Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 01, 2016 | |
Document Information [Line Items] | ||
Entity Registrant Name | Sprague Resources LP | |
Trading Symbol | SRLP | |
Entity Central Index Key | 1,525,287 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus (i.e. Q1,Q2,Q3,FY) | Q3 | |
Amendment Flag | false | |
Common Units | ||
Document Information [Line Items] | ||
Entity Stock, Shares Outstanding | 11,241,851 | |
Subordinated Units | ||
Document Information [Line Items] | ||
Entity Stock, Shares Outstanding | 10,071,970 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 3,449 | $ 30,974 |
Accounts receivable, net | 133,321 | 160,848 |
Inventories | 266,728 | 241,320 |
Fair value of derivative assets | 98,299 | 157,714 |
Other current assets | 46,200 | 57,006 |
Total current assets | 547,997 | 647,862 |
Property, plant and equipment, net | 250,713 | 250,909 |
Intangibles, net | 24,676 | 22,113 |
Other assets, net | 14,926 | 16,160 |
Goodwill | 70,550 | 63,288 |
Total assets | 908,862 | 1,000,332 |
Current liabilities: | ||
Accounts payable | 63,307 | 91,387 |
Accrued liabilities | 42,571 | 47,840 |
Fair value of derivative liabilities | 58,533 | 37,178 |
Due to General Partner | 7,573 | 14,021 |
Current portion of working capital facilities | 196,851 | 332,500 |
Current portion of capital leases and other debt | 1,424 | 1,213 |
Total current liabilities | 370,259 | 524,139 |
Working capital facilities - less current portion / Acquisition facility | 366,961 | 283,400 |
Capital leases and other debt - less current portion | 4,480 | 3,987 |
Other liabilities | 14,637 | 14,995 |
Due to General Partner | 1,194 | 1,264 |
Deferred income taxes | 14,999 | 15,062 |
Total liabilities | 772,530 | 842,847 |
Commitments and contingencies | ||
Unitholders’ equity: | ||
Accumulated other comprehensive loss, net of tax | (12,406) | (11,639) |
Total unitholders’ equity | 136,332 | 157,485 |
Total liabilities and unitholders’ equity | 908,862 | 1,000,332 |
Common Unitholders - Public | ||
Unitholders’ equity: | ||
Unitholders - units issued and outstanding | 180,732 | 189,483 |
Common Unitholders - Affiliated | ||
Unitholders’ equity: | ||
Unitholders - units issued and outstanding | (3,325) | (1,370) |
Subordinated Unitholders - Affiliated | ||
Unitholders’ equity: | ||
Unitholders - units issued and outstanding | (28,669) | (18,989) |
Acquisition facility | ||
Current liabilities: | ||
Working capital facilities - less current portion / Acquisition facility | 262,400 | 283,400 |
Working capital facilities | ||
Current liabilities: | ||
Working capital facilities - less current portion / Acquisition facility | $ 104,561 | $ 0 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - shares | Sep. 30, 2016 | Dec. 31, 2015 |
Common Unitholders - Public | ||
Units, issued, in units | 9,197,649 | 8,977,378 |
Units, outstanding, in units | 9,197,649 | 8,977,378 |
Common Unitholders - Affiliated | ||
Units, issued, in units | 2,034,378 | 2,034,378 |
Units, outstanding, in units | 2,034,378 | 2,034,378 |
Subordinated Unitholders - Affiliated | ||
Units, issued, in units | 10,071,970 | 10,071,970 |
Units, outstanding, in units | 10,071,970 | 10,071,970 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net sales | $ 422,779 | $ 558,022 | $ 1,623,173 | $ 2,818,123 |
Cost of products sold (exclusive of depreciation and amortization) | 383,211 | 498,537 | 1,463,938 | 2,604,969 |
Operating expenses | 15,725 | 17,870 | 49,078 | 54,394 |
Selling, general and administrative | 19,735 | 19,894 | 62,099 | 71,193 |
Depreciation and amortization | 5,329 | 5,188 | 16,001 | 15,365 |
Total operating costs and expenses | 424,000 | 541,489 | 1,591,116 | 2,745,921 |
Operating (loss) income | (1,221) | 16,533 | 32,057 | 72,202 |
Other (expense) income | (19) | 0 | (114) | 514 |
Interest income | 40 | 138 | 379 | 367 |
Interest expense | (6,685) | (6,399) | (20,179) | (20,624) |
(Loss) income before income taxes | (7,885) | 10,272 | 12,143 | 52,459 |
Income tax provision | (909) | (1,692) | (861) | (2,490) |
Net (loss) income | (8,794) | 8,580 | 11,282 | 49,969 |
Incentive distributions declared | (488) | (105) | (1,144) | (154) |
Limited partners’ interest in net (loss) income | $ (9,282) | $ 8,475 | $ 10,138 | $ 49,815 |
Units used to compute net (loss) income per limited partner unit: | ||||
Common - basic units, in units | 11,229,805 | 10,999,848 | 11,189,987 | 10,965,400 |
Common - diluted units, in units | 11,229,805 | 11,253,395 | 11,506,830 | 11,199,128 |
Distribution declared per common and subordinated units, in dollars per unit | $ 0.5625 | $ 0.5025 | $ 1.6425 | $ 1.4625 |
Common Unitholders - Affiliated | ||||
Net (loss) income | $ (4,893) | $ 4,424 | $ 5,336 | $ 25,965 |
Net (loss) income per limited partner unit: | ||||
Common - basic, in dollars per unit | $ (0.44) | $ 0.40 | $ 0.48 | $ 2.37 |
