Document And Entity Information
Document And Entity Information - USD ($) | 9 Months Ended | ||
Sep. 30, 2015 | Nov. 09, 2015 | Jun. 30, 2014 | |
Document Information [Line Items] | |||
Entity Registrant Name | CSI Compressco LP | ||
Entity Central Index Key | 1,449,488 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 71,711,465 | ||
Common Stock Shares Outstanding | 33,186,155 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | Q3 | ||
Document Type | 10-Q | ||
Amendment Flag | false | ||
Document Period End Date | Sep. 30, 2015 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues: | ||||
Compression and related services | $ 72,766 | $ 58,300 | $ 220,880 | $ 116,270 |
Aftermarket services | 7,013 | 6,595 | 21,134 | 6,595 |
Equipment and parts sales | 49,145 | 30,997 | 116,264 | 34,945 |
Total revenues | 128,924 | 95,892 | 358,278 | 157,810 |
Cost of revenues (excluding depreciation and amortization expense): | ||||
Cost of compression and related services | 36,041 | 30,561 | 110,509 | 61,942 |
Cost of aftermarket services | 5,407 | 5,266 | 17,774 | 5,266 |
Cost of equipment and parts sales | 44,667 | 26,622 | 102,624 | 28,617 |
Total cost of revenues | 86,115 | 62,449 | 230,907 | 95,825 |
Selling, general, and administrative expense | 10,469 | 10,163 | 32,272 | 19,265 |
Depreciation and amortization | 20,610 | 13,476 | 61,227 | 20,909 |
Interest expense, net | 8,201 | 4,998 | 24,068 | 5,302 |
Other expense, net | 1,514 | 8,758 | 3,923 | 9,795 |
Income (loss) before income tax provision | 2,015 | (3,952) | 5,881 | 6,714 |
Provision (benefit) for income taxes | 396 | (1,351) | 1,291 | (183) |
Net income (loss) | 1,619 | (2,601) | 4,590 | 6,897 |
General partner interest in net income (loss) | 413 | 30 | 1,133 | 220 |
Common units interest in net income (loss) | 1,206 | (2,306) | 3,457 | 3,248 |
Subordinated units interest in net income (loss) | $ 0 | $ (325) | $ 0 | $ 3,429 |
Net income (loss) per common unit: | ||||
Basic | $ 0.04 | $ (0.10) | $ 0.10 | $ 0.35 |
Weighted average common units outstanding: | ||||
Basic | 23,697,093 | 14,138,668 | ||
Net income (loss) per subordinated unit: | ||||
Basic and diluted | $ 0 | $ (0.10) | $ 0 | $ 0.34 |
Weighted average subordinated units outstanding: | ||||
Basic and diluted | 0 | 3,341,571 | 0 | 5,285,762 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 1,619 | $ (2,601) | $ 4,590 | $ 6,897 |
Foreign currency translation adjustment | (324) | (506) | (2,001) | (3,397) |
Comprehensive income (loss) | $ 1,295 | $ (3,107) | $ 2,589 | $ 3,500 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 18,305 | $ 34,066 |
Trade accounts receivable, net of allowances for doubtful accounts of $1,681 in 2015 and $1,496 in 2014 | 58,293 | 78,741 |
Inventories | 72,101 | 113,343 |
Deferred tax asset | 508 | 124 |
Prepaid expenses and other current assets | 5,720 | 5,516 |
Total current assets | 154,927 | 231,790 |
Property, plant, and equipment: | ||
Land and building | 34,949 | 34,312 |
Compressors and equipment | 830,824 | 756,113 |
Vehicles | 13,027 | 15,915 |
Construction in progress | 9 | 298 |
Total property, plant, and equipment | 878,809 | 806,638 |
Less accumulated depreciation | (172,719) | (120,642) |
Net property, plant, and equipment | 706,090 | 685,996 |
Other assets: | ||
Goodwill | 233,608 | 233,548 |
Deferred tax asset | 2,320 | 1,464 |
Intangible assets, net of accumulated amortization of $12,181 as of Sept. 30, 2015 and $4,771 as of December 31, 2014 | 56,486 | 64,174 |
Deferred financing costs and other assets | 14,988 | 16,689 |
Total other assets | 307,402 | 315,875 |
Total assets | 1,168,419 | 1,233,661 |
Current liabilities: | ||
Accounts payable | 12,155 | 37,815 |
Unearned income | 24,357 | 65,778 |
Accrued liabilities and other | 26,386 | 30,378 |
Amounts payable to affiliates | 7,867 | 6,480 |
Deferred tax liabilities | 1,972 | 1,117 |
Total current liabilities | 72,737 | 141,568 |
Other liabilities: | ||
Long-term debt, net | 588,349 | 539,961 |
Deferred tax liabilities | 3,411 | 1,788 |
Other long-term liabilities | 349 | 63 |
Total other liabilities | 592,109 | 541,812 |
Partners' capital: | ||
General partner interest | 10,593 | 11,341 |
Common units (33,185,742 units issued and outstanding at Sept. 30, 2015 and 33,142,114 units issued and outstanding at December 31, 2014) | 498,317 | 542,276 |
Accumulated other comprehensive income (loss) | (5,337) | (3,336) |
Total partners' capital | 503,573 | 550,281 |
Total liabilities and partners' capital | $ 1,168,419 | $ 1,233,661 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Trade accounts receivable, allowances for doubtful accounts | $ 1,681 | $ 1,496 |
Patents, trademarks, and other intangible assets, accumulated amortization | $ 12,181 | $ 4,771 |
Partners' capital: | ||
Common units issued and outstanding | 33,185,742 | 33,142,114 |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital - 9 months ended Sep. 30, 2015 - USD ($) $ in Thousands | Total | General Partner [Member] | Common Unitholders [Member] | Accumulated Other Comprehensive Income [Member] |
Beginning balance at Dec. 31, 2014 | $ 550,281 | $ 11,341 | $ 542,276 | $ (3,336) |
Partners' capital rollforward | ||||
Net income | 4,590 | 1,133 | 3,457 | 0 |
Distributions | (50,956) | (1,881) | (49,075) | 0 |
Equity compensation | 1,659 | 0 | 1,659 | 0 |
Other comprehensive income (loss) | (2,001) | 0 | 0 | (2,001) |
Ending balance at Sep. 30, 2015 | $ 503,573 | $ 10,593 | $ 498,317 | $ (5,337) |
Consolidated Statements of Par7
Consolidated Statements of Partners' Capital (Parenthetical) | Sep. 30, 2015$ / shares |
Statement of Partners' Capital [Abstract] | |
Distributions | $ 1.4800 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Operating activities: | ||
Net income | $ 4,590 | $ 6,897 |
Reconciliation of net income to cash provided by operating activities: | ||
Depreciation and amortization | 61,227 | 20,909 |
Provision (benefit) for deferred income taxes | 1,258 | (1,207) |
Equity compensation expense | 1,659 | 919 |
Provision for doubtful accounts | 227 | 210 |
Amortization of deferred financing costs | 2,089 | 1,421 |
Other non-cash charges and credits | 412 | (2,003) |
(Gain) Loss on sale of property, plant, and equipment | (156) | 352 |
Financing expense | 0 | 6,750 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 18,521 | (12,572) |
Inventories | 41,242 | (12,426) |
Prepaid expenses and other current assets | 73 | (1,032) |
Accounts payable and accrued expenses | (67,197) | 21,452 |
Other | (403) | 1,671 |
Net cash provided by operating activities | 63,542 | 31,341 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | (75,998) | (28,820) |
Acquisition of CSI, net of cash acquired | 0 | (825,000) |
Advances and other investing activities | (66) | (823) |
Net cash used in investing activities | (76,064) | (854,643) |
Financing activities: | ||
Proceeds from long-term debt, net | 53,109 | 572,778 |
Payments of long-term debt | (5,000) | (93,584) |
Proceeds from issuance of partnership common units, net | 0 | 391,798 |
Distributions | (50,956) | (21,447) |
Financing costs | 0 | (22,485) |
Contribution from general partner | 0 | 8,405 |
Net cash used in financing activities | (2,847) | 835,465 |
Effect of exchange rate changes on cash | (392) | (493) |
Increase (decrease) in cash and cash equivalents | (15,761) | 11,670 |
Cash and cash equivalents at beginning of period | 34,066 | 9,477 |
Cash and cash equivalents at end of period | 18,305 | 21,147 |
Supplemental cash flow information: | ||
Interest paid | 30,950 | 0 |
Income taxes paid | $ 2,117 | $ 1,784 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | NOTE A – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES We are a provider of compression services and equipment for natural gas and oil production, gathering, transportation, processing, and storage. We also sell standard and custom-designed compressor packages and oilfield fluid pump systems, and provide aftermarket services and compressor package parts and components manufactured by third-party suppliers. We provide these compression services and equipment to a broad base of natural gas and oil exploration and production, midstream, and transmission companies operating throughout many of the onshore producing regions of the United States as well as in a number of foreign countries, including Mexico, Canada, and Argentina. We design and fabricate a majority of our compressor packages and use these compressor packages in conjunction with other equipment and personnel from affiliated companies to provide services to our customers. Presentation Our unaudited consolidated financial statements include the accounts of our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. In the opinion of our management, our unaudited consolidated financial statements as of September 30, 2015 , and for the three and nine month periods ended September 30, 2015 and 2014 , include all normal recurring adjustments that are necessary to provide a fair statement of our results for the interim periods. Operating results for the period ended September 30, 2015 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2015 . Results of operations for the three and nine month periods ended September 30, 2015 and 2014, reflect the impact of our acquisition of Compressor Systems, Inc. ("CSI"), a Delaware corporation, on August 4, 2014. For further discussion of the acquisition, see Note B - Acquisition. The accompanying unaudited consolidated financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X for interim financial statements required to be filed with the U.S. Securities and Exchange Commission ("SEC") and do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. These financial statements should be read in connection with the financial statements for the year ended December 31, 2014 , and notes thereto included in our Annual Report on Form 10-K, which we filed with the SEC on March 19, 2015. Certain previously reported financial information has been reclassified to conform to the current year period’s presentation. The impact of such reclassifications was not significant to the prior year period’s overall presentation. These reclassifications include the final allocation of the purchase price of CSI. See Note B - Acquisition for further discussion. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. For further discussion of fair value measurements in connection with the allocation of the purchase price of the CSI acquisition, see Note B - Acquisition. Actual results could differ from those estimates, and such differences could be material. Cash Equivalents We consider all highly liquid cash investments with maturities of three months or less when purchased to be cash equivalents. Foreign Currencies We have designated the Canadian dollar and Argentine peso as the functional currencies for our operations in Canada and Argentina, respectively. We are exposed to fluctuations between the U.S. dollar and certain foreign currencies, including the Canadian dollar, the Mexican peso, and the Argentine peso, as a result of our international operations. Foreign currency exchange gains and (losses) are included in Other Expense and totaled $(1.0) million and $(2.7) million during the three and nine month periods ended September 30, 2015 , respectively, and $(0.4) million and $(1.0) million during the three and nine month periods ended September 30, 2014 , respectively. Inventories Inventories consist primarily of compressor package parts and supplies and work in progress and are stated at the lower of cost or market value. For parts and supplies, cost is determined using the weighted average cost method. The cost of work in progress is determined using the specific identification method. Work in progress inventories consist primarily of new compressor units located at our fabrication facility in Midland, Texas. Significant components of inventories as of September 30, 2015 , and December 31, 2014 , are as follows: September 30, 2015 December 31, 2014 (In Thousands) Parts and supplies 32,435 43,202 Work in progress 39,666 70,141 Total inventories $ 72,101 $ 113,343 Compression and Related Services Revenues and Costs Our compression and related services revenues include revenues from our U.S. corporate subsidiaries' operating lease agreements with customers. For the three and nine month periods ended September 30, 2015 and 2014 , the following operating lease revenues and associated costs were included in compression and related service revenues and cost of compression and related services, respectively, in the accompanying consolidated statements of operations. As a result of our customers entering into compression service contracts, our revenues from rental contracts have decreased during the three months ended September 30, 2015 compared to the prior year period. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In Thousands) Rental revenue $ 21,564 $ 30,293 $ 100,058 $ 38,019 Cost of rental revenue $ 10,843 $ 15,370 $ 53,049 $ 20,212 Earnings Per Common and Subordinated Unit The computations of earnings per common and subordinated unit are based on the weighted average number of common and subordinated units, respectively, outstanding during the applicable period. Our subordinated units met the definition of a participating security, and, therefore, we are required to use the two-class method in the computation of earnings per unit. Effective August 18, 2014, all of our 6,273,970 subordinated units were automatically converted into common units on a one-for-one basis. Basic earnings per common and subordinated unit are determined by dividing net income (loss) allocated to the common units and subordinated units, respectively, after deducting the amount allocated to our General Partner (including any distributions to our General Partner on its incentive distribution rights), by the weighted average number of outstanding common and subordinated units, respectively, during the period. When computing earnings per common and subordinated unit under the two-class method when distributions are greater than earnings, the amount of the distribution is deducted from net income and the excess of distributions over earnings is allocated between the General Partner, common, and subordinated units based on how our partnership agreement allocates net losses. When earnings are greater than distributions, we determine cash distributions based on available cash and determine the actual incentive distributions allocable to our General Partner based on actual distributions. When computing earnings per common and subordinated unit, the amount of the assumed incentive distribution rights, if any, is deducted from net income and allocated to our General Partner for the period to which the calculation relates. The remaining amount of net income, after deducting the assumed incentive distribution rights, is allocated between the General Partner, common and subordinated units based on how our Partnership Agreement allocates net earnings. Diluted earnings per unit are computed using the treasury stock method, which considers the potential issuance of limited partner units. Unvested phantom units are not included in basic earnings per unit, as they are not considered to be participating securities, but are included in the calculation of diluted earnings per unit. For the three and nine months ended September 30, 2015, approximately 289,000 and 274,000 incremental phantom units, respectively, were excluded from the calculation of diluted units because the impact was anti-dilutive. Accumulated Other Comprehensive Income Certain of our international operations maintain their accounting records in the local currencies that are their functional currencies. For these operations, the functional currency financial statements are converted to United States dollar equivalents, with the effect of the foreign currency translation adjustment reflected as a component of accumulated other comprehensive income. Accumulated other comprehensive income is included in partners’ capital in the accompanying consolidated balance sheets and consists of the cumulative currency translation adjustments associated with such international operations. Activity within accumulated other comprehensive income during the three and nine month periods ended September 30, 2015 and 2014 , is as follows: Three Months Ended September 30, Nine Months Ended 2015 2014 2015 2014 (In Thousands) Balance, beginning of period $ (5,013 ) $ (2,478 ) $ (3,336 ) $ 413 Foreign currency translation adjustment (324 ) (506 ) (2,001 ) (3,397 ) Balance, end of period $ (5,337 ) $ (2,984 ) $ (5,337 ) $ (2,984 ) Activity within accumulated other comprehensive income includes no reclassifications to net income. Allocation of Net Income (Loss) Our net income (loss) is allocated to partners’ capital accounts in accordance with the provisions of our partnership agreement. Distributions On January 20, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter ended December 31, 2014 of $0.485 per unit. This distribution equates to a distribution of $1.94 per outstanding unit on an annualized basis. This cash distribution was paid on February 13, 2015 , to all unitholders of record as of the close of business on January 31, 2015 . On April 21, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter ended March 31, 2015 of $0.495 per unit. This distribution equates to a distribution of $1.98 per outstanding unit on an annualized basis. This cash distribution was paid on May 15, 2015 to all unitholders of record as of the close of business on May 1, 2015 . On July 20, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter June 30, 2015 of $0.500 per unit. This distribution equates to a distribution of $2.00 per outstanding unit on an annualized basis. This cash distribution was paid on August 14, 2015 to all unitholders of record as of the close of business on July 31, 2015 . Subsequent to September 30, 2015 , on October 19, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter ended September 30, 2015 of $0.5025 per unit. The distribution equates to a distribution of $2.01 per outstanding unit on an annualized basis. This cash distribution is to be paid on November 13, 2015 to all unitholders of record as of the close of business on October 30, 2015 . Fair Value Measurements Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date” within an entity’s principal market, if any. The principal market is the market in which the reporting entity would sell the asset or transfer the liability with the greatest volume and level of activity, regardless of whether it is the market in which the entity will ultimately transact for a particular asset or liability or if a different market is potentially more advantageous. Accordingly, this exit price concept may result in a fair value that may differ from the transaction price or market price of the asset or liability. Under generally accepted accounting principles, the fair value hierarchy prioritizes inputs to valuation techniques used to measure fair value. Fair value measurements should maximize the use of observable inputs and minimize the use of unobservable inputs, to the extent possible. Observable inputs are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs may be needed to measure fair value in situations where there is little or no market activity for the asset or liability at the measurement date and are developed based on the best information available in the circumstances, which could include the reporting entity’s own judgments about the assumptions market participants would utilize in pricing the asset or liability. We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets and goodwill (a level 3 fair value measurement). Fair value measurements may also be utilized on a nonrecurring basis, such as for the impairment of long-lived assets, including goodwill (a level 3 fair value measurement). The fair value of our financial instruments, which may include cash, accounts receivable, short-term borrowings, and variable-rate long-term debt pursuant to our bank credit agreement, approximate their carrying amounts. The fair values of our publicly tradable long-term 7.25% Senior Notes at September 30, 2015 were approximately $ 287.0 million (a level 2 fair value measurement). Prior to the closing of a public exchange offer on July 20, 2015, and as of December 31, 2014, the fair value of our 7.25% Senior Notes were approximately $ 354.9 million (a level 2 fair value measurement). These fair values compared to an aggregate principal amount of $ 350.0 million , as current rates on those dates were different from the stated interest rates on the 7.25% Senior Notes. We calculate the fair value of our 7.25% Senior Notes as of December 31, 2014 internally, using current market conditions and average cost of debt. We also utilize fair value measurements on a recurring basis in the accounting for our foreign currency forward purchase and sale derivative contracts. For these fair value measurements, we utilize the quoted value as determined by our counterparty financial institution (a level 2 fair value measurement). A summary of these fair value measurements as of September 30, 2015 is as follows: Fair Value Measurements Using Description Total as of Quoted Prices Significant Significant (In Thousands) Asset for foreign currency derivative contracts $ 41 $ — $ 41 $ — $ 41 New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09, "Revenue from Contracts with Customers" (Topic 606). ASU 2014-09 supersedes the revenue recognition requirements in the Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition, and most industry-specific guidance. The core principle of the ASU is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU was originally scheduled to be effective for the first quarter in fiscal 2017, however, in July 2015, the FASB voted to approve a one year deferral of effectiveness of the ASU to annual periods beginning after December 15, 2017, and interim periods within those years, under either full or modified retrospective adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern” (Topic 250). The ASU provides guidance on management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and in certain circumstances to provide related footnote disclosures. The ASU is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early adoption is permitted. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In January 2015, the FASB issued ASU No. 2015-01, “Income Statements - Extraordinary and Unusual Items” (Sub-Topic 225-20), which eliminates from U.S. GAAP the concept of extraordinary items. The ASU eliminates the separate presentation of extraordinary items on the income statement, net of tax and the related earnings per share, but does not affect the requirement to disclose material items that are unusual in nature or occurring infrequently. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods, with early adoption permitted, and may be applied prospectively or retrospectively. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”. The ASU requires entities that have historically presented debt issuance costs as an asset to present those costs as a direct deduction from the carrying amount of the related debt liability. This presentation will result in the debt issuance costs being presented the same way debt discounts have historically been handled. The ASU does not change the recognition, measurement, or subsequent measurement guidance for debt issuance costs. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods and is to be applied retrospectively. Early adoption is permitted. We plan to adopt this change retrospectively, and do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory” (Topic 330), which simplifies the subsequent measurement of inventory by requiring entities to measure inventory at the lower of cost or net realizable value, except for inventory measured using the last-in, first-out (LIFO) or the retail inventory methods. The ASU requires entities to compare the cost of inventory to one measure - net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods, with early adoption permitted, and is to be applied prospectively. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement Period Adjustments” (Topic 805), which requires that adjustments to provisional amounts identified during the measurement period of a business combination be recognized in the reporting period in which those adjustments are determined, including the effect on earnings, if any, calculated as if the accounting had been completed at the acquisition date. The ASU eliminates the previous requirement to retrospectively account for such adjustments and requires additional disclosures related to the income statement effects of adjustments to provisional amounts identified during the measurement period. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods, with early adoption permitted, and is to be applied prospectively. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. |
Acquisitions and Dispositions A
