2 | 48.2 | |||||||||||||||
Total amount paid | $ | 31.4 | $ | 27.8 | $ | 24.1 | $ | 19.7 | $ | 103.1 | ||||||||||
Per common unit | $ | 0.43 | $ | 0.38 | $ | 0.33 | $ | 0.27 | $ | 1.41 | ||||||||||
Common units outstanding (in thousands) | 73,113 | 73,113 | 73,114 | 73,117 | ||||||||||||||||
December 31, | March 31, | June 30, | September 30, | Total Cash | ||||||||||||||||
2012 | 2013 | 2013 | 2013 | Distributions | ||||||||||||||||
Paid in 2013 | ||||||||||||||||||||
($ in millions, except per common unit amounts) | ||||||||||||||||||||
Amount paid to CRLLC | $ | 9.8 | $ | 31.1 | $ | 22.7 | $ | 14 | $ | 77.5 | ||||||||||
Amounts paid to public unitholders | 4.2 | 13.5 | 19.9 | 12.3 | 50 | |||||||||||||||
Total amount paid | $ | 14 | $ | 44.6 | $ | 42.6 | $ | 26.3 | $ | 127.5 | ||||||||||
Per common unit | $ | 0.192 | $ | 0.61 | $ | 0.583 | $ | 0.36 | $ | 1.745 | ||||||||||
Common units outstanding (in thousands) | 73,065 | 73,065 | 73,075 | 73,078 | ||||||||||||||||
December 31, | March 31, | June 30, | September 30, | Total Cash | ||||||||||||||||
2011 | 2012 | 2012 | 2012 | Distributions | ||||||||||||||||
Paid in 2012 | ||||||||||||||||||||
($ in millions, except per common unit amounts) | ||||||||||||||||||||
Amount paid to CRLLC | $ | 29.9 | $ | 26.6 | $ | 30.5 | $ | 25.3 | $ | 112.4 | ||||||||||
Amounts paid to public unitholders | 13 | 11.6 | 13.3 | 10.9 | 48.8 | |||||||||||||||
Total amount paid | $ | 42.9 | $ | 38.2 | $ | 43.8 | $ | 36.2 | $ | 161.2 | ||||||||||
Per common unit | $ | 0.588 | $ | 0.523 | $ | 0.6 | $ | 0.496 | $ | 2.207 | ||||||||||
Common units outstanding (in thousands) | 73,031 | 73,031 | 73,043 | 73,046 | ||||||||||||||||
Accrued_Expenses_and_Other_Cur1
Accrued Expenses and Other Current Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Accrued Expenses and Other Current Liabilities | ||||||||
Schedule of accrued expenses and other current liabilities | Accrued expenses and other current liabilities were as follows: | |||||||
December 31, | December 31, | |||||||
2014 | 2013 | |||||||
(in thousands) | ||||||||
Property taxes | $ | 1,376 | $ | 1,373 | ||||
Current interest rate swap liabilities | 855 | 883 | ||||||
Accrued interest | 458 | 458 | ||||||
Railcar maintenance accruals | 2,827 | — | ||||||
Other accrued expenses and liabilities(1) | 4,046 | 2,345 | ||||||
$ | 9,562 | $ | 5,059 | |||||
_______________________________________ | ||||||||
-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. Refer to Note 14 ("Related Party Transactions") for additional discussion. |
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Commitments and Contingencies Disclosure [Abstract] | ||||||||
Schedule of minimum required payments for operating leases and unconditional purchase obligations | The minimum required payments for operating leases and unconditional purchase obligations are as follows: | |||||||
Operating | Unconditional | |||||||
Leases | Purchase | |||||||
Obligations(1) | ||||||||
(in thousands) | ||||||||
Year ending December 31, 2015 | $ | 5,188 | $ | 19,352 | ||||
Year ending December 31, 2016 | 4,462 | 13,103 | ||||||
Year ending December 31, 2017 | 2,827 | 13,279 | ||||||
Year ending December 31, 2018 | 2,014 | 13,278 | ||||||
Year ending December 31, 2019 | 1,415 | 12,251 | ||||||
Thereafter | 3,501 | 69,042 | ||||||
$ | 19,407 | $ | 140,305 | |||||
_______________________________________ | ||||||||
-1 | This includes the Partnership's purchase obligation for pet coke from CVR Refining and has been derived from a calculation of the average pet coke price paid to CVR Refining over the preceding two year period. |
Related_Party_Transactions_Rel
Related Party Transactions Related Party Transactions (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Related Party Transactions [Abstract] | ||||||||||||
Schedule of related party transactions | Additionally, see Note 3 ("Share‑Based Compensation") for amounts incurred by CVR Energy and allocated to the Partnership with respect to share-based compensation arrangements excluded from the table below. | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $ | 3,758 | $ | 4,821 | $ | 2,990 | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,927 | 13,686 | 11,103 | |||||||||
$ | 15,685 | $ | 18,507 | $ | 14,093 | |||||||
Net amounts incurred under the services agreement for the years ended December 31, 2014, 2013 and 2012 were as follows: | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
(in thousands) | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $ | 3,415 | $ | 4,428 | $ | 2,990 | ||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,193 | 10,013 | 7,142 | |||||||||
Total | $ | 14,608 | $ | 14,441 | $ | 10,132 | ||||||
Fair_Value_of_Financial_Instru1
Fair Value of Financial Instruments (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
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 December 31, 2014 and 2013, respectively. | |||||||||||||||
December 31, 2014 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Financial Statement Caption and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 53,323 | $ | — | $ | — | $ | 53,323 | ||||||||
Other current liabilities (interest rate swaps) | $ | — | $ | 855 | $ | — | $ | 855 | ||||||||
Other long-term liabilities (interest rate swaps) | — | 183 | — | 183 | ||||||||||||
Total Liabilities | $ | — | $ | 1,038 | $ | — | $ | 1,038 | ||||||||
Accumulated other comprehensive loss (interest rate swaps) | $ | — | $ | 1,038 | $ | — | $ | 1,038 | ||||||||
December 31, 2013 | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
(in thousands) | ||||||||||||||||
Financial Statement Caption and Description | ||||||||||||||||
Cash equivalents (money market account) | $ | 65,299 | $ | — | $ | — | $ | 65,299 | ||||||||
Other current liabilities (interest rate swaps) | $ | — | $ | 883 | $ | — | $ | 883 | ||||||||
Other long-term liabilities (interest rate swaps) | — | 1,016 | — | 1,016 | ||||||||||||
Total Liabilities | $ | — | $ | 1,899 | $ | — | $ | 1,899 | ||||||||
Accumulated other comprehensive loss (interest rate swaps) | $ | — | $ | 1,899 | $ | — | $ | 1,899 | ||||||||
Major_Customers_and_Suppliers_
Major Customers and Suppliers (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Risks and Uncertainties [Abstract] | |||||||||
Schedule of sales of nitrogen fertilizer to major customers | Sales of nitrogen fertilizer to major customers, as a percentage of total net sales, were as follows: | ||||||||