Common - diluted, in dollars per unit | $ (0.44) | $ 0.39 | $ 0.46 | $ 2.32 |
Subordinated Unitholders - Affiliated | ||||
Net (loss) income | $ (4,389) | $ 4,051 | $ 4,802 | $ 23,850 |
Net (loss) income per limited partner unit: | ||||
Common - basic, in dollars per unit | $ (0.44) | $ 0.40 | $ 0.48 | $ 2.37 |
Common - diluted, in dollars per unit | (0.44) | 0.40 | 0.48 | 2.37 |
Subordinated - basic and diluted, in dollars per unit | $ (0.44) | $ 0.40 | $ 0.48 | $ 2.37 |
Units used to compute net (loss) income per limited partner unit: | ||||
Subordinated - basic and diluted units, in units | 10,071,970 | 10,071,970 | 10,071,970 | 10,071,970 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (8,794) | $ 8,580 | $ 11,282 | $ 49,969 |
Unrealized gain (loss) on interest rate swaps | ||||
Net gain (loss) arising in the period | 460 | (428) | (1,176) | (1,388) |
Reclassification adjustment related to losses realized in income | 384 | 126 | 1,182 | 384 |
Net change in unrealized gain (loss) on interest rate swaps | 844 | (302) | 6 | (1,004) |
Tax effect | (15) | 8 | 0 | 29 |
Unrealized (loss) gain on interest rate swaps, Total | 829 | (294) | 6 | (975) |
Foreign currency translation adjustment | (925) | (156) | (773) | (1,405) |
Other comprehensive loss | (96) | (450) | (767) | (2,380) |
Comprehensive (loss) income | $ (8,890) | $ 8,130 | $ 10,515 | $ 47,589 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statements of Unitholders' Equity (Deficit) - USD ($) $ in Thousands | Total | Other than dIstribution equivalents | Distribution equivalents | Accumulated Other Comprehensive Loss | Common- Public | Common- PublicOther than dIstribution equivalents | Common- PublicDistribution equivalents | Common- Sprague Holdings | Common- Sprague HoldingsOther than dIstribution equivalents | Common- Sprague HoldingsDistribution equivalents | Subordinated- Sprague Holdings | Subordinated- Sprague HoldingsOther than dIstribution equivalents | Subordinated- Sprague HoldingsDistribution equivalents | Incentive Distribution Rights | Incentive Distribution RightsOther than dIstribution equivalents |
Beginning balance at Dec. 31, 2014 | $ 115,894 | $ (9,833) | $ 171,055 | $ (5,566) | $ (39,762) | $ 0 | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||
Net income | 78,348 | 33,218 | 7,558 | 37,418 | 154 | ||||||||||
Other comprehensive loss | (1,806) | (1,806) | |||||||||||||
Unit-based compensation | 3,022 | 0 | 1,284 | 292 | 1,446 | ||||||||||
Distributions/distribution equivalents paid | (40,569) | (17,172) | (3,906) | (19,337) | (154) | ||||||||||
Common units issued with annual bonus | 4,939 | 2,088 | 479 | 2,372 | |||||||||||
Units withheld for employee tax obligations | (2,343) | (990) | (227) | (1,126) | |||||||||||
Ending balance at Dec. 31, 2015 | 157,485 | (11,639) | 189,483 | (1,370) | (18,989) | 0 | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||||||||
Net income | 11,282 | 4,515 | 999 | 4,945 | 823 | ||||||||||
Other comprehensive loss | (767) | (767) | |||||||||||||
Unit-based compensation | 3,149 | 0 | 1,359 | 301 | 1,489 | ||||||||||
Distributions/distribution equivalents paid | $ (34,768) | $ (258) | $ (14,605) | $ (110) | $ (3,250) | $ (25) | $ (16,090) | $ (123) | $ (823) | ||||||
Common units issued with annual bonus | 4,079 | 1,748 | 392 | 1,939 | |||||||||||
Units withheld for employee tax obligations | (3,870) | (1,658) | (372) | (1,840) | |||||||||||
Ending balance at Sep. 30, 2016 | $ 136,332 | $ (12,406) | $ 180,732 | $ (3,325) | $ (28,669) | $ 0 |
Unaudited Condensed Consolidat7
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities | ||
Net income | $ 11,282 | $ 49,969 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization (includes amortization of deferred debt issuance costs) | 18,961 | 18,033 |
Provision for doubtful accounts | 237 | 1,785 |
Loss (gain) on sale of assets and insurance recoveries | 106 | (482) |
Deferred income taxes | (69) | 773 |
Non-cash unit-based compensation | 1,664 | 5,231 |
Changes in assets and liabilities: | ||
Accounts receivable | 27,086 | 147,912 |
Inventories | (25,064) | 161,139 |
Prepaid expenses and other assets | 13,949 | 16,113 |
Fair value of commodity derivative instruments | 95,121 | 44,050 |
Due to General Partner and affiliates | (5,960) | (2,148) |
Accounts payable, accrued liabilities and other | (30,218) | (124,713) |
Net cash provided by operating activities | 107,095 | 317,662 |
Cash flows from investing activities | ||
Purchases of property, plant and equipment | (11,436) | (11,044) |
Acquisitions, net of cash acquired | (29,065) | 0 |
Proceeds from property insurance settlement and sale of assets | 147 | 407 |
Net cash used in investing activities | (40,354) | (10,637) |
Cash flows from financing activities | ||
Net payments under credit agreements | (51,897) | (260,259) |