Acquisitions and Dispositions Acquisitions and Dispositions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions | NOTE B – ACQUISITION Acquisition of Compressor Systems, Inc. On August 4, 2014 , pursuant to a stock purchase agreement dated July 20, 2014 , one of our subsidiaries acquired all of the outstanding capital stock of CSI for $ 825.0 million cash (the "CSI Acquisition"). Prior to the acquisition, CSI owned one of the largest fleets of natural gas compressor packages in the United States. Headquartered in Midland, Texas, CSI fabricates, sells, and maintains natural gas compressors and provides a full range of compression products and services that covers compression needs throughout the entire natural gas production and transportation cycle to natural gas and oil producing clients. CSI derives revenues through three primary business lines: compression and related services, equipment and parts sales, and aftermarket services. Strategically, the acquisition affords us the opportunity to capture significant synergies associated with our product and service offerings and our fabrication operations, further penetrate new and existing markets, and to achieve administrative efficiencies and other strategic benefits. Our allocation of the purchase price to the estimated fair value of CSI's net assets is as follows (in thousands): Current assets $ 101,411 Property and equipment 571,706 Intangible assets 68,000 Goodwill 161,387 Total assets acquired 902,504 Current liabilities 77,504 Total liabilities assumed 77,504 Net assets acquired $ 825,000 The allocation of purchase price includes approximately $161.4 million allocated to deductible goodwill recorded, and is supported by the strategic benefits discussed above that are expected to be generated from the acquisition. Adjustments to the allocation of purchase price affecting inventory, property, plant, and equipment, intangible assets, and other current assets and liabilities have been reflected in the accompanying consolidated balance sheets as of September 30, 2015 and December 31, 2014. The adjustment to the previously presented goodwill balance as of December 31, 2014 was $ 0.1 million . These adjustments to the allocation of purchase price for long-lived assets did not have a material impact on the depreciation and amortization of these assets. The acquired property, plant, and equipment is stated at fair value, and depreciation of the acquired property, plant, and equipment is computed using the straight-line method over the estimated useful lives of each asset. Buildings are depreciated using useful lives of 15 to 30 years. Machinery and equipment is depreciated using useful lives of 2 to 20 years. Automobiles and trucks are depreciated using useful lives of 3 to 4 years. The acquired intangible assets represents approximately $33.7 million for trademarks/trade names, approximately $21.4 million for customer relationships, and approximately $12.9 million for other intangible assets that are stated at estimated fair value and are amortized on a straight-line basis over their estimated useful lives, which range from 2 to 15 years. These intangible assets are recorded net of approximately $9.7 million of accumulated amortization as of September 30, 2015 . For the three and nine month periods ended September 30, 2014, our revenues, depreciation and amortization, and pretax earnings included $61.0 million, $9.6 million, and $6.4 million, respectively, associated with the CSI Acquisition after the closing on August 4, 2014. In addition, CSI Acquisition-related costs of approximately $2.1 million and $3.0 million were incurred during the three and nine month periods ended September 30, 2014, respectively, consisting of external legal fees and due diligence costs. These costs have been recognized in selling, general, and administrative expenses in the consolidated statements of operations. Approximately $16.6 million of deferred financing costs were incurred in connection with the CSI Acquisition and included in Other Assets as of the acquisition date, and is being amortized over the term of the related debt. An additional $ 6.8 million of interim financing costs related to the acquisition were incurred and reflected in other expense during the nine months ended September 30, 2014. Pro Forma Financial Information The pro forma information presented below has been prepared to give effect to the CSI Acquisition as if it had occurred at the beginning of the periods presented and includes the impact of the allocation of the purchase price for the CSI Acquisition on revenues, depreciation and amortization, and net income. The pro forma information is presented for illustrative purposes only and is based on estimates and assumptions we deemed appropriate. The pro forma information is not necessarily indicative of the historical results that would have been achieved if the acquisition had occurred in the past, and our operating results may have been different from those reflected in the pro forma information below. Therefore, the pro forma information should not be relied upon as an indication of the operating results that we would have achieved if the transaction had occurred at the beginning of the period presented or the future results that we will achieve after the transaction. Three Months Ended Nine Months Ended 2014 2014 (In Thousands, Except Per Unit Amounts) Revenues $ 133,441 $ 365,708 Depreciation and amortization 18,864 55,866 Net income 4,702 10,985 Per share information: Net income per common unit: Basic and diluted $ 0.14 $ 0.50 Net income per subordinated unit: Basic and diluted $ 0.14 $ 0.50 |
Long-Term Debt and Other Borrow
Long-Term Debt and Other Borrowings | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Long-Term Debt and Other Borrowings | NOTE C – LONG-TERM DEBT AND OTHER BORROWINGS Long-term debt consists of the following: September 30, 2015 December 31, 2014 Scheduled Maturity (In Thousands) Credit Agreement August 4, 2019 $ 243,000 $ 195,000 7.25% Senior Notes (presented net of the unamortized discount of $4.7 million as of September 30, 2015 and $5.0 million as of December 31, 2014) August 15, 2022 345,349 344,961 588,349 539,961 Less current portion — — Total long-term debt $ 588,349 $ 539,961 We are in compliance with all covenants and conditions of our debt agreements as of September 30, 2015 . |
Market Risks and Derivative Con
Market Risks and Derivative Contracts | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Market Risks and Derivative Contracts | NOTE D – MARKET RISKS AND DERIVATIVE CONTRACTS We are exposed to financial and market risks that affect our businesses. We have currency exchange rate risk exposure related to transactions denominated in a foreign currency as well as to investments in certain of our international operations. As a result of our variable rate bank credit facility, we face market risk exposure related to changes in applicable interest rates. We have concentrations of credit risk as a result of trade receivables owed to us by companies in the energy industry. Our financial risk management activities may at times involve, among other measures, the use of derivative financial instruments, such as swap and collar agreements, to hedge the impact of market price risk exposures. Foreign Currency Derivative Contracts As of September 30, 2015 , we had the following foreign currency derivative contracts outstanding relating to a portion of our foreign operations: Derivative Contracts US Dollar Notional Amount Traded Exchange Rate Settlement Date (In Thousands) Forward sale Mexican peso $ 3,936 17.06 10/16/2015 Under a program designed to mitigate the currency exchange rate risk exposure on selected transactions of certain foreign subsidiaries, we may enter into similar derivative contracts from time to time. Although contracts pursuant to this program will serve as economic hedges of the cash flow of our currency exchange risk exposure, they will not be formally designated as hedge contracts or qualify for hedge accounting treatment. Accordingly, any change in the fair value of these derivative instruments during a period will be included in the determination of earnings for that period. The fair values of our foreign currency derivative instruments are based on quoted market values as reported to us by our counterparty (a level 2 fair value measurement). The fair values of our foreign currency derivative instruments as of September 30, 2015 and December 31, 2014, are as follows: Foreign currency derivative instruments Balance Sheet Fair Value at Location September 30, 2015 December 31, 2014 (In Thousands) Forward sale contracts Current assets $ 41 $ — Net asset $ 41 $ — None of the foreign currency derivative contracts contains credit risk related contingent features that would require us to post assets or collateral for contracts that are classified as liabilities. During the three and nine month periods ended September 30, 2015 , we recognized approximately $ 0.2 million and $0.4 million , respectively, of net gains associated with our foreign currency derivative program, and such amount is included in other expense, net, in the accompanying consolidated statement of operations. During the three and nine month periods ended September 30, 2014, we recognized approximately $0.2 million and $0.0 million, respectively, of net gains in other income (expense) associated with our foreign currency derivative program. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Related Party Transactions | NOTE E – RELATED PARTY TRANSACTIONS Omnibus Agreement On June 20, 2014, the Partnership, our General Partner and TETRA entered into a First Amendment to Omnibus Agreement (the "First Amendment"). The First Amendment amended the Omnibus Agreement previously entered into on June 20, 2011 (as amended, the "Omnibus Agreement") to extend the term thereof. The Omnibus Agreement will terminate on the earlier of (i) a change of control of the General Partner or TETRA, or (ii) upon any party providing at least 180 days prior written notice of termination. Under the terms of the Omnibus Agreement, our General Partner provides all personnel and services reasonably necessary to manage our operations and conduct our business (other than in Mexico, Canada, and Argentina), and certain of TETRA’s Latin American-based subsidiaries provide personnel and services necessary for the conduct of certain of our Latin American-based businesses. In addition, under the Omnibus Agreement, TETRA provides certain corporate and general and administrative services as requested by our General Partner, including, without limitation, legal, accounting and financial reporting, treasury, insurance administration, claims processing and risk management, health, safety and environmental, information technology, human resources, credit, payroll, internal audit, and tax services. Pursuant to the Omnibus Agreement, we reimburse our General Partner and TETRA for services they provide to us. Under the terms of the Omnibus Agreement, we or TETRA may, but neither of us are under any obligation to, perform for the other such production enhancement or other oilfield services on a subcontract basis as are needed or desired by the other, for such periods of time and in such amounts as may be mutually agreed upon by TETRA and our General Partner. Any such services are required to be performed on terms that are (i) approved by the conflicts committee of our General Partner’s board of directors, (ii) no less favorable to us than those generally being provided to or available from non-affiliated third parties, as determined by our General Partner, or (iii) fair and reasonable to us, taking into account the totality of the relationships between TETRA and us (including other transactions that may be particularly favorable or advantageous to us), as determined by our General Partner. Under the terms of the Omnibus Agreement, we or TETRA may, but neither of us are under any obligation to, sell, lease or exchange on a like-kind basis to the other such production enhancement or other oilfield services equipment as is needed or desired to meet either of our production enhancement or other oilfield services obligations, in such amounts, upon such conditions and for such periods of time, if applicable, as may be mutually agreed upon by TETRA and our General Partner. Any such sales, leases, or like-kind exchanges are required to be on terms that are (i) approved by the conflicts committee of our General Partner’s board of directors, (ii) no less favorable to us than those generally being provided to or available from non-affiliated third parties, as determined by our General Partner, or (iii) fair and reasonable to us, taking into account the totality of the relationships between TETRA and us (including other transactions that may be particularly favorable or advantageous to us), as determined by our General Partner. In addition, unless otherwise approved by the conflicts committee of our General Partner’s board of directors, TETRA may purchase newly fabricated equipment from us at a negotiated price, provided that such price may not be less than the sum of the total costs (other than any allocations of general and administrative expenses) incurred by us in fabricating such equipment plus a fixed margin percentage thereof, and TETRA may purchase from us previously fabricated equipment for a price that is not less than the sum of the net book value of such equipment plus a fixed margin percentage thereof. This description is not a complete discussion of this agreement and is qualified in its entirety by reference to the full text of the complete agreement, which is filed, along with other agreements, as exhibits to our filings with the SEC. TETRA and General Partner Ownership To finance a portion of the $ 825.0 million CSI Acquisition purchase price, in 2014 we issued and sold 15,280,000 additional common units for net proceeds of $ 346.0 million (the "Common Unit Offering"). TETRA, through a subsidiary of our General Partner, purchased 1,390,290 of these common units for approximately $ 32.7 million . In addition, in connection with our Common Unit Offering, our General Partner made a $ 7.3 million capital contribution to us in order to maintain its approximate 2% general partnership interest in us. Following the August 11, 2014 , exercise by the underwriters in the Common Unit Offering of their option to purchase 2,292,000 additional common units, our General Partner made an additional $ 1.1 million capital contribution in order to maintain its approximate 2% general partnership interest in us. Prior to the Common Unit Offering and other transactions described above, TETRA's ownership in us was approximately 82% through its aggregate ownership of common units, subordinated units, and indirect general partner interest. Common units held by the public represented an approximately 18% ownership in us prior to the above transactions. However, following the CSI Acquisition in 2014, the completion of our Common Unit Offering, and the underwriters' exercise of their option to purchase additional common units, TETRA's ownership interest in us was reduced to approximately 44% , with the common units held by the public representing an approximate 56% interest in us. TETRA's ownership is through various wholly owned subsidiaries and consists of approximately 42% of the limited partner interests plus the approximately 2% general partner interest, through which it holds incentive distribution rights. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Income Taxes | NOTE F – INCOME TAXES As a partnership, we are generally not subject to income taxes at the entity level because our income is included in the tax returns of our partners. Our operations are treated as a partnership for federal tax purposes with each partner being separately taxed on its share of taxable income. However, a portion of our business is conducted through taxable U.S. corporate subsidiaries. Accordingly, a U.S. federal and state income tax provision has been reflected in the accompanying statements of operations. We have a tax sharing agreement with TETRA with respect to the Texas franchise tax liability. The resulting state tax expense is included in the provision for income taxes. Certain of our operations are located outside of the U.S., and the Partnership, through its foreign subsidiaries, is responsible for income taxes in these countries. In connection with the CSI Acquisition, we and the seller of CSI made a joint Section 338(h) (10) election under the U.S. Internal Revenue Code to treat the purchase of CSI as an asset acquisition for U.S. federal income tax purposes. Accordingly, no U.S. federal deferred tax assets or liabilities were recorded as part of the acquisition. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Commitments and Contingencies | NOTE G – COMMITMENTS AND CONTINGENCIES From time to time, we are involved in litigation relating to claims arising out of our operations in the normal course of business. While the outcome of any lawsuits or other proceedings against us cannot be predicted with certainty, management does not consider it reasonably possible that a loss resulting from such lawsuits or proceedings in excess of any amounts accrued has been incurred that is expected to have a material adverse effect on our financial condition, results of operations, or cash flows. |
Segments (Notes)
Segments (Notes) | 9 Months Ended |
Sep. 30, 2015 | |
Segments [Abstract] | |
Segments | NOTE H – SEGMENTS ASC 280-10-50, “Operating Segments”, defines the characteristics of an operating segment as (i) being engaged in business activity from which it may earn revenues and incur expenses, (ii) being reviewed by the company's chief operating decision maker ("CODM") to make decisions about resources to be allocated and to assess its performance, and (iii) having discrete financial information. Although management of our General Partner reviews our products and services to analyze the nature of our revenue, other financial information, such as certain costs and expenses, and net income are not captured or analyzed by these items. Therefore discrete financial information is not available by product line and our CODM does not make resource allocation decisions or assess the performance of the business based on these items, but rather in the aggregate. Based on this, our General Partner believes that we operate in one business segment. |
Supplemental Guarantor Financia
Supplemental Guarantor Financial Information Supplemental Guarantor Financial Information | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Guarantor Financial Information [Abstract] | |
Supplemental Guarantor Financial Information | NOTE I — SUPPLEMENTAL GUARANTOR FINANCIAL INFORMATION The $350 million in aggregate principal amount of 7.25% Senior Notes are fully and unconditionally guaranteed, subject to certain customary release provisions, on a joint and several senior unsecured basis, by the following domestic restricted subsidiaries (each a "Guarantor Subsidiary" and collectively the "Guarantor Subsidiaries"): Compressor Systems, Inc. CSI Compressco Field Services International LLC CSI Compressco Holdings LLC CSI Compressco International LLC CSI Compressco Leasing LLC CSI Compressco Operating LLC CSI Compressco Sub, Inc. CSI Compression Holdings, LLC Pump Systems International, Inc. Rotary Compressor Systems, Inc. As a result of these guarantees, we are presenting the following condensed consolidating financial information pursuant to Rule 3-10 of Regulation S-X. These schedules are presented using the equity method of accounting for all periods presented. Under this method, investments in subsidiaries are recorded at cost and adjusted for our share in the subsidiaries’ cumulative results of operations, capital contributions and distributions and other changes in equity. Elimination entries relate primarily to the elimination of investments in subsidiaries and associated intercompany balances and transactions. The Other Subsidiaries column includes financial information for those subsidiaries that do not guarantee the 7.25% Senior Notes. In addition to the financial information of the Partnership, financial information of the Issuers includes CSI Compressco Finance Inc., which had no assets or operations for any of the periods presented. Condensed Consolidating Balance Sheet September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated ASSETS Current assets $ 267 $ 128,350 $ 26,310 $ — $ 154,927 Property, plant, and equipment, net — 683,153 22,937 — 706,090 Investments in subsidiaries 536,083 16,587 — (552,670 ) — Intangible and other assets, net 8,696 293,342 5,364 — 307,402 Intercompany receivables 309,859 — — (309,859 ) — Total non-current assets 854,638 993,082 28,301 (862,529 ) 1,013,492 Total assets $ 854,905 $ 1,121,432 $ 54,611 $ (862,529 ) $ 1,168,419 LIABILITIES AND PARTNERS' CAPITAL Current liabilities $ 5,938 $ 54,318 $ 4,613 $ — $ 64,869 Amounts payable to affiliates 44 3,327 4,497 — 7,868 Long-term debt 345,350 242,999 — — 588,349 Intercompany payables — 281,850 28,009 (309,859 ) — Other long-term liabilities — 2,855 905 — 3,760 Total liabilities 351,332 585,349 38,024 (309,859 ) 664,846 Total partners' capital 503,573 536,083 16,587 (552,670 ) 503,573 Total liabilities and partners' capital $ 854,905 $ 1,121,432 $ 54,611 $ (862,529 ) $ 1,168,419 Condensed Consolidating Balance Sheet December 31, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated ASSETS Current assets $ 28 $ 197,485 $ 34,277 $ — $ 231,790 Property, plant, and equipment, net — 669,145 16,851 — 685,996 Investments in subsidiaries 562,290 17,303 — (579,593 ) — Intangible and other assets, net 9,650 304,452 1,773 — 315,875 Intercompany receivables 335,151 — — (335,151 ) — Total non-current assets 907,091 990,900 18,624 (914,744 ) 1,001,871 Total assets $ 907,119 $ 1,188,385 $ 52,901 $ (914,744 ) $ 1,233,661 LIABILITIES AND PARTNERS' CAPITAL Current liabilities $ 11,634 $ 117,777 $ 5,677 $ — $ 135,088 Amounts payable to affiliates 44 987 5,449 — 6,480 Long-term debt 344,961 195,000 — — 539,961 Intercompany payables — 311,389 23,762 (335,151 ) — Other long-term liabilities 199 942 710 — 1,851 Total liabilities 356,838 626,095 35,598 (335,151 ) 683,380 Total partners' capital 550,281 562,290 17,303 (579,593 ) 550,281 Total liabilities and partners' capital $ 907,119 $ 1,188,385 $ 52,901 $ (914,744 ) $ 1,233,661 Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 121,106 $ 9,520 $ (1,702 ) $ 128,924 Cost of revenues (excluding depreciation and amortization expense) — 80,873 6,944 (1,702 ) 86,115 Selling, general and administrative expense 455 9,404 610 — 10,469 Depreciation and amortization — 19,848 762 — 20,610 Interest expense, net 6,475 1,726 — — 8,201 Other expense, net 317 222 975 — 1,514 Equity in net income of subsidiaries (8,866 ) (401 ) — 9,267 — Income before income tax provision 1,619 9,434 229 (9,267 ) 2,015 Provision (benefit) for income taxes — 568 (172 ) — 396 Net income 1,619 8,866 401 (9,267 ) 1,619 Other comprehensive income (loss) (324 ) (324 ) (324 ) 648 (324 ) Comprehensive income (loss) $ 1,295 $ 8,542 $ 77 $ (8,619 ) $ 1,295 Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 84,598 $ 14,281 $ (2,987 ) $ 95,892 Cost of revenues (excluding depreciation and amortization expense) — 54,490 10,946 (2,987 ) 62,449 Selling, general and administrative expense 482 8,891 790 — 10,163 Depreciation and amortization — 12,945 531 — 13,476 Interest expense, net 3,233 1,765 — — 4,998 Other expense, net 198 8,253 307 — 8,758 Equity in net income of subsidiaries (1,312 ) (172 ) — 1,484 — Income (loss) before income tax provision (2,601 ) (1,574 ) 1,707 (1,484 ) (3,952 ) Provision (benefit) for income taxes — (2,885 ) 1,534 — (1,351 ) Net income (loss) (2,601 ) 1,311 173 (1,484 ) (2,601 ) Other comprehensive income (loss) (506 ) (506 ) (506 ) 1,012 (506 ) Comprehensive income (loss) $ (3,107 ) $ 805 $ (333 ) $ (472 ) $ (3,107 ) Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 341,794 $ 31,917 $ (15,433 ) $ 358,278 Cost of revenues (excluding depreciation and amortization expense) — 222,464 23,876 (15,433 ) 230,907 Selling, general and administrative expense 1,809 28,858 1,605 — 32,272 Depreciation and amortization — 58,308 2,919 — 61,227 Interest expense, net 19,416 4,652 — — 24,068 Other expense, net 935 1,085 1,903 — 3,923 Equity in net income of subsidiaries (26,750 ) (1,285 ) — 28,035 — Income before income tax provision 4,590 27,712 1,614 (28,035 ) 5,881 Provision for income taxes — 962 329 — 1,291 Net income 4,590 26,750 1,285 (28,035 ) 4,590 Other comprehensive income (loss) (2,001 ) (2,001 ) (2,001 ) 4,002 (2,001 ) Comprehensive income (loss) $ 2,589 $ 24,749 $ (716 ) $ (24,033 ) $ 2,589 Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 131,480 $ 34,587 $ (8,257 ) $ 157,810 Cost of revenues (excluding depreciation and amortization expense) — 76,094 27,988 (8,257 ) 95,825 Selling, general and administrative expense 919 15,840 2,506 — 19,265 Depreciation and amortization — 19,783 1,126 — 20,909 Interest expense, net 3,233 2,097 (28 ) — 5,302 Other expense, net 198 8,377 1,220 — 9,795 Equity in net income of subsidiaries (11,247 ) (525 ) — 11,772 — Income before income tax provision 6,897 9,814 1,775 (11,772 ) 6,714 Provision (benefit) for income taxes — (1,434 ) 1,251 — (183 ) Net income 6,897 11,248 524 (11,772 ) 6,897 Other comprehensive income (loss) (3,397 ) (3,397 ) (3,397 ) 6,794 (3,397 ) Comprehensive income (loss) $ 3,500 $ 7,851 $ (2,873 ) $ (4,978 ) $ 3,500 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Net cash provided by (used in) operating activities $ — $ 53,846 $ 9,696 $ — $ 63,542 Investing activities: Purchases of property, plant, and equipment, net — (64,472 ) (11,526 ) — (75,998 ) Intercompany investment activity 50,956 — — (50,956 ) — Advances and other investing activities — (66 ) — — (66 ) Net cash provided by (used in) investing activities 50,956 (64,538 ) (11,526 ) (50,956 ) (76,064 ) Financing activities: Proceeds from long-term debt — 53,109 — — 53,109 Payments of long-term debt — (5,000 ) — — (5,000 ) Distributions (50,956 ) — — — (50,956 ) Intercompany contribution (distribution) — (50,956 ) — 50,956 — Net cash provided by (used in) financing activities (50,956 ) (2,847 ) — 50,956 (2,847 ) Effect of exchange rate changes on cash — — (392 ) — (392 ) Increase (decrease) in cash and cash equivalents — (13,539 ) (2,222 ) — (15,761 ) Cash and cash equivalents at beginning of period — 23,342 10,724 — 34,066 Cash and cash equivalents at end of period $ — $ 9,803 $ 8,502 $ — $ 18,305 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Net cash provided by (used in) operating activities $ 15,387 $ 15,057 $ 897 $ — $ 31,341 Investing activities: Purchases of property, plant, and equipment, net — (26,095 ) (2,725 ) — (28,820 ) Acquisition of CSI — (825,000 ) — — (825,000 ) Intercompany investment activity (378,756 ) (2,634 ) — 381,390 — Advances and other investing activities — (823 ) — — (823 ) Net cash provided by (used in) investing activities (378,756 ) (854,552 ) (2,725 ) 381,390 (854,643 ) Financing activities: Proceeds from long-term debt 344,778 228,000 — — 572,778 Payments of long-term debt — (93,584 ) — — (93,584 ) Proceeds from issuance of partnership common units, net of underwriters' discount 391,798 — — — 391,798 Distributions (21,447 ) — — — (21,447 ) Payment of financing costs (10,165 ) (12,320 ) — — (22,485 ) Intercompany contribution (distribution) — 378,756 2,634 (381,390 ) — Intercompany loan activity (350,000 ) 350,000 — — — Contribution from general partner 8,405 — — — 8,405 Net cash provided by (used in) financing activities 363,369 850,852 2,634 (381,390 ) 835,465 Effect of exchange rate changes on cash — — (493 ) — (493 ) Increase (decrease) in cash and cash equivalents — 11,357 313 — 11,670 Cash and cash equivalents at beginning of period — 4,339 5,138 — 9,477 Cash and cash equivalents at end of period $ — $ 15,696 $ 5,451 $ — $ 21,147 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements [Abstract] | |