December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Nitrogen Fertilizer | |||||||||
Customer A | 17 | % | 15 | % | 10 | % | |||
Customer B | 10 | % | 13 | % | 10 | % | |||
27 | % | 28 | % | 20 | % | ||||
Schedule of purchases contracted as a percentage of direct operating expenses (exclusive of depreciation and amortization) | Purchases from this supplier as a percentage of direct operating expenses (exclusive of depreciation and amortization) were as follows: | ||||||||
December 31, | |||||||||
2014 | 2013 | 2012 | |||||||
Supplier A | 4 | % | 4 | % | 5 | % |
Selected_Quarterly_Financial_I1
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||||||
Summary of quarterly financial data | Summarized quarterly financial data for December 31, 2014 and 2013: | |||||||||||||||
Year Ended December 31, 2014 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in thousands, except per unit data) | ||||||||||||||||
Net sales | $ | 80,316 | $ | 77,215 | $ | 66,733 | $ | 74,401 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold — Affiliates | 2,246 | 2,327 | 2,232 | 2,619 | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) — Third parties | 19,462 | 17,109 | 13,202 | 12,755 | ||||||||||||
21,708 | 19,436 | 15,434 | 15,374 | |||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Affiliates | 753 | 817 | 621 | 833 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Third parties | 23,436 | 26,100 | 25,487 | 20,911 | ||||||||||||
24,189 | 26,917 | 26,108 | 21,744 | |||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Affiliates | 3,536 | 3,973 | 3,035 | 2,867 | ||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Third parties | 1,118 | 1,297 | 928 | 949 | ||||||||||||
4,654 | 5,270 | 3,963 | 3,816 | |||||||||||||
Depreciation and amortization | 6,667 | 6,792 | 6,812 | 6,978 | ||||||||||||
Total operating costs and expenses | 57,218 | 58,415 | 52,317 | 47,912 | ||||||||||||
Operating income | 23,098 | 18,800 | 14,416 | 26,489 | ||||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (1,659 | ) | (1,669 | ) | (1,724 | ) | (1,731 | ) | ||||||||
Interest income | 6 | 6 | 7 | 11 | ||||||||||||
Other income, net | 15 | — | 33 | 23 | ||||||||||||
Total other income (expense) | (1,638 | ) | (1,663 | ) | (1,684 | ) | (1,697 | ) | ||||||||
Income before income tax expense (benefit) | 21,460 | 17,137 | 12,732 | 24,792 | ||||||||||||
Income tax expense (benefit) | 7 | 7 | 13 | (55 | ) | |||||||||||
Net income | $ | 21,453 | $ | 17,130 | $ | 12,719 | $ | 24,847 | ||||||||
Net income per common unit — basic | $ | 0.29 | $ | 0.23 | $ | 0.17 | $ | 0.34 | ||||||||
Net income per common unit — diluted | $ | 0.29 | $ | 0.23 | $ | 0.17 | $ | 0.34 | ||||||||
Weighted-average common units outstanding: | ||||||||||||||||
Basic | 73,113 | 73,113 | 73,115 | 73,117 | ||||||||||||
Diluted | 73,145 | 73,146 | 73,139 | 73,133 | ||||||||||||
Year Ended December 31, 2013 | ||||||||||||||||
Quarter | ||||||||||||||||
First | Second | Third | Fourth | |||||||||||||
(in thousands, except per unit data) | ||||||||||||||||
Net sales | $ | 81,411 | $ | 88,834 | $ | 69,199 | $ | 84,228 | ||||||||
Operating costs and expenses: | ||||||||||||||||
Cost of product sold — Affiliates | 3,089 | 2,761 | 2,529 | 2,412 | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) — Third parties | 7,565 | 12,810 | 10,446 | 16,463 | ||||||||||||
10,654 | 15,571 | 12,975 | 18,875 | |||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Affiliates | 1,003 | 1,205 | 1,058 | 806 | ||||||||||||
Direct operating expenses (exclusive of depreciation and amortization) — Third parties | 21,554 | 23,213 | 22,696 | 22,557 | ||||||||||||
22,557 | 24,418 | 23,754 | 23,363 | |||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Affiliates | 4,219 | 4,153 | 3,620 | 4,126 | ||||||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) — Third parties | 1,411 | 1,439 | 968 | 1,141 | ||||||||||||
5,630 | 5,592 | 4,588 | 5,267 | |||||||||||||
Depreciation and amortization | 5,767 | 6,193 | 6,563 | 7,055 | ||||||||||||
Total operating costs and expenses | 44,608 | 51,774 | 47,880 | 54,560 | ||||||||||||
Operating income | 36,803 | 37,060 | 21,319 | 29,668 | ||||||||||||
Other income (expense): | ||||||||||||||||
Interest expense and other financing costs | (1,280 | ) | (1,675 | ) | (1,663 | ) | (1,676 | ) | ||||||||
Interest income | 30 | 24 | 12 | 8 | ||||||||||||
Other income, net | 9 | 46 | 34 | 5 | ||||||||||||
Total other income (expense) | (1,241 | ) | (1,605 | ) | (1,617 | ) | (1,663 | ) | ||||||||
Income before income tax expense (benefit) | 35,562 | 35,455 | 19,702 | 28,005 | ||||||||||||
Income tax expense (benefit) | 9 | 18 | (3 | ) | 84 | |||||||||||
Net income | $ | 35,553 | $ | 35,437 | $ | 19,705 | $ | 27,921 | ||||||||
Net income per common unit — basic | $ | 0.49 | $ | 0.48 | $ | 0.27 | $ | 0.38 | ||||||||
Net income per common unit — diluted | $ | 0.49 | $ | 0.48 | $ | 0.27 | $ | 0.38 | ||||||||
Weighted-average common units outstanding: | ||||||||||||||||
Basic | 73,065 | 73,068 | 73,076 | 73,079 | ||||||||||||
Diluted | 73,233 | 73,230 | 73,225 | 73,224 | ||||||||||||
Formation_of_the_Partnership_O1
Formation of the Partnership, Organization and Nature of Business (Details) (USD $) | 12 Months Ended | 1 Months Ended | 0 Months Ended | 25 Months Ended | 7 Months Ended | 19 Months Ended | 0 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Oct. 31, 2007 | Apr. 13, 2011 | 27-May-13 | Dec. 31, 2013 | Dec. 31, 2014 | 28-May-13 | Apr. 18, 2012 |
contingent_cash_payment | ||||||||
CVR Energy, Inc | Offeror | ||||||||
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% | 82.00% | 82.00% | |||||
CRLLC | ||||||||
Formation of the Partnership, Organization and Nature of Business | ||||||||
Limited partner interest (as a percent) | 53.00% | |||||||
CRLLC | Special LP units | ||||||||
Formation of the Partnership, Organization and Nature of Business | ||||||||
Partner's units acquired | 30,333 | |||||||
General partner interest (as a percent) | 0.10% | |||||||
Wholly-owned subsidiary of CRLLC | Special GP units | ||||||||
Formation of the Partnership, Organization and Nature of Business | ||||||||
Partner's units acquired | 30,303,000 | |||||||
General partner interest (as a percent) | 99.90% | |||||||
IPO | ||||||||
Formation of the Partnership, Organization and Nature of Business | ||||||||
Number of limited partner units sold in public offering (in units) | 22,080,000 | |||||||
Offering price per unit (in dollars per share) | $16 | |||||||