Payments on capital lease liabilities and term debt | (939) | (1,061) |
Payments on long-term terminal obligations | (449) | (310) |
Debt issue costs | (2,089) | (1,938) |
Foreign exchange on capital lease obligations | 7 | (226) |
Units withheld for employee tax obligations | (3,870) | (2,343) |
Net cash used in financing activities | (94,263) | (296,007) |
Effect of exchange rate changes on cash balances held in foreign currencies | (3) | (123) |
Net change in cash and cash equivalents | (27,525) | 10,895 |
Cash and cash equivalents, beginning of period | 30,974 | 4,080 |
Cash and cash equivalents, end of period | 3,449 | 14,975 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 17,730 | 18,307 |
Cash paid for taxes | 755 | 3,490 |
Other than dIstribution equivalents | ||
Cash flows from financing activities | ||
Distributions / distribution equivalents paid | (34,768) | (29,870) |
Distribution equivalents | ||
Cash flows from financing activities | ||
Distributions / distribution equivalents paid | $ (258) | $ 0 |
Description of Business and Sum
Description of Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Description of Business and Summary of Significant Accounting Policies | Description of Business and Summary of Significant Accounting Policies Partnership Businesses Sprague Resources LP (the “Partnership”) is a Delaware limited partnership formed on June 23, 2011 to engage in activities for which limited partnerships may be organized under the Delaware Revised Limited Partnership Act including, but not limited to, actions to form a limited liability company and/or acquire assets owned by Sprague Operating Resources LLC, a Delaware limited liability company and the Partnership’s operating company. The Partnership is a wholesale and commercial distributor engaged in the purchase, storage, distribution and sale of refined products and natural gas, and also provides storage and handling services for a broad range of materials. Unless the context otherwise requires, references to “Sprague Resources” and the “Partnership” refer to Sprague Resources LP and its subsidiaries. Unless the context otherwise requires, references to “Axel Johnson” or the “Parent” refer to Axel Johnson Inc. and its controlled affiliates, collectively, other than Sprague Resources, its subsidiaries and its General Partner. References to “Sprague Holdings” refer to Sprague Resources Holdings LLC, a wholly owned subsidiary of Axel Johnson and the owner of the General Partner. References to the “General Partner” refer to Sprague Resources GP LLC. The Partnership owns, operates and/or controls a network of 19 refined products and materials handling terminals located in the Northeast United States and in Quebec, Canada. The Partnership also utilizes third-party terminals in the Northeast United States through which it sells or distributes refined products pursuant to rack, exchange and throughput agreements. The Partnership has four business segments: refined products, natural gas, materials handling and other operations. The refined products segment purchases a variety of refined products, such as heating oil, diesel fuel, residual fuel oil, kerosene, jet fuel, gasoline and asphalt (primarily from refining companies, trading organizations and producers), and sells them to wholesale and commercial customers. The natural gas segment purchases, sells and distributes natural gas to commercial and industrial customers in the Northeast and Mid-Atlantic United States. The Partnership purchases the natural gas it sells from natural gas producers and trading companies. The materials handling segment offloads, stores and prepares for delivery a variety of customer-owned products, including asphalt, clay slurry, salt, gypsum, crude oil, residual fuel oil, coal, petroleum coke, caustic soda, tallow, pulp and heavy equipment. The Partnership’s other operations include the purchase and distribution of coal, certain commercial trucking activities and the heating equipment service business. As of September 30, 2016 , the Parent, through its ownership of Sprague Holdings, owns 2,034,378 common units and 10,071,970 subordinated units, representing an aggregate of 57% of the limited partner interest in the Partnership. Sprague Holdings also owns the General Partner, which in turn owns a non-economic interest in the Partnership. Sprague Holdings currently holds incentive distribution rights (“IDRs”) that entitle it to receive increasing percentages, up to a maximum of 50% , of the cash the Partnership distributes from distributable cash flow in excess of $0.474375 per unit per quarter. The maximum distribution of 50% does not include any distributions that Sprague Holdings may receive on any limited partnership units that it owns. See Notes 11 and 12. Basis of Presentation The Condensed Consolidated Financial