Schedule of Subsequent Events [Table Text Block] | NOTE J – SUBSEQUENT EVENTS On October 19, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter ended September 30, 2015 of $0.5025 per unit. This distribution equates to a distribution of $2.01 per outstanding unit, on an annualized basis. This cash distribution is to be paid on November 13, 2015 to all unitholders of record as of the close of business on October 30, 2015 . |
Basis of Presentation and Sig19
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
Policy Text Block [Abstract] | |
Consolidation policy | Presentation Our unaudited consolidated financial statements include the accounts of our wholly owned subsidiaries. All intercompany balances and transactions have been eliminated. In the opinion of our management, our unaudited consolidated financial statements as of September 30, 2015 , and for the three and nine month periods ended September 30, 2015 and 2014 , include all normal recurring adjustments that are necessary to provide a fair statement of our results for the interim periods. Operating results for the period ended September 30, 2015 are not necessarily indicative of results that may be expected for the twelve months ended December 31, 2015 . Results of operations for the three and nine month periods ended September 30, 2015 and 2014, reflect the impact of our acquisition of Compressor Systems, Inc. ("CSI"), a Delaware corporation, on August 4, 2014. For further discussion of the acquisition, see Note B - Acquisition. The accompanying unaudited consolidated financial statements have been prepared in accordance with Rule 10-01 of Regulation S-X for interim financial statements required to be filed with the U.S. Securities and Exchange Commission ("SEC") and do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. These financial statements should be read in connection with the financial statements for the year ended December 31, 2014 , and notes thereto included in our Annual Report on Form 10-K, which we filed with the SEC on March 19, 2015. |
Use of estimates policy | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclose contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. For further discussion of fair value measurements in connection with the allocation of the purchase price of the CSI acquisition, see Note B - Acquisition. Actual results could differ from those estimates, and such differences could be material. |
Cash equivalents policy | Cash Equivalents We consider all highly liquid cash investments with maturities of three months or less when purchased to be cash equivalents. |
Foreign currencies policy | Foreign Currencies We have designated the Canadian dollar and Argentine peso as the functional currencies for our operations in Canada and Argentina, respectively. We are exposed to fluctuations between the U.S. dollar and certain foreign currencies, including the Canadian dollar, the Mexican peso, and the Argentine peso, as a result of our international operations. Foreign currency exchange gains and (losses) are included in Other Expense and totaled $(1.0) million and $(2.7) million during the three and nine month periods ended September 30, 2015 , respectively, and $(0.4) million and $(1.0) million during the three and nine month periods ended September 30, 2014 , respectively. |
Inventories policy | Inventories Inventories consist primarily of compressor package parts and supplies and work in progress and are stated at the lower of cost or market value. For parts and supplies, cost is determined using the weighted average cost method. The cost of work in progress is determined using the specific identification method. Work in progress inventories consist primarily of new compressor units located at our fabrication facility in Midland, Texas. Significant components of inventories as of September 30, 2015 , and December 31, 2014 , are as follows: September 30, 2015 December 31, 2014 (In Thousands) Parts and supplies 32,435 43,202 Work in progress 39,666 70,141 Total inventories $ 72,101 $ 113,343 |
Compression services revenues policy | Compression and Related Services Revenues and Costs Our compression and related services revenues include revenues from our U.S. corporate subsidiaries' operating lease agreements with customers. For the three and nine month periods ended September 30, 2015 and 2014 , the following operating lease revenues and associated costs were included in compression and related service revenues and cost of compression and related services, respectively, in the accompanying consolidated statements of operations. As a result of our customers entering into compression service contracts, our revenues from rental contracts have decreased during the three months ended September 30, 2015 compared to the prior year period. Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In Thousands) Rental revenue $ 21,564 $ 30,293 $ 100,058 $ 38,019 Cost of rental revenue $ 10,843 $ 15,370 $ 53,049 $ 20,212 |
Net income per common and subordinated unit policy | Earnings Per Common and Subordinated Unit The computations of earnings per common and subordinated unit are based on the weighted average number of common and subordinated units, respectively, outstanding during the applicable period. Our subordinated units met the definition of a participating security, and, therefore, we are required to use the two-class method in the computation of earnings per unit. Effective August 18, 2014, all of our 6,273,970 subordinated units were automatically converted into common units on a one-for-one basis. Basic earnings per common and subordinated unit are determined by dividing net income (loss) allocated to the common units and subordinated units, respectively, after deducting the amount allocated to our General Partner (including any distributions to our General Partner on its incentive distribution rights), by the weighted average number of outstanding common and subordinated units, respectively, during the period. When computing earnings per common and subordinated unit under the two-class method when distributions are greater than earnings, the amount of the distribution is deducted from net income and the excess of distributions over earnings is allocated between the General Partner, common, and subordinated units based on how our partnership agreement allocates net losses. When earnings are greater than distributions, we determine cash distributions based on available cash and determine the actual incentive distributions allocable to our General Partner based on actual distributions. When computing earnings per common and subordinated unit, the amount of the assumed incentive distribution rights, if any, is deducted from net income and allocated to our General Partner for the period to which the calculation relates. The remaining amount of net income, after deducting the assumed incentive distribution rights, is allocated between the General Partner, common and subordinated units based on how our Partnership Agreement allocates net earnings. Diluted earnings per unit are computed using the treasury stock method, which considers the potential issuance of limited partner units. Unvested phantom units are not included in basic earnings per unit, as they are not considered to be participating securities, but are included in the calculation of diluted earnings per unit. For the three and nine months ended September 30, 2015, approximately 289,000 and 274,000 incremental phantom units, respectively, were excluded from the calculation of diluted units because the impact was anti-dilutive. |
Accumulated other comprehensive income policy | Accumulated Other Comprehensive Income Certain of our international operations maintain their accounting records in the local currencies that are their functional currencies. For these operations, the functional currency financial statements are converted to United States dollar equivalents, with the effect of the foreign currency translation adjustment reflected as a component of accumulated other comprehensive income. Accumulated other comprehensive income is included in partners’ capital in the accompanying consolidated balance sheets and consists of the cumulative currency translation adjustments associated with such international operations. Activity within accumulated other comprehensive income during the three and nine month periods ended September 30, 2015 and 2014 , is as follows: Three Months Ended September 30, Nine Months Ended 2015 2014 2015 2014 (In Thousands) Balance, beginning of period $ (5,013 ) $ (2,478 ) $ (3,336 ) $ 413 Foreign currency translation adjustment (324 ) (506 ) (2,001 ) (3,397 ) Balance, end of period $ (5,337 ) $ (2,984 ) $ (5,337 ) $ (2,984 ) Activity within accumulated other comprehensive income includes no reclassifications to net income. |
Allocation of net income policy | Allocation of Net Income (Loss) Our net income (loss) is allocated to partners’ capital accounts in accordance with the provisions of our partnership agreement. |
Distributions policy | Distributions On January 20, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter ended December 31, 2014 of $0.485 per unit. This distribution equates to a distribution of $1.94 per outstanding unit on an annualized basis. This cash distribution was paid on February 13, 2015 , to all unitholders of record as of the close of business on January 31, 2015 . On April 21, 2015 , the board of directors of our General Partner declared a cash distribution attributable to the quarter ended March 31, 2015 of $0.495 per unit. This distribution equates to a distribution of $1.98 per outstanding unit on an annualized basis. This cash distribution was paid on May 15, 2015 to all unitholders of record as of the close of business on May 1, 2015 . |
Fair value measurements policy | Fair Value Measurements Fair value is defined as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date” within an entity’s principal market, if any. The principal market is the market in which the reporting entity would sell the asset or transfer the liability with the greatest volume and level of activity, regardless of whether it is the market in which the entity will ultimately transact for a particular asset or liability or if a different market is potentially more advantageous. Accordingly, this exit price concept may result in a fair value that may differ from the transaction price or market price of the asset or liability. Under generally accepted accounting principles, the fair value hierarchy prioritizes inputs to valuation techniques used to measure fair value. Fair value measurements should maximize the use of observable inputs and minimize the use of unobservable inputs, to the extent possible. Observable inputs are developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs may be needed to measure fair value in situations where there is little or no market activity for the asset or liability at the measurement date and are developed based on the best information available in the circumstances, which could include the reporting entity’s own judgments about the assumptions market participants would utilize in pricing the asset or liability. We utilize fair value measurements to account for certain items and account balances within our consolidated financial statements. Fair value measurements are utilized in the allocation of purchase consideration for acquisition transactions to the assets and liabilities acquired, including intangible assets and goodwill (a level 3 fair value measurement). Fair value measurements may also be utilized on a nonrecurring basis, such as for the impairment of long-lived assets, including goodwill (a level 3 fair value measurement). The fair value of our financial instruments, which may include cash, accounts receivable, short-term borrowings, and variable-rate long-term debt pursuant to our bank credit agreement, approximate their carrying amounts. The fair values of our publicly tradable long-term 7.25% Senior Notes at September 30, 2015 were approximately $ 287.0 million (a level 2 fair value measurement). Prior to the closing of a public exchange offer on July 20, 2015, and as of December 31, 2014, the fair value of our 7.25% Senior Notes were approximately $ 354.9 million (a level 2 fair value measurement). These fair values compared to an aggregate principal amount of $ 350.0 million , as current rates on those dates were different from the stated interest rates on the 7.25% Senior Notes. We calculate the fair value of our 7.25% Senior Notes as of December 31, 2014 internally, using current market conditions and average cost of debt. We also utilize fair value measurements on a recurring basis in the accounting for our foreign currency forward purchase and sale derivative contracts. For these fair value measurements, we utilize the quoted value as determined by our counterparty financial institution (a level 2 fair value measurement). A summary of these fair value measurements as of September 30, 2015 is as follows: Fair Value Measurements Using Description Total as of Quoted Prices Significant Significant (In Thousands) Asset for foreign currency derivative contracts $ 41 $ — $ 41 $ — $ 41 |