Net proceeds from the Initial Public Offering | $324.20 | |||||||
Investment spent for profit and growth since IPO | 39.5 | |||||||
Percentage of limited partner interest held by the public | 30.00% | |||||||
Limited partner interest (as a percent) | 70.00% | |||||||
Secondary Offering | ||||||||
Formation of the Partnership, Organization and Nature of Business | ||||||||
Percentage of limited partner interest held by the public | 47.00% | 47.00% | ||||||
Offering Costs, Partnership Interests | 0.5 | |||||||
Secondary Offering | CRLLC | ||||||||
Formation of the Partnership, Organization and Nature of Business | ||||||||
Number of limited partner units sold in public offering (in units) | 12,000,000 | |||||||
Offering price per unit (in dollars per share) | $25.15 | |||||||
Net proceeds from the Initial Public Offering | 292.6 | |||||||
Limited partner interest (as a percent) | 53.00% | 53.00% | ||||||
Partnership Interests Underwriting Fees Initial Public Offering | $9.20 |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies (Details 1) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
customer | customer | |
Accounts Receivable, net | ||
Outstanding checks include din accounts payable current | 2 | 0.9 |
Accounts receivable excluding accounts receivable from affiliates | Customer concentration | ||
Accounts Receivable, net | ||
Customers individually representing greater than or equal to a specified percentage for disclosure | 10.00% | |
Accounts receivable excluding accounts receivable from affiliates | Customer concentration | Two customers with largest risk concentration, collectively | ||
Accounts Receivable, net | ||
Number of customers | 1 | |
Percentage of concentration risk | 28.00% | |
Accounts receivable excluding accounts receivable from affiliates | Customer concentration | One customer with largest risk concentration | ||
Accounts Receivable, net | ||
Number of customers | 2 | |
Percentage of concentration risk | 31.00% | |
Accounts receivable excluding accounts receivable from affiliates | Credit concentration | One customer with largest risk concentration | ||
Accounts Receivable, net | ||
Number of customers | 1 | |
Percentage of concentration risk | 17.00% |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies (Details 2) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Property, Plant, and Equipment | |
Minimum project cost required for capitalization of interest | $1,000,000 |
Minimum period required for completion of project for capitalization of interest (in months) | 6 months |
Improvements to land | |
Property, Plant, and Equipment | |
Useful life (in years) | 30 years |
Buildings | |
Property, Plant, and Equipment | |
Useful life (in years) | 30 years |
Automotive equipment | |
Property, Plant, and Equipment | |
Useful life (in years) | 5 years |
Minimum | Machinery and equipment | |
Property, Plant, and Equipment | |
Useful life (in years) | 5 years |
Minimum | Furniture and fixtures | |
Property, Plant, and Equipment | |
Useful life (in years) | 3 years |
Minimum | Railcars | |
Property, Plant, and Equipment | |
Useful life (in years) | 25 years |
Maximum | Machinery and equipment | |
Property, Plant, and Equipment | |
Useful life (in years) | 30 years |
Maximum | Furniture and fixtures | |
Property, Plant, and Equipment | |
Useful life (in years) | 7 years |
Maximum | Railcars | |
Property, Plant, and Equipment | |
Useful life (in years) | 40 years |
Summary_of_Significant_Account5
Summary of Significant Accounting Policies (Details 3) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
segment | |||
Cost Classifications | |||
Depreciation expense incurred related to the cost of product sold | $0.40 | $0.30 | $0.10 |
Depreciation and amortization not included in direct operating expenses | 26.8 | 25.3 | 20.6 |
Segment Reporting | |||
Number of operating segments | 1 | ||
Revenue Recognition | |||
Expected period of delivery of deferred revenue | 12 months | ||
Nitrogen fertilizer plant | |||
Planned Major Maintenance Costs | |||
Turnaround costs | $4.80 | ||
Minimum | Nitrogen fertilizer plant | |||
Planned Major Maintenance Costs | |||
Frequency of planned major maintenance activities | 2 years | ||
Maximum | Nitrogen fertilizer plant | |||
Planned Major Maintenance Costs | |||
Frequency of planned major maintenance activities | 3 years |
Summary_of_Significant_Account6
Summary of Significant Accounting Policies (Details 4) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Related Party Transaction [Line Items] | |||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $21,744 | $26,108 | $26,917 | $24,189 | $23,363 | $23,754 | $24,418 | $22,557 | $98,958 | $94,092 | $95,614 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 3,816 | 3,963 | 5,270 | 4,654 | 5,267 | 4,588 | 5,592 | 5,630 | 17,703 | 21,076 | 24,142 |
CVR Energy, Inc | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 3,758 | 4,821 | 2,990 | ||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,927 | 13,686 | 11,103 | ||||||||
Total | $15,685 | $18,507 | $14,093 |
ShareBased_Compensation_Detail
Share-Based Compensation (Details) (Details) (USD $) | 12 Months Ended | 0 Months Ended | ||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2013 | Dec. 15, 2014 | Jul. 15, 2014 | Apr. 18, 2012 |
payment | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Percentage of allocation of share-based compensation expense | 100.00% | |||||
Number of non-transferable contingent cash payments right for each share | 1 | |||||
CVR Energy, Inc | Incentive Unit Award | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 11 months | |||||
Compensation expense | 0.5 | |||||
Share-based liabilities paid | 0.3 | |||||
Liability for unvested awards related to employees | 0.2 | |||||
Number of shares considered for determining cash payment for each award upon vesting | 1 | |||||
Unrecognized compensation cost | 1 | |||||
CVR Energy, Inc | CVR Energy LTIP | Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
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 | 1.9 | |||||
CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 3 years | |||||
Additional share-based compensation expense upon modification | 0.1 | |||||
Weighted-average period for amortization of unrecognized compensation cost | 1 year | |||||
Compensation expense | 0.2 | 4.6 | 1.8 | |||
CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | Tranche One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | Tranche Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | Tranche Three | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