Statements include the accounts of the Partnership and its wholly-owned subsidiaries. Intercompany transactions between the Partnership and its subsidiaries have been eliminated. The accompanying unaudited condensed consolidated financial statements were prepared in accordance with the requirements of the Securities and Exchange Commission (“SEC”) for interim financial information. As permitted under those rules, certain notes or other financial information that are normally required by U.S. generally accepted accounting principles (“GAAP”) to be included in annual financial statements have been condensed or omitted from these interim financial statements. These interim financial statements should be read in conjunction with the consolidated financial statements and related notes of the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2015 as filed with the SEC on March 10, 2016 (the “2015 Annual Report”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and the reported revenues and expenses in the income statement. Actual results could differ from those estimates. Among the estimates made by management are asset valuations, the fair value of derivative assets and liabilities, environmental, and legal obligations. The Partnership's significant accounting policies are described in Note 1 “Description of Business and Summary of Significant Accounting Policies” in the Partnership’s audited consolidated financial statements, included in the 2015 Annual Report, and are the same as are used in preparing these unaudited interim condensed consolidated financial statements. The condensed consolidated financial statements included herein reflect all normal and recurring adjustments which, in the opinion of management, are necessary for a fair presentation of the Partnership’s consolidated financial position at September 30, 2016 and December 31, 2015 and the consolidated results of operations and cash flows for the three and nine months ended September 30, 2016 and 2015 , respectively. The unaudited results of operations for the interim periods reported are not necessarily indicative of results to be expected for the full year. Demand for some of the Partnership’s refined petroleum products, specifically heating oil and residual oil for space heating purposes, and to a lesser extent natural gas, are generally higher during the first and fourth quarters of the calendar year which may result in significant fluctuations in the Partnership’s quarterly operating results. Recent Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments which addresses eight specific cash flow issues with the objective of reducing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years and is to be applied retrospectively to all periods presented. Early application is permitted, including adoption in an interim period. The Partnership is evaluating the impact this new standard will have on the consolidated statement of cash flows. In March 2016, the FASB issued ASU 2016-09 Compensation- Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which addresses areas for simplification involving several aspects of the accounting for share-based payment transactions including, among other things, income tax consequences of excess benefits and deficiencies, classification of awards as either equity or liabilities, classification on the statement of cash flows, and the use of forfeiture estimates. The Partnership has not yet adopted the provisions of this ASU, which is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early application is permitted. The Partnership has determined that the impact of this new standard on the Partnership's result of operations will not be significant. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) , which, among other things, requires lessees to recognize at the commencement date of a lease a liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. The Partnership is currently evaluating both the impact of this new standard on the consolidated financial statements and the transition method it will utilize upon adoption. In October 2015, the FASB issued ASU 2015-16, Simplifying the Accounting for Measurement-Period Adjustments which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The Partnership adopted the application of this ASU in 2016 which resulted in no impact to its consolidated financial statements relating to the Partnership's previous acquisitions. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory , which requires that inventory within the scope of the guidance be measured at the lower of cost or net realizable value. The Partnership has not yet adopted the provisions of this ASU which is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. The Partnership has determined that the impact of this new standard on the consolidated financial statements will not be significant. In April 2015, the FASB issued ASU 2015-6, Earnings Per Share (Topic 260): Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions (a consensus of the Emerging Issues Task Force). The Partnership adopted the application of this ASU in 2016 which resulted in no changes to the presentation of earnings per unit or related disclosures in connection with the Partnership’s 2014 dropdown transaction. In April 2015, the FASB issued ASU 2015-3, Simplifying the Presentation of Debt Issuance Costs, ("ASU 2015-3") which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. In August 2015, the FASB issued ASU 2015-15 to reflect SEC commentary that given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Partnership has adopted the application of these ASUs by electing to continue its policy of deferring and presenting debt issuance costs related to its revolving credit agreement as an asset and amortizing the deferred debt issuance costs ratably over the term of the arrangement as addressed by the SEC commentary in ASU 2015-15. In May 2014, the FASB issued ASU 2014-9, Revenue from Contracts with Customers (Topic 606) , which revises the principles of revenue recognition from one based on the transfer of risks and rewards to when a customer obtains control of a good or service. The FASB has issued several ASUs subsequent to ASU 2014-9 in order to clarify implementation guidance but did not change the core principle of the guidance in Topic 606. These ASUs are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application for public entities is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Partnership continues to evaluate both the impact of these new standards on the consolidated financial statements and the transition method it will utilize for adoption. |
Business Combinations
Business Combinations | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations Santa Buckley Energy, Inc. On February 1, 2016, the Partnership purchased the natural gas business of Santa Buckley Energy, Inc. (“SBE”) for $17.5 million , not including the purchase of natural gas inventory, utility security deposits, and other adjustments. Total consideration at closing was $29.1 million . SBE markets natural gas to commercial, industrial and municipal consumers in the Northeast United States. The acquisition was accounted for as a business combination and was financed with borrowings under the Partnership’s credit facility. The operations of SBE are included in the Partnership's natural gas segment since the acquisition date. At the time of the acquisition, a preliminary allocation of the purchase price to the assets acquired and liabilities assumed was made based on available information and incorporating management’s best estimates. The Partnership subsequently updated and finalized the purchase allocation, and the effect on previously reported operating results was not significant. The Partnership recognized less than $0.1 million of acquisition related costs that were expensed and are included in selling, general and administrative expense. The following table summarizes the fair values of the assets acquired and liabilities assumed: Derivative assets $ 22,678 Other current assets and prepaids 2,168 Intangibles and other 6,539 Natural gas transportation assets 8,040 Total identifiable assets acquired 39,425 Accrued liabilities 219 Derivative liabilities 15,007 Natural gas transportation liabilities 2,396 Total liabilities assumed 17,622 Net identifiable assets acquired 21,803 Goodwill 7,262 Net assets acquired $ 29,065 The Partnership determined the fair value of intangible assets using income approaches that incorporated projected cash flows as well as excess earnings and lost profits methods. The Partnership determined the fair value of derivative assets, derivative liabilities and natural gas transportation assets and liabilities by applying the Partnership’s existing valuation methodologies. The Partnership’s analysis of fair value factors indicated that for substantially all other assets and liabilities that book value approximated fair value. The goodwill recognized is primarily attributable to SBE’s reputation in the Northeast United States and the residual cash flow the Partnership believes that it will be able to generate. The goodwill is expected to be deductible for tax purposes. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss, Net of Tax | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss, Net of Tax | Accumulated Other Comprehensive Loss, Net of Tax Amounts included in accumulated other comprehensive loss, net of tax, consisted of the following: September 30, December 31, 2015 Fair value of interest rate swaps, net of tax $ (820 ) $ (826 ) Cumulative foreign currency translation adjustment (11,586 ) (10,813 ) Accumulated other comprehensive loss, net of tax $ (12,406 ) $ (11,639 ) |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories September 30, December 31, Petroleum and related products $ 254,122 $ 215,048 Asphalt 8,991 20,677 Coal 2,355 3,713 Natural gas 1,260 1,882 Inventories $ 266,728 $ 241,320 |