New accounting pronouncements policy | New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09, "Revenue from Contracts with Customers" (Topic 606). ASU 2014-09 supersedes the revenue recognition requirements in the Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition, and most industry-specific guidance. The core principle of the ASU is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU was originally scheduled to be effective for the first quarter in fiscal 2017, however, in July 2015, the FASB voted to approve a one year deferral of effectiveness of the ASU to annual periods beginning after December 15, 2017, and interim periods within those years, under either full or modified retrospective adoption. We are currently assessing the potential effects of these changes to our consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern” (Topic 250). The ASU provides guidance on management's responsibility to evaluate whether there is substantial doubt about an entity's ability to continue as a going concern and in certain circumstances to provide related footnote disclosures. The ASU is effective for the annual period ending after December 15, 2016, and for annual and interim periods thereafter. Early adoption is permitted. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In January 2015, the FASB issued ASU No. 2015-01, “Income Statements - Extraordinary and Unusual Items” (Sub-Topic 225-20), which eliminates from U.S. GAAP the concept of extraordinary items. The ASU eliminates the separate presentation of extraordinary items on the income statement, net of tax and the related earnings per share, but does not affect the requirement to disclose material items that are unusual in nature or occurring infrequently. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods, with early adoption permitted, and may be applied prospectively or retrospectively. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs”. The ASU requires entities that have historically presented debt issuance costs as an asset to present those costs as a direct deduction from the carrying amount of the related debt liability. This presentation will result in the debt issuance costs being presented the same way debt discounts have historically been handled. The ASU does not change the recognition, measurement, or subsequent measurement guidance for debt issuance costs. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods and is to be applied retrospectively. Early adoption is permitted. We plan to adopt this change retrospectively, and do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory” (Topic 330), which simplifies the subsequent measurement of inventory by requiring entities to measure inventory at the lower of cost or net realizable value, except for inventory measured using the last-in, first-out (LIFO) or the retail inventory methods. The ASU requires entities to compare the cost of inventory to one measure - net realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods, with early adoption permitted, and is to be applied prospectively. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement Period Adjustments” (Topic 805), which requires that adjustments to provisional amounts identified during the measurement period of a business combination be recognized in the reporting period in which those adjustments are determined, including the effect on earnings, if any, calculated as if the accounting had been completed at the acquisition date. The ASU eliminates the previous requirement to retrospectively account for such adjustments and requires additional disclosures related to the income statement effects of adjustments to provisional amounts identified during the measurement period. The ASU is effective for the annual period beginning after December 15, 2015 and interim periods within those annual periods, with early adoption permitted, and is to be applied prospectively. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. |
Basis of Presentation and Sig20
Basis of Presentation and Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Table Text Block [Abstract] | |
Inventories Table | September 30, 2015 December 31, 2014 (In Thousands) Parts and supplies 32,435 43,202 Work in progress 39,666 70,141 Total inventories $ 72,101 $ 113,343 |
Compression Services Revenues Table | Three Months Ended Nine Months Ended 2015 2014 2015 2014 (In Thousands) Rental revenue $ 21,564 $ 30,293 $ 100,058 $ 38,019 Cost of rental revenue $ 10,843 $ 15,370 $ 53,049 $ 20,212 |
Reconciliation of Weighted Average Units Table | |
Accumulated Other Comprehensive Income Table | Three Months Ended September 30, Nine Months Ended 2015 2014 2015 2014 (In Thousands) Balance, beginning of period $ (5,013 ) $ (2,478 ) $ (3,336 ) $ 413 Foreign currency translation adjustment (324 ) (506 ) (2,001 ) (3,397 ) Balance, end of period $ (5,337 ) $ (2,984 ) $ (5,337 ) $ (2,984 ) |
Fair Value Measurements on a Recurring Basis Table | Fair Value Measurements Using Description Total as of Quoted Prices Significant Significant (In Thousands) Asset for foreign currency derivative contracts $ 41 $ — $ 41 $ — $ 41 |
Acquisitions and Dispositions21
Acquisitions and Dispositions Acquisitions and Dispositions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Preliminary Allocation of Purchase Price | Current assets $ 101,411 Property and equipment 571,706 Intangible assets 68,000 Goodwill 161,387 Total assets acquired 902,504 Current liabilities 77,504 Total liabilities assumed 77,504 Net assets acquired $ 825,000 |
Pro Forma Financial Information | Three Months Ended Nine Months Ended 2014 2014 (In Thousands, Except Per Unit Amounts) Revenues $ 133,441 $ 365,708 Depreciation and amortization 18,864 55,866 Net income 4,702 10,985 Per share information: Net income per common unit: Basic and diluted $ 0.14 $ 0.50 Net income per subordinated unit: Basic and diluted $ 0.14 $ 0.50 |
Long-Term Debt and Other Borr22
Long-Term Debt and Other Borrowings Long-Term Debt and Other Borrowings (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Long-Term Debt Table | September 30, 2015 December 31, 2014 Scheduled Maturity (In Thousands) Credit Agreement August 4, 2019 $ 243,000 $ 195,000 7.25% Senior Notes (presented net of the unamortized discount of $4.7 million as of September 30, 2015 and $5.0 million as of December 31, 2014) August 15, 2022 345,349 344,961 588,349 539,961 Less current portion — — Total long-term debt $ 588,349 $ 539,961 |
Market Risks and Derivative C23
Market Risks and Derivative Contracts Market Risks and Derivative Contracts (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Notional Amounts of Outstanding Derivative Positions Table | Derivative Contracts US Dollar Notional Amount Traded Exchange Rate Settlement Date (In Thousands) Forward sale Mexican peso $ 3,936 17.06 10/16/2015 |
Derivatives Designated as Hedging Instruments Table | Foreign currency derivative instruments Balance Sheet Fair Value at Location September 30, 2015 December 31, 2014 (In Thousands) Forward sale contracts Current assets $ 41 $ — Net asset $ 41 $ — |
Supplemental Guarantor Financ24
Supplemental Guarantor Financial Information Supplemental Guarantor Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Supplemental Guarantor Financial Information [Abstract] | |
Supplemental guarantor financial information tables | Condensed Consolidating Balance Sheet September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated ASSETS Current assets $ 267 $ 128,350 $ 26,310 $ — $ 154,927 Property, plant, and equipment, net — 683,153 22,937 — 706,090 Investments in subsidiaries 536,083 16,587 — (552,670 ) — Intangible and other assets, net 8,696 293,342 5,364 — 307,402 Intercompany receivables 309,859 — — (309,859 ) — Total non-current assets 854,638 993,082 28,301 (862,529 ) 1,013,492 Total assets $ 854,905 $ 1,121,432 $ 54,611 $ (862,529 ) $ 1,168,419 LIABILITIES AND PARTNERS' CAPITAL Current liabilities $ 5,938 $ 54,318 $ 4,613 $ — $ 64,869 Amounts payable to affiliates 44 3,327 4,497 — 7,868 Long-term debt 345,350 242,999 — — 588,349 Intercompany payables — 281,850 28,009 (309,859 ) — Other long-term liabilities — 2,855 905 — 3,760 Total liabilities 351,332 585,349 38,024 (309,859 ) 664,846 Total partners' capital 503,573 536,083 16,587 (552,670 ) 503,573 Total liabilities and partners' capital $ 854,905 $ 1,121,432 $ 54,611 $ (862,529 ) $ 1,168,419 Condensed Consolidating Balance Sheet December 31, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated ASSETS Current assets $ 28 $ 197,485 $ 34,277 $ — $ 231,790 Property, plant, and equipment, net — 669,145 16,851 — 685,996 Investments in subsidiaries 562,290 17,303 — (579,593 ) — Intangible and other assets, net 9,650 304,452 1,773 — 315,875 Intercompany receivables 335,151 — — (335,151 ) — Total non-current assets 907,091 990,900 18,624 (914,744 ) 1,001,871 Total assets $ 907,119 $ 1,188,385 $ 52,901 $ (914,744 ) $ 1,233,661 LIABILITIES AND PARTNERS' CAPITAL Current liabilities $ 11,634 $ 117,777 $ 5,677 $ — $ 135,088 Amounts payable to affiliates 44 987 5,449 — 6,480 Long-term debt 344,961 195,000 — — 539,961 Intercompany payables — 311,389 23,762 (335,151 ) — Other long-term liabilities 199 942 710 — 1,851 Total liabilities 356,838 626,095 35,598 (335,151 ) 683,380 Total partners' capital 550,281 562,290 17,303 (579,593 ) 550,281 Total liabilities and partners' capital $ 907,119 $ 1,188,385 $ 52,901 $ (914,744 ) $ 1,233,661 Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 121,106 $ 9,520 $ (1,702 ) $ 128,924 Cost of revenues (excluding depreciation and amortization expense) — 80,873 6,944 (1,702 ) 86,115 Selling, general and administrative expense 455 9,404 610 — 10,469 Depreciation and amortization — 19,848 762 — 20,610 Interest expense, net 6,475 1,726 — — 8,201 Other expense, net 317 222 975 — 1,514 Equity in net income of subsidiaries (8,866 ) (401 ) — 9,267 — Income before income tax provision 1,619 9,434 229 (9,267 ) 2,015 Provision (benefit) for income taxes — 568 (172 ) — 396 Net income 1,619 8,866 401 (9,267 ) 1,619 Other comprehensive income (loss) (324 ) (324 ) (324 ) 648 (324 ) Comprehensive income (loss) $ 1,295 $ 8,542 $ 77 $ (8,619 ) $ 1,295 Condensed Consolidating Statement of Operations and Comprehensive Income Three Months Ended September 30, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 84,598 $ 14,281 $ (2,987 ) $ 95,892 Cost of revenues (excluding depreciation and amortization expense) — 54,490 10,946 (2,987 ) 62,449 Selling, general and administrative expense 482 8,891 790 — 10,163 Depreciation and amortization — 12,945 531 — 13,476 Interest expense, net 3,233 1,765 — — 4,998 Other expense, net 198 8,253 307 — 8,758 Equity in net income of subsidiaries (1,312 ) (172 ) — 1,484 — Income (loss) before income tax provision (2,601 ) (1,574 ) 1,707 (1,484 ) (3,952 ) Provision (benefit) for income taxes — (2,885 ) 1,534 — (1,351 ) Net income (loss) (2,601 ) 1,311 173 (1,484 ) (2,601 ) Other comprehensive income (loss) (506 ) (506 ) (506 ) 1,012 (506 ) Comprehensive income (loss) $ (3,107 ) $ 805 $ (333 ) $ (472 ) $ (3,107 ) Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 341,794 $ 31,917 $ (15,433 ) $ 358,278 Cost of revenues (excluding depreciation and amortization expense) — 222,464 23,876 (15,433 ) 230,907 Selling, general and administrative expense 1,809 28,858 1,605 — 32,272 Depreciation and amortization — 58,308 2,919 — 61,227 Interest expense, net 19,416 4,652 — — 24,068 Other expense, net 935 1,085 1,903 — 3,923 Equity in net income of subsidiaries (26,750 ) (1,285 ) — 28,035 — Income before income tax provision 4,590 27,712 1,614 (28,035 ) 5,881 Provision for income taxes — 962 329 — 1,291 Net income 4,590 26,750 1,285 (28,035 ) 4,590 Other comprehensive income (loss) (2,001 ) (2,001 ) (2,001 ) 4,002 (2,001 ) Comprehensive income (loss) $ 2,589 $ 24,749 $ (716 ) $ (24,033 ) $ 2,589 Condensed Consolidating Statement of Operations and Comprehensive Income Nine Months Ended September 30, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Revenues $ — $ 131,480 $ 34,587 $ (8,257 ) $ 157,810 Cost of revenues (excluding depreciation and amortization expense) — 76,094 27,988 (8,257 ) 95,825 Selling, general and administrative expense 919 15,840 2,506 — 19,265 Depreciation and amortization — 19,783 1,126 — 20,909 Interest expense, net 3,233 2,097 (28 ) — 5,302 Other expense, net 198 8,377 1,220 — 9,795 Equity in net income of subsidiaries (11,247 ) (525 ) — 11,772 — Income before income tax provision 6,897 9,814 1,775 (11,772 ) 6,714 Provision (benefit) for income taxes — (1,434 ) 1,251 — (183 ) Net income 6,897 11,248 524 (11,772 ) 6,897 Other comprehensive income (loss) (3,397 ) (3,397 ) (3,397 ) 6,794 (3,397 ) Comprehensive income (loss) $ 3,500 $ 7,851 $ (2,873 ) $ (4,978 ) $ 3,500 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2015 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Net cash provided by (used in) operating activities $ — $ 53,846 $ 9,696 $ — $ 63,542 Investing activities: Purchases of property, plant, and equipment, net — (64,472 ) (11,526 ) — (75,998 ) Intercompany investment activity 50,956 — — (50,956 ) — Advances and other investing activities — (66 ) — — (66 ) Net cash provided by (used in) investing activities 50,956 (64,538 ) (11,526 ) (50,956 ) (76,064 ) Financing activities: Proceeds from long-term debt — 53,109 — — 53,109 Payments of long-term debt — (5,000 ) — — (5,000 ) Distributions (50,956 ) — — — (50,956 ) Intercompany contribution (distribution) — (50,956 ) — 50,956 — Net cash provided by (used in) financing activities (50,956 ) (2,847 ) — 50,956 (2,847 ) Effect of exchange rate changes on cash — — (392 ) — (392 ) Increase (decrease) in cash and cash equivalents — (13,539 ) (2,222 ) — (15,761 ) Cash and cash equivalents at beginning of period — 23,342 10,724 — 34,066 Cash and cash equivalents at end of period $ — $ 9,803 $ 8,502 $ — $ 18,305 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2014 (In Thousands) Issuers Guarantor Other Eliminations Consolidated Net cash provided by (used in) operating activities $ 15,387 $ 15,057 $ 897 $ — $ 31,341 Investing activities: Purchases of property, plant, and equipment, net — (26,095 ) (2,725 ) — (28,820 ) Acquisition of CSI — (825,000 ) — — (825,000 ) Intercompany investment activity (378,756 ) (2,634 ) — 381,390 — Advances and other investing activities — (823 ) — — (823 ) Net cash provided by (used in) investing activities (378,756 ) (854,552 ) (2,725 ) 381,390 (854,643 ) Financing activities: Proceeds from long-term debt 344,778 228,000 — — 572,778 Payments of long-term debt — (93,584 ) — — (93,584 ) Proceeds from issuance of partnership common units, net of underwriters' discount 391,798 — — — 391,798 Distributions (21,447 ) — — — (21,447 ) Payment of financing costs (10,165 ) (12,320 ) — — (22,485 ) Intercompany contribution (distribution) — 378,756 2,634 (381,390 ) — Intercompany loan activity (350,000 ) 350,000 — — — Contribution from general partner 8,405 — — — 8,405 Net cash provided by (used in) financing activities 363,369 850,852 2,634 (381,390 ) 835,465 Effect of exchange rate changes on cash — — (493 ) — (493 ) Increase (decrease) in cash and cash equivalents — 11,357 313 — 11,670 Cash and cash equivalents at beginning of period — 4,339 5,138 — 9,477 Cash and cash equivalents at end of period $ — $ 15,696 $ 5,451 $ — $ 21,147 |
Basis of Presentation and Sig25
Basis of Presentation and Significant Accounting Policies (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Aug. 18, 2014 | Aug. 04, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||
Goodwill | $ 233,608,000 | $ 233,608,000 | $ 233,548,000 | ||||
Subordinated units converted to common units | 6,273,970 | ||||||
Revenue Recognition [Line Items] | |||||||
Revenues | 128,924,000 | $ 95,892,000 | 358,278,000 | $ 157,810,000 | |||
Reconciliation of Weighted Average Units [Line Items] | |||||||
Number of weighted average units outstanding | 23,697,093 | 14,138,668 | |||||
Inventories Detail [Table] | |||||||
Parts and supplies | 32,435,000 | 32,435,000 | 43,202,000 | ||||
Work in progress | 39,666,000 | 39,666,000 | 70,141,000 | ||||
Total inventories | 72,101,000 | 72,101,000 | $ 113,343,000 | ||||
Foreign currency exchange gains (losses) | (1,000,000) | $ (400,000) | (2,700,000) | $ (1,000,000) | |||
Service Agreements [Member] | |||||||
Revenue Recognition [Line Items] | |||||||
Revenues | 21,564,000 | 30,293,000 | 100,058,000 | 38,019,000 | |||
Cost of revenue | $ 10,843,000 | $ 15,370,000 | $ 53,049,000 | $ 20,212,000 | |||
Common Units [Member] | |||||||
Reconciliation of Weighted Average Units [Line Items] | |||||||
Number of weighted average units outstanding | 33,185,073 | 33,163,757 | |||||
Compressor Systems, Inc. [Member] | |||||||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||
Goodwill | $ 161,387,000 |
Basis of Presentation and Sig26
Basis of Presentation and Significant Accounting Policies (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Debt Instrument [Line Items] | |||||||
Fair value of Senior Notes | $ 287,000 | $ 354,900 | $ 287,000 | ||||
Carrying value of Senior Notes | 350,000 | 350,000 | |||||
Accumulated Other Comprehensive Income [Table] | |||||||
Balance, beginning of period | (5,013) | $ (3,336) | (2,984) | $ (2,478) | (3,336) | $ 413 | |
Foreign currency translation adjustment | (324) | (506) | (2,001) | (3,397) | |||
Balance, end of period | $ (5,337) | $ (5,013) | $ (3,336) | $ (2,984) | $ (5,337) | $ (2,984) | |
Distribution declaration date | Oct. 19, 2015 | Jul. 20, 2015 | Apr. 21, 2015 | Jan. 20, 2015 | |||
Amount of declared distribution | $ 0.5025 | $ 0.500 | $ 0.495 | $ 0.485 | |||
Amount of declared distribution on an annualized basis | $ 2.01 | $ 2 | $ 1.98 | $ 1.94 | |||
Distribution payment date | Nov. 13, 2015 | Aug. 14, 2015 | May 15, 2015 | Feb. 13, 2015 | |||
Distribution record date | Oct. 30, 2015 | Jul. 31, 2015 | May 1, 2015 | Jan. 31, 2015 | |||
CSI Compressco Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Senior Note interest rate | 7.25% | 7.25% | |||||
Fair Value, Measurements, Recurring [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Asset for foreign currency derivative contracts | $ 41 | $ 41 | |||||
Total | 41 | 41 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Asset for foreign currency derivative contracts | 0 | 0 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Asset for foreign currency derivative contracts | 41 | 41 | |||||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Asset for foreign currency derivative contracts | $ 0 | $ 0 |
Acquisitions and Dispositions27
Acquisitions and Dispositions Acquisitions and Dispositions (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | Aug. 11, 2014 | Aug. 04, 2014 | |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 233,608,000 | $ 233,548,000 | ||||
Interim financing costs | 0 | $ (6,750,000) | ||||
Accumulated amortization, intangible assets acquired | 12,181,000 | $ 4,771,000 | ||||
Per share information: | ||||||
Revenues | $ 133,441 | 365,708 | ||||
Depreciation and amortization | 18,864 | 55,866 | ||||
Net income | $ 4,702 | $ 10,985 | ||||
Net income per common unit: | ||||||
Basic | $ 0.14 | $ 0.50 | ||||
Net income per subordinated unit: | ||||||
Basic and diluted | $ 0.14 | $ 0.50 | ||||
Compressor Systems, Inc. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Date of acquisition agreement | Jul. 20, 2014 | |||||
Effective date of acquisition | Aug. 4, 2014 | |||||
Purchase price | $ 825,000,000 | |||||
Gross proceeds from sale of Common Units | $ 346,000,000 | |||||
Number of Common Units sold | 15,280,000 | |||||
Number of Common Units purchased by TETRA | 1,390,290 | |||||
General Partner's capital contribution | $ 1,100,000 | $ 7,300,000 | ||||
General Partner percentage interest | 2.00% | |||||
Common Units subject to underwriters' option | 2,292,000 | |||||
Date of exercise of underwriters' option | Aug. 11, 2014 | |||||
Purchase price allocation, current assets | $ 101,411,000 | |||||
Purchase price allocation, property and equipment | 571,706,000 | |||||
Purchase price allocation, intangible and other assets | 68,000,000 | |||||
Goodwill | 161,387,000 | |||||
Purchase price allocation, total assets acquired | 902,504,000 | |||||
Purchase price allocation, current liabilities | 77,504,000 | |||||
Purchase price allocation, total liabilities assumed | 77,504,000 | |||||
Purchase price allocation, net assets acquired | 825,000,000 | |||||
Decrease in goodwill recorded during period | 100,000 | |||||
Deferred financing costs | $ 16,600,000 | |||||
Interim financing costs | $ 6,800,000 | |||||
Value of trademarks/tradenames | 33,700,000 | |||||
Value of customer relationships | 21,400,000 | |||||
Value of other intangible assets | 12,900,000 | |||||
Accumulated amortization, intangible assets acquired | $ 9,700,000 | |||||
Compressor Systems, Inc. [Member] | Finite-Lived Intangible Assets [Member] | Minimum [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Finite-lived intangible assets, useful life | 2 years | |||||
Compressor Systems, Inc. [Member] | Finite-Lived Intangible Assets [Member] | Maximum [Member] | ||||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||||
Finite-lived intangible assets, useful life | 15 years |
Acquisitions and Dispositions28
Acquisitions and Dispositions Acquisitions and Dispositions (Details 2) - Compressor Systems, Inc. [Member] | 9 Months Ended |
Sep. 30, 2015 | |
Building [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 15 years |
Building [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 30 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 2 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 20 years |
Vehicles [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 3 years |
Vehicles [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, plant, and equipment, useful life | 4 years |
Long-Term Debt and Other Borr29
Long-Term Debt and Other Borrowings (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||
Long-term debt | $ 588,349,000 | $ 539,961,000 |
Less current portion | 0 | 0 |
Long-term debt, net | 588,349,000 | 539,961,000 |
New Credit Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 243,000,000 | 195,000,000 |
Scheduled maturity date | Aug. 4, 2019 | |
CSI Compressco Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Senior Notes, unamortized discount | $ 4,700,000 | 5,000,000 |
Long-term debt | $ 345,349,000 | $ 344,961,000 |
Scheduled maturity date | Aug. 15, 2022 | |
Senior Note interest rate | 7.25% |
Market Risks and Derivative C30
Market Risks and Derivative Contracts (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2015USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2014USD ($) | |
Derivatives, Fair Value [Line Items] | |||
Forward sale contracts | $ 41 | $ 41 | $ 0 |
Net gains associated with foreign currency derivative program | 200 | 400 | |
Forward Sale Contract, Mexican Pesos [Member] | |||
Derivative [Line Items] | |||
U.S. Dollar notional amount | $ 3,936 | $ 3,936 | |
Traded exchange rate | 17.06 | 17.06 | |
Value date | Oct. 16, 2015 | ||
Current Assets [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Forward sale contracts | $ 41 | $ 41 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2014 | Aug. 18, 2014 | Aug. 11, 2014 | Aug. 04, 2014 | |
Business Acquisition [Line Items] | ||||
Subordinated units converted to common units | 6,273,970 | |||
Compressor Systems, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Purchase price | $ 825 | |||
Number of Common Units sold | 15,280,000 | |||
Number of Common Units purchased by TETRA | 1,390,290 | |||
Related Party Transaction, Purchases from Related Party | $ 32.7 | |||
General Partner's capital contribution | $ 1.1 | $ 7.3 | ||
General Partner percentage interest | 2.00% | |||
TETRA's ownership interest in Compressco Partners | 44.00% | |||
TETRA's ownership interest prior to Offering | 82.00% | |||
Publicly held limited partner interest in Compressco Partners | 56.00% | |||
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest | 42.00% | |||
Publicly held limited partner interest prior to offering | 18.00% | |||
Date of exercise of underwriters' option | Aug. 11, 2014 | |||
Common Units subject to underwriters' option | 2,292,000 |
Supplemental Guarantor Financ32
Supplemental Guarantor Financial Information Supplemental Guarantor Financial Information (Details 1) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||
Current assets | $ 154,927 | $ 231,790 |
Property, plant, and equipment, net | 706,090 | 685,996 |
Investments in affiliates | 0 | 0 |
Intangible and other assets, net | 307,402 | 315,875 |
Intercompany receivables | 0 | 0 |
Total non-current assets | 1,013,492 | 1,001,871 |
Total assets | 1,168,419 | 1,233,661 |
LIABILITIES AND PARTNERS' CAPITAL | ||
Current liabilities | 64,869 | 135,088 |
Amounts payable to affiliate | 7,868 | 6,480 |
Long-term debt | 588,349 | 539,961 |
Intercompany payables | 0 | 0 |
Other long-term liabilities | 3,760 | 1,851 |
Total liabilities | 664,846 | 683,380 |