CVR Energy, Inc | CVR Energy LTIP | Incentive Unit Award | Tranche One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
CVR Energy, Inc | CVR Energy LTIP | Incentive Unit Award | Tranche Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
CVR Energy, Inc | CVR Energy LTIP | Incentive Unit Award | Tranche Three | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting percentage | 33.33% | |||||
Executive Officer | CVR Energy, Inc | CVR Energy LTIP | Restricted stock units | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Vesting period | 1 year | |||||
Number of shares right to receive cash payment on vesting equal to fair market value is received per award | 1 | |||||
Board of Directors Chairman | CVR Energy, Inc | CVR Energy LTIP | Performance shares | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Compensation expense | 0.7 | 0.4 | ||||
Share-based liabilities paid | 0.3 | 0.5 | ||||
Liability for unvested awards related to employees | 0.3 |
ShareBased_Compensation_Detail1
Share-Based Compensation (Details 2) (Details) (CVR Partners LTIP, USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Common stock authorized for issuance (in shares) | 5,000,000 | ||
Common units available for issuance (in shares) | 4,820,215 | ||
Phantom stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Number of shares considered for determining cash payment for each award upon vesting | 1 | ||
Phantom stock units | Tranche One | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 33.33% | ||
Phantom stock units | Tranche Two | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 33.33% | ||
Phantom stock units | Tranche Three | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting percentage | 33.33% | ||
Phantom Unit and Common Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 11 months | ||
Compensation expense | $0.30 | $0.70 | $2.20 |
Additional share-based compensation expense upon modification | 2.2 | ||
Performance-Based Phantom Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average period for amortization of unrecognized compensation cost | 1 year 6 months | ||
Additional share-based compensation expense upon modification | 0.1 | ||
Personnel Accruals | Phantom Unit and Common Unit | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Liability for unvested awards related to employees | 0.2 | 0.2 | |
CVR Energy, Inc | Phantom stock units | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Amount paid to settle liability-classified awards upon vesting | $0.40 | $0.20 | $0.30 |
ShareBased_Compensation_Detail2
Share-Based Compensation (Details 3) (Details) (CVR Partners LTIP, Phantom Unit and Common Unit, USD $) | 12 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
CVR Partners LTIP | Phantom Unit and Common Unit | ||||
Non-vested shares activity | ||||
Non-vested at the beginning of the period (in shares) | 171,119 | 201,812 | 164,571 | |
Granted | 198,141 | 58,536 | 95,370 | |
Vested | -48,310 | -89,229 | -58,129 | |
Forfeited | -77,004 | 0 | 0 | |
Non-vested at the end of the period (in shares) | 243,946 | 171,119 | 201,812 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | ||||
Non-vested at the beginning of the period (in dollars per share) | $21.34 | $23.70 | $22.99 | |
Granted | $9.44 | $16.13 | $24.53 | |
Vested | $20.95 | $23.24 | $23.08 | |
Forfeited | $23.49 | $0 | $0 | |
Non-vested at the end of the period (in dollars per share) | $11.07 | $21.34 | $23.70 | |
Aggregate Intrinsic Value | $2,376 | $2,817 | $5,094 | $4,085 |
Inventories_Details
Inventories (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Finished goods | $12,393 | $8,849 |
Raw materials and precious metals | 9,333 | 8,546 |
Parts and supplies | 13,888 | 15,669 |
Inventories | $35,614 | $33,064 |
Property_Plant_and_Equipment_D
Property, Plant, and Equipment (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Property, Plant, and Equipment | |||
Gross property, plant and equipment | $589,157,000 | $570,044,000 | |
Less: Accumulated depreciation | 184,223,000 | 157,088,000 | |
Total net, property, plant, and equipment | 404,934,000 | 412,956,000 | |
Capitalized interest | 100,000 | 600,000 | 3,200,000 |
Land and improvements | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 5,263,000 | 5,032,000 | |
Buildings and improvements | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 2,266,000 | 2,191,000 | |
Machinery and equipment | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 559,210,000 | 548,282,000 | |
Automotive equipment | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 497,000 | 450,000 | |
Furniture and fixtures | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 882,000 | 893,000 | |
Railcars | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | 14,524,000 | 7,902,000 | |
Construction in progress | |||
Property, Plant, and Equipment | |||
Gross property, plant and equipment | $6,515,000 | $5,294,000 |
Partners_Capital_and_Partnersh2
Partners' Capital and Partnership Distributions (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Feb. 18, 2015 |
partnership_interest | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Number of types of partnership interests outstanding | 2 | |||||||||||||
Common units issued (in units) | 73,112,951 | 73,122,997 | ||||||||||||
Common unitholders, units outstanding | 73,116,639 | 73,113,537 | 73,112,951 | 73,112,951 | 73,078,048 | 73,074,945 | 73,065,143 | 73,065,143 | 73,046,498 | 73,043,356 | 73,030,936 | 73,030,936 | 73,122,997 | |
Maximum period after the end of each quarter of cash distribution to common unitholders | 60 days | |||||||||||||
Per common united declared (in dollars per share) | $0.27 | $0.33 | $0.38 | $0.43 | $0.36 | $0.58 | $0.61 | $0.19 | $0.50 | $0.60 | $0.52 | $0.59 | ||
Distributions declared | $19.70 | $24.10 | $27.80 | $31.40 | $26.30 | $42.60 | $44.60 | $14 | $36.20 | $43.80 | $38.20 | $42.90 | ||
Distributions paid and to be paid | $1.39 | |||||||||||||
CRLLC | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Common unitholders, units outstanding | 38,920,000 | |||||||||||||
Percentage of common units owned by CRLLC | 53.00% | |||||||||||||
Distributions declared | 10.5 | 12.8 | 14.8 | 16.7 | 14 | 22.7 | 31.1 | 9.8 | 25.3 | 30.5 | 26.6 | 29.9 | ||
Subsequent Event [Member] | ||||||||||||||
Related Party Transaction [Line Items] | ||||||||||||||