Credit Agreement
Credit Agreement | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Credit Agreement | Credit Agreement September 30, December 31, 2015 Working capital facilities $ 301,412 $ 332,500 Acquisition facility 262,400 283,400 Total credit agreement 563,812 615,900 Less: current portion of working capital facilities (196,851 ) (332,500 ) Long-term portion $ 366,961 $ 283,400 On March 10, 2016 , Sprague Resources LLC, the operating company of the Partnership and Kildair Service ULC ("Kildair") entered into an amendment to its amended and restated revolving credit agreement (the “Credit Agreement”) that matures on December 9, 2019 . Obligations under the Credit Agreement are secured by substantially all of the assets of the Partnership and its subsidiaries. The revolving credit facilities under the Credit Agreement contain, among other items, the following: • U.S. dollar revolving working capital facility of up to $1.0 billion to be used for working capital loans and letters of credit in the principal amount equal to the lesser of the Partnership’s borrowing base and $1.0 billion ; • Multicurrency revolving working capital facility of up to $120.0 million to be used by Kildair for working capital loans and letters of credit in the principal amount equal to the lesser of Kildair’s borrowing base and $120.0 million ; • Revolving acquisition facility of up to $550.0 million to be used for loans and letters of credit to fund capital expenditures and acquisitions and other general corporate purposes related to the Partnership’s current businesses; and • Subject to certain conditions, the U.S. dollar or multicurrency revolving working capital facilities may be increased by $200.0 million . Additionally, subject to certain conditions, the revolving acquisition facility may be increased by $200.0 million . Indebtedness under the Credit Agreement bears interest, at the Partnership’s option, at a rate per annum equal to either the Eurocurrency Base Rate (which is the LIBOR Rate for loans denominated in U.S. dollars and CDOR for loans denominated in Canadian dollars, in each case adjusted for certain regulatory costs) for interest periods of one , two , three or six months plus a specified margin or an alternate rate plus a specified margin. For the U.S. dollar working capital facility and the acquisition facility, the alternate rate is the Base Rate which is the higher of (a) the U.S. Prime Rate as in effect from time to time, (b) the Federal Funds rate as in effect from time to time plus 0.50% and (c) the one-month Eurocurrency Rate for U.S. dollars as in effect from time to time plus 1.00% . For the Canadian dollar working capital facility, the alternate rate is the Prime Rate which is the higher of (a) the Canadian Prime Rate as in effect from time to time and (b) the one-month Eurocurrency Rate for U.S. dollars as in effect from time to time plus 1.00% . The working capital facilities are subject to borrowing base reporting and as of September 30, 2016 and December 31, 2015 , had a borrowing base of $446.7 million and $542.6 million , respectively. As of September 30, 2016 and December 31, 2015 , outstanding letters of credit were $18.7 million and $23.6 million , respectively. As of September 30, 2016 , excess availability under the working capital facilities was $126.6 million and excess availability under the acquisition facilities was $287.6 million . The weighted average interest rate was 3.2% and 2.9% at September 30, 2016 and December 31, 2015 , respectively. No amounts are due under the Credit Agreement until the maturity date, however, the current portion of the credit agreement at September 30, 2016 and December 31, 2015 represents the amounts of the working capital facility intended to be repaid during the following twelve month period. The Credit Agreement contains certain restrictions and covenants among which are a minimum level of net working capital, fixed charge coverage and debt leverage ratios and limitations on the incurrence of indebtedness. The Credit Agreement limits the Partnership’s ability to make distributions in the event of a default as defined in the Credit Agreement. As of September 30, 2016 , the Partnership is in compliance with these covenants. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The General Partner charges the Partnership for the reimbursements of employee costs and related employee benefits and other overhead costs supporting the Partnership’s operations which amounted to $21.0 million and $22.5 million for the three months ended September 30, 2016 and 2015 , and $66.8 million and $76.2 million for the nine months ended September 30, 2016 and 2015 , respectively. Through the General Partner, the Partnership also participates in the Parent’s pension and other post-retirement benefits. At September 30, 2016 and December 31, 2015 , total amounts due to the General Partner with respect to these benefits and overhead costs were $8.8 million and $15.3 million , respectively. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | Segment Reporting The Partnership has four reporting operating segments that comprise the structure used by the chief operating decision makers (CEO and CFO/COO) to make key operating decisions and assess performance. These segments are refined products, natural gas, materials handling and other activities. The Partnership’s refined products segment purchases a variety of refined products, such as heating oil, diesel fuel, residual fuel oil, asphalt, kerosene, jet fuel and gasoline (primarily from refining companies, trading organizations and producers), and sells them to its customers. The Partnership has wholesale customers who resell the refined products they purchase from the Partnership and commercial customers who consume the refined products they purchase. The Partnership’s wholesale customers consist of home heating oil retailers and diesel fuel and gasoline resellers. The Partnership’s commercial customers include federal and state agencies, municipalities, regional transit authorities, large industrial companies, real estate management companies, hospitals and educational institutions. The Partnership’s natural gas segment purchases natural gas from natural gas producers and trading companies and sells and distributes natural gas to commercial and industrial customers primarily in the Northeast and Mid-Atlantic United States. The Partnership’s materials handling segment offloads, stores, and/or prepares for delivery a variety of customer-owned products, including asphalt, clay slurry, salt, gypsum, crude oil, residual fuel oil, coal, petroleum coke, caustic soda, tallow, pulp and heavy equipment. These services are fee-based activities which are generally conducted under multi-year agreements. The Partnership’s other activities include the purchase, sale and distribution of coal, commercial trucking activities unrelated to its refined products segment and a heating equipment service business. Other activities are not reported separately as they represent less than 10% of consolidated net sales and adjusted gross margin. The Partnership evaluates segment performance based on adjusted gross margin, a non-GAAP measure, which is net sales less cost of products sold (exclusive of depreciation and amortization) increased by unrealized hedging losses and decreased by unrealized hedging gains, in each case with respect to refined products and natural gas inventory, prepaid forward contracts and natural gas transportation contracts. Based on the way the business is managed, it is not reasonably possible for the Partnership to allocate the components of operating costs and expenses among the operating segments. There were no significant intersegment sales for any of the years presented below. The Partnership had no single customer that accounted for more than 10% of total net sales for the three and nine months ended September 30, 2016 and 2015 , respectively. The Partnership’s foreign sales, primarily sales of refined products, asphalt and natural gas to its customers in Canada, were $55.2 million and $55.4 million for the three months ended September 30, 2016 and 2015 , and $124.1 million and $163.4 million for the nine months ended September 30, 2016 and 2015 , respectively. Summarized financial information for the Partnership’s reportable segments is presented in the table below: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (in thousands) Net sales: Refined products $ 350,528 $ 488,639 $ 1,331,197 $ 2,499,335 Natural gas 55,868 52,568 240,256 265,805 Materials handling 11,304 12,027 35,848 33,905 Other operations 5,079 4,788 15,872 19,078 Net sales $ 422,779 $ 558,022 $ 1,623,173 $ 2,818,123 Adjusted gross margin(1): Refined products $ 38,693 $ 31,852 $ 104,070 $ 124,101 Natural gas 2,773 4,423 43,734 40,556 Materials handling 11,305 12,027 35,826 33,899 Other operations 1,985 2,024 6,257 6,648 Adjusted gross margin 54,756 50,326 189,887 205,204 Reconciliation to operating (loss) income(2): Add: unrealized (loss) gain on inventory(3) (14,636 ) 575 (26,592 ) (5,102 ) Add: unrealized gain (loss) on prepaid forward contracts(4) 120 (2,248 ) 1,161 (2,248 ) Add: unrealized (loss) gain on natural gas transportation contracts(5) (672 ) 10,832 (5,221 ) 15,300 Operating costs and expenses not allocated to operating segments: Operating expenses (15,725 ) (17,870 ) (49,078 ) (54,394 ) Selling, general