Total partners' capital | 503,573 | 550,281 |
Total liabilities and partners' capital | 1,168,419 | 1,233,661 |
Carrying value of Senior Notes | 350,000 | |
Issuers [Member] | ||
ASSETS | ||
Current assets | 267 | 28 |
Property, plant, and equipment, net | 0 | 0 |
Investments in affiliates | 536,083 | 562,290 |
Intangible and other assets, net | 8,696 | 9,650 |
Intercompany receivables | 309,859 | 335,151 |
Total non-current assets | 854,638 | 907,091 |
Total assets | 854,905 | 907,119 |
LIABILITIES AND PARTNERS' CAPITAL | ||
Current liabilities | 5,938 | 11,634 |
Amounts payable to affiliate | 44 | 44 |
Long-term debt | 345,350 | 344,961 |
Intercompany payables | 0 | 0 |
Other long-term liabilities | 0 | 199 |
Total liabilities | 351,332 | 356,838 |
Total partners' capital | 503,573 | 550,281 |
Total liabilities and partners' capital | 854,905 | 907,119 |
Guarantor Subsidiaries [Member] | ||
ASSETS | ||
Current assets | 128,350 | 197,485 |
Property, plant, and equipment, net | 683,153 | 669,145 |
Investments in affiliates | 16,587 | 17,303 |
Intangible and other assets, net | 293,342 | 304,452 |
Intercompany receivables | 0 | 0 |
Total non-current assets | 993,082 | 990,900 |
Total assets | 1,121,432 | 1,188,385 |
LIABILITIES AND PARTNERS' CAPITAL | ||
Current liabilities | 54,318 | 117,777 |
Amounts payable to affiliate | 3,327 | 987 |
Long-term debt | 242,999 | 195,000 |
Intercompany payables | 281,850 | 311,389 |
Other long-term liabilities | 2,855 | 942 |
Total liabilities | 585,349 | 626,095 |
Total partners' capital | 536,083 | 562,290 |
Total liabilities and partners' capital | 1,121,432 | 1,188,385 |
Other Subsidiaries [Member] | ||
ASSETS | ||
Current assets | 26,310 | 34,277 |
Property, plant, and equipment, net | 22,937 | 16,851 |
Investments in affiliates | 0 | 0 |
Intangible and other assets, net | 5,364 | 1,773 |
Intercompany receivables | 0 | 0 |
Total non-current assets | 28,301 | 18,624 |
Total assets | 54,611 | 52,901 |
LIABILITIES AND PARTNERS' CAPITAL | ||
Current liabilities | 4,613 | 5,677 |
Amounts payable to affiliate | 4,497 | 5,449 |
Long-term debt | 0 | 0 |
Intercompany payables | 28,009 | 23,762 |
Other long-term liabilities | 905 | 710 |
Total liabilities | 38,024 | 35,598 |
Total partners' capital | 16,587 | 17,303 |
Total liabilities and partners' capital | 54,611 | 52,901 |
Eliminations [Member] | ||
ASSETS | ||
Current assets | 0 | 0 |
Property, plant, and equipment, net | 0 | 0 |
Investments in affiliates | (552,670) | (579,593) |
Intangible and other assets, net | 0 | 0 |
Intercompany receivables | (309,859) | (335,151) |
Total non-current assets | (862,529) | (914,744) |
Total assets | (862,529) | (914,744) |
LIABILITIES AND PARTNERS' CAPITAL | ||
Current liabilities | 0 | 0 |
Amounts payable to affiliate | 0 | 0 |
Long-term debt | 0 | 0 |
Intercompany payables | (309,859) | (335,151) |
Other long-term liabilities | 0 | 0 |
Total liabilities | (309,859) | (335,151) |
Total partners' capital | (552,670) | (579,593) |
Total liabilities and partners' capital | $ (862,529) | $ (914,744) |
Supplemental Guarantor Financ33
Supplemental Guarantor Financial Information Supplemental Guarantor Financial Information (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | $ 128,924 | $ 95,892 | $ 358,278 | $ 157,810 |
Cost of revenues | 86,115 | 62,449 | 230,907 | 95,825 |
Selling, general, and administrative expense | 10,469 | 10,163 | 32,272 | 19,265 |
Depreciation and amortization | 20,610 | 13,476 | 61,227 | 20,909 |
Interest expense, net | 8,201 | 4,998 | 24,068 | 5,302 |
Other expense, net | 1,514 | 8,758 | 3,923 | 9,795 |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Income (loss) before income tax provision | 2,015 | (3,952) | 5,881 | 6,714 |
Provision (benefit) for income taxes | 396 | (1,351) | 1,291 | (183) |
Net income (loss) | 1,619 | (2,601) | 4,590 | 6,897 |
Other comprehensive income | (324) | (506) | (2,001) | (3,397) |
Comprehensive income (loss) | 1,295 | (3,107) | 2,589 | 3,500 |
Issuers [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 0 | 0 | 0 | 0 |
Cost of revenues | 0 | 0 | 0 | 0 |
Selling, general, and administrative expense | 455 | 482 | 1,809 | 919 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Interest expense, net | 6,475 | 3,233 | 19,416 | 3,233 |
Other expense, net | 317 | 198 | (935) | (198) |
Equity in net income of subsidiaries | (8,866) | (1,312) | (26,750) | (11,247) |
Income (loss) before income tax provision | 1,619 | (2,601) | 4,590 | 6,897 |
Provision (benefit) for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | 1,619 | (2,601) | 4,590 | 6,897 |
Other comprehensive income | (324) | (506) | (2,001) | (3,397) |
Comprehensive income (loss) | 1,295 | (3,107) | 2,589 | 3,500 |
Guarantor Subsidiaries [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 121,106 | 84,598 | 341,794 | 131,480 |
Cost of revenues | 80,873 | 54,490 | 222,464 | 76,094 |
Selling, general, and administrative expense | 9,404 | 8,891 | 28,858 | 15,840 |
Depreciation and amortization | 19,848 | 12,945 | 58,308 | 19,783 |
Interest expense, net | 1,726 | 1,765 | 4,652 | 2,097 |
Other expense, net | 222 | 8,253 | (1,085) | (8,377) |
Equity in net income of subsidiaries | (401) | (172) | (1,285) | (525) |
Income (loss) before income tax provision | 9,434 | (1,574) | 27,712 | 9,814 |
Provision (benefit) for income taxes | 568 | (2,885) | 962 | (1,434) |
Net income (loss) | 8,866 | 1,311 | 26,750 | 11,248 |
Other comprehensive income | (324) | (506) | (2,001) | (3,397) |
Comprehensive income (loss) | 8,542 | 805 | 24,749 | 7,851 |
Other Subsidiaries [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | 9,520 | 14,281 | 31,917 | 34,587 |
Cost of revenues | 6,944 | 10,946 | 23,876 | 27,988 |
Selling, general, and administrative expense | 610 | 790 | 1,605 | 2,506 |
Depreciation and amortization | 762 | 531 | 2,919 | 1,126 |
Interest expense, net | 0 | 0 | 0 | (28) |
Other expense, net | 975 | 307 | (1,903) | (1,220) |
Equity in net income of subsidiaries | 0 | 0 | 0 | 0 |
Income (loss) before income tax provision | 229 | 1,707 | 1,614 | 1,775 |
Provision (benefit) for income taxes | (172) | 1,534 | 329 | 1,251 |
Net income (loss) | 401 | 173 | 1,285 | 524 |
Other comprehensive income | (324) | (506) | (2,001) | (3,397) |
Comprehensive income (loss) | 77 | (333) | (716) | (2,873) |
Eliminations [Member] | ||||
Condensed Income Statements, Captions [Line Items] | ||||
Revenues | (1,702) | (2,987) | (15,433) | (8,257) |
Cost of revenues | (1,702) | (2,987) | (15,433) | (8,257) |
Selling, general, and administrative expense | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Other expense, net | 0 | 0 | 0 | 0 |
Equity in net income of subsidiaries | 9,267 | 1,484 | 28,035 | 11,772 |
Income (loss) before income tax provision | (9,267) | (1,484) | (28,035) | (11,772) |
Provision (benefit) for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | (9,267) | (1,484) | (28,035) | (11,772) |
Other comprehensive income | 648 | 1,012 | 4,002 | 6,794 |
Comprehensive income (loss) | $ (8,619) | $ (472) | $ (24,033) | $ (4,978) |
Supplemental Guarantor Financ34
Supplemental Guarantor Financial Information Supplemental Guarantor Financial Information (Details 3) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | $ 63,542 | $ 31,341 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | (75,998) | (28,820) |
Acquisition of CSI, net of cash acquired | 0 | (825,000) |
Intercompany investment activity | 0 | 0 |
Advances and other investing activities | (66) | (823) |
Net cash used in investing activities | (76,064) | (854,643) |
Financing activities: | ||
Proceeds from long-term debt, net | 53,109 | 572,778 |
Payments of long-term debt | (5,000) | (93,584) |
Proceeds from issuance of partnership common units, net | 0 | 391,798 |
Distributions | (50,956) | (21,447) |
Payment of financing costs | 0 | (22,485) |
Intercompany contribution (distribution) | 0 | 0 |
Intercompany loan activity | 0 | |
Contribution from general partner | 0 | 8,405 |
Net cash used in financing activities | (2,847) | 835,465 |
Effect of exchange rate changes on cash | (392) | (493) |
Increase (decrease) in cash and cash equivalents | (15,761) | 11,670 |
Cash and cash equivalents at beginning of period | 34,066 | 9,477 |
Cash and cash equivalents at end of period | 18,305 | 21,147 |
Issuers [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 0 | 15,387 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | 0 | 0 |
Acquisition of CSI, net of cash acquired | 0 | |
Intercompany investment activity | 50,956 | (378,756) |
Advances and other investing activities | 0 | 0 |
Net cash used in investing activities | 50,956 | (378,756) |
Financing activities: | ||
Proceeds from long-term debt, net | 0 | 344,778 |
Payments of long-term debt | 0 | 0 |
Proceeds from issuance of partnership common units, net | 391,798 | |
Distributions | (50,956) | (21,447) |
Payment of financing costs | 10,165 | |
Intercompany contribution (distribution) | 0 | 0 |
Intercompany loan activity | (350,000) | |
Contribution from general partner | 8,405 | |
Net cash used in financing activities | (50,956) | 363,369 |
Effect of exchange rate changes on cash | 0 | 0 |
Increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | 0 | 0 |
Guarantor Subsidiaries [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 53,846 | 15,057 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | (64,472) | (26,095) |
Acquisition of CSI, net of cash acquired | 825,000 | |
Intercompany investment activity | 0 | (2,634) |
Advances and other investing activities | (66) | (823) |
Net cash used in investing activities | (64,538) | (854,552) |
Financing activities: | ||
Proceeds from long-term debt, net | 53,109 | 228,000 |
Payments of long-term debt | 5,000 | 93,584 |
Proceeds from issuance of partnership common units, net | 0 | |
Distributions | 0 | 0 |
Payment of financing costs | 12,320 | |
Intercompany contribution (distribution) | (50,956) | 378,756 |
Intercompany loan activity | 350,000 | |
Contribution from general partner | 0 | |
Net cash used in financing activities | (2,847) | 850,852 |
Effect of exchange rate changes on cash | 0 | 0 |
Increase (decrease) in cash and cash equivalents | (13,539) | 11,357 |
Cash and cash equivalents at beginning of period | 23,342 | 4,339 |
Cash and cash equivalents at end of period | 9,803 | 15,696 |
Other Subsidiaries [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 9,696 | 897 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | (11,526) | (2,725) |
Acquisition of CSI, net of cash acquired | 0 | |
Intercompany investment activity | 0 | 0 |
Advances and other investing activities | 0 | 0 |
Net cash used in investing activities | (11,526) | (2,725) |
Financing activities: | ||
Proceeds from long-term debt, net | 0 | 0 |
Payments of long-term debt | 0 | 0 |
Proceeds from issuance of partnership common units, net | 0 | |
Distributions | 0 | 0 |
Payment of financing costs | 0 | |
Intercompany contribution (distribution) | 0 | 2,634 |
Intercompany loan activity | 0 | |
Contribution from general partner | 0 | |
Net cash used in financing activities | 0 | 2,634 |
Effect of exchange rate changes on cash | (392) | (493) |
Increase (decrease) in cash and cash equivalents | (2,222) | 313 |
Cash and cash equivalents at beginning of period | 10,724 | 5,138 |
Cash and cash equivalents at end of period | 8,502 | 5,451 |
Eliminations [Member] | ||
Condensed Cash Flow Statements, Captions [Line Items] | ||
Net cash provided by operating activities | 0 | 0 |
Investing activities: | ||
Purchases of property, plant, and equipment, net | 0 | 0 |
Acquisition of CSI, net of cash acquired | 0 | |
Intercompany investment activity | (50,956) | 381,390 |
Advances and other investing activities | 0 | 0 |
Net cash used in investing activities | (50,956) | 381,390 |
Financing activities: | ||
Proceeds from long-term debt, net | 0 | 0 |
Payments of long-term debt | 0 | 0 |
Proceeds from issuance of partnership common units, net | 0 | |
Distributions | 0 | 0 |
Payment of financing costs | 0 | |
Intercompany contribution (distribution) | 50,956 | (381,390) |
Intercompany loan activity | 0 | |
Contribution from general partner | 0 | |
Net cash used in financing activities | 50,956 | (381,390) |
Effect of exchange rate changes on cash | 0 | 0 |
Increase (decrease) in cash and cash equivalents | 0 | 0 |
Cash and cash equivalents at beginning of period | 0 | 0 |
Cash and cash equivalents at end of period | $ 0 | $ 0 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | 3 Months Ended | |||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | |
Subsequent Events [Abstract] | ||||
Distribution declaration date | Oct. 19, 2015 | Jul. 20, 2015 | Apr. 21, 2015 | Jan. 20, 2015 |
Amount of declared distribution | $ 0.5025 | $ 0.500 | $ 0.495 | $ 0.485 |
Amount of declared distribution on an annualized basis | $ 2.01 | $ 2 | $ 1.98 | $ 1.94 |
Distribution payment date | Nov. 13, 2015 | Aug. 14, 2015 | May 15, 2015 | Feb. 13, 2015 |
Distribution record date | Oct. 30, 2015 | Jul. 31, 2015 | May 1, 2015 | Jan. 31, 2015 |