Per common united declared (in dollars per share) | $0.41 | |||||||||||||
Distributions declared | $30 |
Partners_Capital_and_Partnersh3
Partners' Capital and Partnership Distributions (Details 2) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Jun. 30, 2012 | Mar. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Distribution Made to Limited Partner [Line Items] | |||||||||||||||
Distributions declared | $19.70 | $24.10 | $27.80 | $31.40 | $26.30 | $42.60 | $44.60 | $14 | $36.20 | $43.80 | $38.20 | $42.90 | |||
Total Cash Distributions Paid | 103.1 | 127.5 | 161.2 | ||||||||||||
Per common united declared (in dollars per share) | $0.27 | $0.33 | $0.38 | $0.43 | $0.36 | $0.58 | $0.61 | $0.19 | $0.50 | $0.60 | $0.52 | $0.59 | |||
Per common unit (in dollars per share) | $1.41 | $1.75 | $2.21 | ||||||||||||
Common unitholders, units outstanding | 73,116,639 | 73,113,537 | 73,112,951 | 73,112,951 | 73,078,048 | 73,074,945 | 73,065,143 | 73,065,143 | 73,046,498 | 73,043,356 | 73,030,936 | 73,030,936 | 73,122,997 | 73,112,951 | 73,065,143 |
CRLLC | |||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||
Distributions declared | 10.5 | 12.8 | 14.8 | 16.7 | 14 | 22.7 | 31.1 | 9.8 | 25.3 | 30.5 | 26.6 | 29.9 | |||
Total Cash Distributions Paid | 54.9 | 77.5 | 112.4 | ||||||||||||
Common unitholders, units outstanding | 38,920,000 | ||||||||||||||
Public unitholders | |||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||
Distributions declared | 9.2 | 11.3 | 13 | 14.7 | 12.3 | 19.9 | 13.5 | 4.2 | 10.9 | 13.3 | 11.6 | 13 | |||
Total Cash Distributions Paid | $48.20 | $50 | $48.80 |
Goodwill_Details
Goodwill (Details) (CRNF, Coffeyville Holdings Group, LLC, USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2005 |
CRNF | Coffeyville Holdings Group, LLC | |
Goodwill and Intangible Assets | |
Goodwill | $41 |
Accrued_Expenses_and_Other_Cur2
Accrued Expenses and Other Current Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Expenses and Other Current Liabilities | ||
Property taxes | $1,376 | $1,373 |
Current interest rate swap liabilities | 855 | 883 |
Accrued interest | 458 | 458 |
Railcar maintenance accruals | 2,827 | 0 |
Other accrued expenses and liabilities | 4,046 | 2,345 |
Accrued expenses and other current liabilities | $9,562 | $5,059 |
Credit_Facility_Details
Credit Facility (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
quarter | |
Credit Facility | |
Number of trailing quarters used in calculating the leverage ratio | 4 |
CRNF | |
Credit Facility | |
Lender and other third party costs incurred | 4,800,000 |
CRNF | Eurodollar | |
Credit Facility | |
Basis spread on variable rate (as a percent) | 3.50% |
Variable rate basis | Eurodollar rate |
CRNF | Eurodollar | Minimum | |
Credit Facility | |
Basis spread on variable rate (as a percent) | 3.50% |
CRNF | Eurodollar | Maximum | |
Credit Facility | |
Basis spread on variable rate (as a percent) | 4.25% |
CRNF | Prime | |
Credit Facility | |
Basis spread on variable rate (as a percent) | 2.50% |
Variable rate basis | prime rate |
CRNF | Prime | Minimum | |
Credit Facility | |
Basis spread on variable rate (as a percent) | 2.50% |
CRNF | Prime | Maximum | |
Credit Facility | |
Basis spread on variable rate (as a percent) | 3.25% |
Term loan facility | CRNF | |
Credit Facility | |
Debt instrument face amount | 125,000,000 |
Revolving credit facility | CRNF | |
Credit Facility | |
Borrowing capacity | 25,000,000 |
Revolving credit facility | CRNF | Maximum | |
Credit Facility | |
Uncommitted incremental facility | 50,000,000 |
Interest_Rate_Swap_Agreements_
Interest Rate Swap Agreements (Details) (CRNF, USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
agreement | |||
Term loan facility | |||
Interest rate swap | |||
Debt instrument face amount | $125,000,000 | ||
Designated as hedges | Interest rate swap agreements | |||
Interest rate swap | |||
Number of agreements | 2 | ||
Aggregate notional amount | 62,500,000 | ||
Average fixed rate of interest (as a percent) | 1.96% | ||
Effective rate (as a percent) | 4.56% | ||
Gain (loss) reclassified from earnings | ($1,100,000) | ($1,100,000) | ($1,000,000) |
Designated as hedges | Interest rate swap agreements entered into on June 30, 2011 | |||
Interest rate swap | |||
Fixed rate (as a percent) | 1.94% | ||
Settlement period (in days) | 90 days | ||
Designated as hedges | Interest rate swap agreements entered into on July 1, 2011 | |||
Interest rate swap | |||
Fixed rate (as a percent) | 1.98% | ||
Settlement period (in days) | 90 days |
Benefit_Plans_Details
Benefit Plans (Details) (CRNF, USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CRNF | |||
Benefit Plans | |||
Employee contribution limit per calendar year as a percentage of annual salaries | 100.00% | ||
Employee contribution limit per calendar year as a percentage of annual bonus received | 100.00% | ||
Employer match of employee contribution of the first 6% of the participant's contribution (as a percent) | 100.00% | ||
Percentage of eligible compensation, matched by employer | 6.00% | ||
Vesting schedule for employer's matching funds | 3 years | ||
Matching contributions made by the subsidiary during the year | $0.70 | $0.70 | $0.60 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Operating Leases | |
31-Dec-15 | 5,188 |
31-Dec-16 | 4,462 |
31-Dec-17 | 2,827 |
31-Dec-18 | 2,014 |
31-Dec-19 | 1,415 |
Thereafter | 3,501 |
Operating leases | 19,407 |
Unconditional Purchase Obligations | |
31-Dec-15 | 19,352 |
31-Dec-16 | 13,103 |
31-Dec-17 | 13,279 |
31-Dec-18 | 13,278 |
31-Dec-19 | 12,251 |
Thereafter | 69,042 |
Unconditional purchase obligations | 140,305 |
Purchase obligation for pet coke | CVR Refining, LP | |
Unconditional Purchase Obligations | |
Period for calculation of the average pet coke price paid to CVR Energy | 2 years |
Commitments_and_Contingencies_2
Commitments and Contingencies (Details 2) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
CRNF | |||
Long-term commitments | |||
Rent expense minimum rentals | $4.60 | $4.70 | $4.30 |
HollyFrontier Corporation | |||
Long-term commitments | |||
Expenses related to agreement | 4.3 | 4.8 | 6 |
Material | Linde, Inc. | CRNF | |||
Long-term commitments | |||
Expenses related to agreement | 4 | 3.9 | 4.3 |
Minimum | Material | Linde, Inc. | CRNF | |||
Long-term commitments | |||
Committed contractual payments | 0.3 | ||
Maximum | Material | Linde, Inc. | CRNF | |||
Long-term commitments | |||
Committed contractual payments | $0.40 |
Commitments_and_Contingencies_3
Commitments and Contingencies (Details 3) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 25, 2013 | Dec. 31, 2007 | Dec. 31, 2012 | Dec. 31, 2011 | Dec. 31, 2010 | Dec. 31, 2009 | Dec. 31, 2008 |
Commitments and Contingencies | |||||||||
Real estate tax expense | $1.30 | $1.40 | |||||||
Litigation | CRNF | |||||||||
Commitments and Contingencies | |||||||||
Property tax abatement period | 10 years | ||||||||
Increase in property tax expenses | 11.3 | 11.4 | 11.7 | 10.7 | 10.7 | ||||
Decrease in property tax expenses | $10.70 | ||||||||
Tax exemption period | 10 years |
Commitments_and_Contingencies_4
Commitments and Contingencies (Details 4) (EHS, USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
EHS | |||
Commitments and Contingencies | |||
Expenses related to environmental, health and safety (EHS) matters | $200 | $44 | $400 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (CRLLC, USD $) | 0 Months Ended | 12 Months Ended | |
In Millions, except Share data, unless otherwise specified | Aug. 29, 2012 | Dec. 31, 2013 | Dec. 31, 2012 |
Related Party Transaction [Line Items] | |||
Maximum number of units planned to be offered from CRLLC's capital account in a public offering (in shares) | 50,920,000 | ||
Registration Rights Agreement | |||
Related Party Transaction [Line Items] | |||
Expenses related to Registration Rights Agreement | $0.50 | $0.40 | |
Expenses prior to registration | $0.70 |
Related_Party_Transactions_Det1
Related Party Transactions (Details 2) (Related Party Agreements, CVR Energy, Inc, CVR Refining, LP) | 1 Months Ended |
Jan. 31, 2013 | |
Related Party Agreements | CVR Energy, Inc | CVR Refining, LP | |
Related Party Transaction [Line Items] | |
Aggregate ownership percentage | 66.00% |
Related_Party_Transactions_Det2
Related Party Transactions (Details 3) (USD $) | 3 Months Ended | 12 Months Ended | 1 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Apr. 30, 2011 | |
affiliate | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Number of Parties | 2 | |||||||||||
Revenue from related party | $74,401,000 | $66,733,000 | $77,215,000 | $80,316,000 | $84,228,000 | $69,199,000 | $88,834,000 | $81,411,000 | $298,665,000 | $323,672,000 | $302,309,000 | |
Cost of product sold (exclusive of depreciation and amortization) | 15,374,000 | 15,434,000 | 19,436,000 | 21,708,000 | 18,875,000 | 12,975,000 | 15,571,000 | 10,654,000 | 71,952,000 | 58,075,000 | 46,072,000 | |
Receivables | 1,848,000 | 3,104,000 | 1,848,000 | 3,104,000 | ||||||||
Asset included in other non-current assets | 957,000 | 1,136,000 | 957,000 | 1,136,000 | ||||||||
Liability included in other current liabilities | 2,279,000 | 4,289,000 | 2,279,000 | 4,289,000 | ||||||||
Noncurrent due to related parties | 67,000 | 67,000 | ||||||||||
Tail gas | CRNF | CRRM | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Initial term of agreement (in years) | 20 years | |||||||||||
Renewal period of agreement (in years) | 5 years | |||||||||||
Notice period for termination of agreement | 3 years | |||||||||||
Feedstock and Shared Services Agreement | CRNF | CRRM | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Related Party Transaction Incurred | 300,000 | 100,000 | ||||||||||
Feedstock and Shared Services Agreement | Hydrogen | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 41,000 | 600,000 | 200,000 | |||||||||
Feedstock and Shared Services Agreement | Hydrogen | CRNF | CRRM | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Revenue from related party | 10,100,000 | 11,400,000 | 6,300,000 | |||||||||
Feedstock and Shared Services Agreement | Nitrogen | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Related Party Transaction Incurred | 1,000,000 | 500,000 | 1,400,000 | |||||||||
Feedstock and Shared Services Agreement | Tail gas | CRNF | CRRM | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Receivables | 200,000 | 200,000 | 200,000 | 200,000 | 200,000 | |||||||
Period for payment of cost of installation of pipe (in years) | 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 | 1,000,000 | 1,100,000 | 1,000,000 | 1,100,000 | ||||||||
Liability included in other current liabilities | 100,000 | 300,000 | 100,000 | 300,000 | ||||||||
Noncurrent due to related parties | 0 | 100,000 | 0 | 100,000 | ||||||||
Feedstock and Shared Services Agreement | Products and services, excluding hydrogen | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Receivables | 200,000 | 300,000 | 200,000 | 300,000 | ||||||||
Liability included in other current liabilities | 1,100,000 | 1,000,000 | 1,100,000 | 1,000,000 | ||||||||
Coke Supply Agreement | Petroleum coke | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 9,200,000 | 9,800,000 | 10,200,000 | |||||||||
Liability included in other current liabilities | 500,000 | 600,000 | 500,000 | 600,000 | ||||||||
Coke Supply Agreement | Petroleum coke | CRNF | CRRM | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Initial term of agreement (in years) | 20 years | |||||||||||
Renewal period of agreement (in years) | 5 years | |||||||||||
Notice period for termination of agreement | 3 years | |||||||||||
Prepaid Expenses and Other Current Assets | Feedstock and Shared Services Agreement | Hydrogen | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Receivables | $1,300,000 | $2,600,000 | $1,300,000 | $2,600,000 |
Related_Party_Transactions_Det3
Related Party Transactions (Details 4) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Related Party Transaction [Line Items] | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | $15,374 | $15,434 | $19,436 | $21,708 | $18,875 | $12,975 | $15,571 | $10,654 | $71,952 | $58,075 | $46,072 |
Liability included in other current liabilities | 2,279 | 4,289 | 2,279 | 4,289 | |||||||
Petroleum coke | Coke Supply Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 9,200 | 9,800 | 10,200 | ||||||||
Liability included in other current liabilities | $500 | $600 | $500 | $600 | |||||||
Petroleum coke | Coke Supply Agreement | CRNF | CRRM | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Percentage of annual production of pet coke to be delivered | 100.00% | ||||||||||
Annual production of pet coke | 500,000 | ||||||||||
Period for which average percentage of product obtained | 5 years | ||||||||||
Rate petroleum coke price used to determine urea ammonium nitrate based price | 25 | ||||||||||
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 | ||||||||||
Initial term of agreement (in years) | 20 years | ||||||||||
Renewal period of agreement (in years) | 5 years | ||||||||||
Notice period for termination of agreement | 3 years | ||||||||||
Minimum | Petroleum coke | Coke Supply Agreement | CRNF | CRRM | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
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% | ||||||||||
Rate petroleum coke price used to determine urea ammonium nitrate based price | 5 | ||||||||||
Maximum | Petroleum coke | Coke Supply Agreement | CRNF | CRRM | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Rate petroleum coke price used to determine urea ammonium nitrate based price | 40 |
Related_Party_Transactions_Det4
Related Party Transactions (Details 5) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Office and Laboratory Space Lease Agreement | |||
Related Party Transaction [Line Items] | |||
Rent expense | $112 | $107 | $105 |
Office and Laboratory Space Lease Agreement | CRNF | CRRM | |||
Related Party Transaction [Line Items] | |||
Notice period for termination of agreement | 180 days | ||
Number of times agreement can be renewed | 5 | ||
Additional renewal period of agreement | 1 year | ||
Office and Laboratory Space Lease Agreement | CRNF | Minimum | CRRM | |||
Related Party Transaction [Line Items] | |||
Notice period for termination of agreement | 60 days | ||
Environmental Agreement | CRNF | Minimum | CRRM | |||
Related Party Transaction [Line Items] | |||
Initial term of agreement (in years) | 20 years |
Related_Party_Transactions_Det5
Related Party Transactions (Details 6) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | |||
Liability included in other current liabilities | $2,279,000 | $4,289,000 | |
Receivables | 1,848,000 | 3,104,000 | |
Services Agreement | |||
Related Party Transaction [Line Items] | |||
Personnel costs | 5,100,000 | 4,400,000 | 3,400,000 |
CVR Energy, Inc | Services Agreement | General Partner Interest | |||
Related Party Transaction [Line Items] | |||
Notice period for exclusion of service from agreement | 180 days | ||
Minimum | CVR Energy, Inc | Services Agreement | General Partner Interest | |||
Related Party Transaction [Line Items] | |||
Notice period for termination of agreement | 180 days | ||
Maximum | CVR Energy, Inc | Services Agreement | General Partner Interest | |||
Related Party Transaction [Line Items] | |||
Notice period for termination of agreement | 1 year | ||
Accounts Payable and Accrued Expenses and Other Current Liabilities | Services Agreement | |||
Related Party Transaction [Line Items] | |||
Liability included in other current liabilities | 2,600,000 | 2,700,000 | |
Prepaid Expenses and Other Current Assets | Services Agreement | |||
Related Party Transaction [Line Items] | |||
Receivables | $100,000 | $0 |
Related_Party_Transactions_Det6
Related Party Transactions (Details 7) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Related Party Transaction [Line Items] | |||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | $21,744 | $26,108 | $26,917 | $24,189 | $23,363 | $23,754 | $24,418 | $22,557 | $98,958 | $94,092 | $95,614 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 3,816 | 3,963 | 5,270 | 4,654 | 5,267 | 4,588 | 5,592 | 5,630 | 17,703 | 21,076 | 24,142 |
Services Agreement | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Direct operating expenses (exclusive of depreciation and amortization) | 3,415 | 4,428 | 2,990 | ||||||||
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 11,193 | 10,013 | 7,142 | ||||||||
Total | $14,608 | $14,441 | $10,132 |
Related_Party_Transactions_Det7
Related Party Transactions (Details 8) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Related Party Transaction [Line Items] | |||
Payables included in personnel accruals | $1,129,000 | $2,025,000 | |
Limited Partnership Agreement | |||
Related Party Transaction [Line Items] | |||
Personnel costs | 2,600,000 | 4,100,000 | 4,000,000 |
Personnel Accruals | Limited Partnership Agreement | |||
Related Party Transaction [Line Items] | |||
Payables included in personnel accruals | $1,100,000 | $2,000,000 | |
CVR GP LLC | CVR Energy, Inc | GP Services Agreement | |||
Related Party Transaction [Line Items] | |||
Notice period for exclusion of service from agreement | 180 days | ||
Minimum | CVR GP LLC | CVR Energy, Inc | GP Services Agreement | |||
Related Party Transaction [Line Items] | |||
Notice period for termination of agreement | 180 days | ||
Maximum | CVR GP LLC | CVR Energy, Inc | GP Services Agreement | |||
Related Party Transaction [Line Items] | |||
Notice period for termination of agreement | 1 year |
Related_Party_Transactions_Det8
Related Party Transactions (Details 9) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 51 Months Ended | |||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jun. 13, 2013 | Jun. 30, 2013 | |
railcar | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | $15,374,000 | $15,434,000 | $19,436,000 | $21,708,000 | $18,875,000 | $12,975,000 | $15,571,000 | $10,654,000 | $71,952,000 | $58,075,000 | $46,072,000 | ||
American Railcar Leasing, LLC | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Payments to Acquire Lease Receivables | 1,100,000 | ||||||||||||
Railcar Lease Agreement | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 400,000 | 1,100,000 | |||||||||||
Railcar Lease Agreement | American Railcar Leasing, LLC | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Number of railcars | 199 | ||||||||||||
Payments to Acquire Lease Receivables | $5,000,000 |
Related_Party_Transactions_Det9
Related Party Transactions (Details 10) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
railcar | |
American Railcar Industries, Inc | |
Related Party Transaction [Line Items] | |
Number of new railcars purchased | 50 |
Purchases from related party | $6,700,000 |
Expenses from transactions with related parties | 50,000 |
American Railcar Leasing, LLC | |
Related Party Transaction [Line Items] | |
Purchases from related party | $1,100,000 |
Number of used railcars purchased | 12 |
Fair_Value_of_Financial_Instru2
Fair Value of Financial Instruments (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Fair value of financial instruments | ||
Accumulated other comprehensive loss (interest rate swaps) | ($1,038) | ($1,899) |
Recurring | ||
Fair value of financial instruments | ||
Cash equivalents (money market account) | 53,323 | 65,299 |
Other current liabilities (interest rate swaps) | 855 | 883 |
Other long-term liabilities (interest rate swaps) | 183 | 1,016 |
Total Liabilities | 1,038 | 1,899 |
Accumulated other comprehensive loss (interest rate swaps) | 1,038 | 1,899 |
Recurring | Level 1 | ||
Fair value of financial instruments | ||
Cash equivalents (money market account) | 53,323 | 65,299 |
Other current liabilities (interest rate swaps) | 0 | 0 |
Other long-term liabilities (interest rate swaps) | 0 | 0 |
Total Liabilities | 0 | 0 |
Accumulated other comprehensive loss (interest rate swaps) | 0 | 0 |
Recurring | Level 2 | ||
Fair value of financial instruments | ||
Cash equivalents (money market account) | 0 | 0 |
Other current liabilities (interest rate swaps) | 855 | 883 |
Other long-term liabilities (interest rate swaps) | 183 | 1,016 |
Total Liabilities | 1,038 | 1,899 |
Accumulated other comprehensive loss (interest rate swaps) | 1,038 | 1,899 |
Recurring | Level 3 | ||
Fair value of financial instruments | ||
Cash equivalents (money market account) | 0 | 0 |
Other current liabilities (interest rate swaps) | 0 | 0 |
Other long-term liabilities (interest rate swaps) | 0 | 0 |
Total Liabilities | 0 | 0 |
Accumulated other comprehensive loss (interest rate swaps) | $0 | $0 |
Major_Customers_and_Suppliers_1
Major Customers and Suppliers (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Sales | Customer concentration | Nitrogen Fertilizer | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 27.00% | 28.00% | 20.00% |
Sales | Customer concentration | Nitrogen Fertilizer | Customer A | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 17.00% | 15.00% | 10.00% |
Sales | Customer concentration | Nitrogen Fertilizer | Customer B | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 10.00% | 13.00% | 10.00% |
Direct operating expenses (exclusive of depreciation and amortization) | Supplier concentration | |||
Major Customers and Suppliers | |||
Number of major suppliers | 1 | 1,000 | 1,000 |
Direct operating expenses (exclusive of depreciation and amortization) | Supplier concentration | Supplier A | |||
Major Customers and Suppliers | |||
Concentration risk (as a percent) | 4.00% | 4.00% | 5.00% |
Selected_Quarterly_Financial_I2
Selected Quarterly Financial Information (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Net sales | $74,401 | $66,733 | $77,215 | $80,316 | $84,228 | $69,199 | $88,834 | $81,411 | $298,665 | $323,672 | $302,309 |
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 15,374 | 15,434 | 19,436 | 21,708 | 18,875 | 12,975 | 15,571 | 10,654 | 71,952 | 58,075 | 46,072 |
Direct operating expenses (exclusive of depreciation and amortization) | 21,744 | 26,108 | 26,917 | 24,189 | 23,363 | 23,754 | 24,418 | 22,557 | 98,958 | 94,092 | 95,614 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 3,816 | 3,963 | 5,270 | 4,654 | 5,267 | 4,588 | 5,592 | 5,630 | 17,703 | 21,076 | 24,142 |
Depreciation and amortization | 6,978 | 6,812 | 6,792 | 6,667 | 7,055 | 6,563 | 6,193 | 5,767 | 27,249 | 25,578 | 20,723 |
Total operating costs and expenses | 47,912 | 52,317 | 58,415 | 57,218 | 54,560 | 47,880 | 51,774 | 44,608 | 215,862 | 198,821 | 186,551 |
Operating income | 26,489 | 14,416 | 18,800 | 23,098 | 29,668 | 21,319 | 37,060 | 36,803 | 82,803 | 124,851 | 115,758 |
Interest expense and other financing costs | -1,731 | -1,724 | -1,669 | -1,659 | -1,676 | -1,663 | -1,675 | -1,280 | -6,783 | -6,294 | -3,756 |
Interest income | 11 | 7 | 6 | 6 | 8 | 12 | 24 | 30 | 30 | 74 | 208 |
Other income, net | 23 | 33 | 0 | 15 | 5 | 34 | 46 | 9 | 71 | 93 | 65 |
Total other income (expense) | -1,697 | -1,684 | -1,663 | -1,638 | -1,663 | -1,617 | -1,605 | -1,241 | -6,682 | -6,127 | -3,483 |
Income before income tax expense (benefit) | 24,792 | 12,732 | 17,137 | 21,460 | 28,005 | 19,702 | 35,455 | 35,562 | 76,121 | 118,724 | 112,275 |
Income tax expense (benefit) | -55 | 13 | 7 | 7 | 84 | -3 | 18 | 9 | -28 | 108 | 52 |
Net income | 24,847 | 12,719 | 17,130 | 21,453 | 27,921 | 19,705 | 35,437 | 35,553 | 76,149 | 118,616 | 112,223 |
Net income per common unit - basic (in dollars per unit) | $0.34 | $0.17 | $0.23 | $0.29 | $0.38 | $0.27 | $0.48 | $0.49 | $1.04 | $1.62 | $1.54 |
Net income per common unit - diluted (in dollars per unit) | $0.34 | $0.17 | $0.23 | $0.29 | $0.38 | $0.27 | $0.48 | $0.49 | $1.04 | $1.62 | $1.53 |
Weighted-average common units outstanding: | |||||||||||
Basic (in units) | 73,117 | 73,115 | 73,113 | 73,113 | 73,079 | 73,076 | 73,068 | 73,065 | 73,115 | 73,072 | 73,039 |
Diluted (in units) | 73,133 | 73,139 | 73,146 | 73,145 | 73,224 | 73,225 | 73,230 | 73,233 | 73,139 | 73,228 | 73,193 |
Affiliates | |||||||||||
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 2,619 | 2,232 | 2,327 | 2,246 | 2,412 | 2,529 | 2,761 | 3,089 | 9,424 | 10,791 | 11,518 |
Direct operating expenses (exclusive of depreciation and amortization) | 833 | 621 | 817 | 753 | 806 | 1,058 | 1,205 | 1,003 | 3,024 | 4,072 | 2,277 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | 2,867 | 3,035 | 3,973 | 3,536 | 4,126 | 3,620 | 4,153 | 4,219 | 13,411 | 16,118 | 17,269 |
Third parties | |||||||||||
Operating costs and expenses: | |||||||||||
Cost of product sold (exclusive of depreciation and amortization) | 12,755 | 13,202 | 17,109 | 19,462 | 16,463 | 10,446 | 12,810 | 7,565 | 62,528 | 47,284 | 34,554 |
Direct operating expenses (exclusive of depreciation and amortization) | 20,911 | 25,487 | 26,100 | 23,436 | 22,557 | 22,696 | 23,213 | 21,554 | 95,934 | 90,020 | 93,337 |
Selling, general and administrative expenses (exclusive of depreciation and amortization) | $949 | $928 | $1,297 | $1,118 | $1,141 | $968 | $1,439 | $1,411 | $4,292 | $4,958 | $6,873 |
Selected_Quarterly_Financial_I3
Selected Quarterly Financial Information (Unaudited) (Details 2) (USD $) | 0 Months Ended | 3 Months Ended | |||
In Millions, unless otherwise specified | Jul. 31, 2013 | Dec. 31, 2014 | Jun. 30, 2014 | Sep. 30, 2013 | Jun. 30, 2013 |
Interim Period, Costs Not Allocable [Line Items] | |||||
Property repairs and maintenance, period of shut down | 7 days | ||||
Utility reimbursement credit | $3.40 | ||||
Operating Expense | |||||
Interim Period, Costs Not Allocable [Line Items] | |||||
Cost of property repairs and maintenance | 1.6 | $0.50 | $1.10 | $0.50 | |
Minimum | |||||
Interim Period, Costs Not Allocable [Line Items] | |||||
Property repairs and maintenance, period of shut down | 5 days | ||||
Maximum | |||||
Interim Period, Costs Not Allocable [Line Items] | |||||
Property repairs and maintenance, period of shut down | 7 days |