and administrative (19,735 ) (19,894 ) (62,099 ) (71,193 ) Depreciation and amortization (5,329 ) (5,188 ) (16,001 ) (15,365 ) Operating (loss) income (1,221 ) 16,533 32,057 72,202 Other (expense) income (19 ) — (114 ) 514 Interest income 40 138 379 367 Interest expense (6,685 ) (6,399 ) (20,179 ) (20,624 ) Income tax provision (909 ) (1,692 ) (861 ) (2,490 ) Net (loss) income $ (8,794 ) $ 8,580 $ 11,282 $ 49,969 (1) The Partnership trades, purchases, stores and sells energy commodities that experience market value fluctuations. To manage the Partnership’s underlying performance, including its physical and derivative positions, management utilizes adjusted gross margin, which is a non-GAAP financial measure. Adjusted gross margin is also used by external users of the Partnership’s consolidated financial statements to assess the Partnership’s economic results of operations and its commodity market value reporting to lenders. In determining adjusted gross margin, the Partnership adjusts its segment results for the impact of unrealized hedging gains and losses with regard to refined products and natural gas inventory, prepaid forward contracts and natural gas transportation contracts, which are not marked to market for the purpose of recording unrealized gains or losses in net income (loss). These adjustments align the unrealized hedging gains and losses to the period in which the revenue from the sale of inventory, prepaid fixed forwards and the utilization of transportation contracts relating to those hedges is realized in net income (loss). Adjusted gross margin has no impact on reported volumes or net sales. (2) Reconciliation of adjusted gross margin to operating income, the most directly comparable GAAP measure. (3) Inventory is valued at the lower of cost or market. The fair value of the derivatives the Partnership uses to economically hedge its inventory declines or appreciates in value as the value of the underlying inventory appreciates or declines, which creates unrealized hedging losses (gains) with respect to the derivatives that are included in net income (loss). (4) The unrealized hedging gain (loss) on prepaid forward contracts represents the Partnership’s estimate of the change in fair value of the prepaid forward contracts which are not recorded in net income (loss) until the forward contract is settled in the future (i.e., when the commodity is delivered to the customer). As these contracts are prepaid, they do not qualify as derivatives. The fair value of the derivatives the Partnership uses to economically hedge its prepaid forward contracts declines or appreciates in value as the value of the underlying forward contract appreciates or declines, which creates unrealized hedging gains (losses) with respect to the derivatives that are included in net income (loss). (5) The unrealized hedging gain (loss) on natural gas transportation contracts represents the Partnership’s estimate of the change in fair value of the natural gas transportation contracts which are not recorded in net income (loss) until the transportation is utilized in the future (i.e., when natural gas is delivered to the customer), as these contracts do not qualify as derivatives. As the fair value of the natural gas transportation contracts decline or appreciate, the offsetting physical or financial derivative will also appreciate or decline creating unmatched unrealized hedging (losses) gains in net income (loss) as of each period end. Segment Assets Due to the commingled nature and uses of the Partnership’s fixed assets, the Partnership does not track its fixed assets between its refined products and materials handling operating segments or its other activities. There are no significant fixed assets attributable to the natural gas reportable segment. At September 30, 2016 , goodwill recorded for the Refined Products , Natural Gas , Materials Handling and Other Operations segments amounted to $36.6 million , $25.9 million , $6.9 million and $1.2 million , respectively. |
Financial Instruments and Off-B
Financial Instruments and Off-Balance Sheet Risk | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Financial Instruments and Off-Balance Sheet Risk | Financial Instruments and Off-Balance Sheet Risk As of September 30, 2016 and December 31, 2015 , the carrying amounts of cash, cash equivalents and accounts receivable approximated fair value because of the short maturity of these instruments. As of September 30, 2016 and December 31, 2015 , the carrying value of the Partnership’s margin deposits with brokers approximates fair value and consists of initial margin with futures transaction brokers, along with variation margin, which is paid or received on a daily basis, and is included in other current assets. As of September 30, 2016 and December 31, 2015 , the carrying value of the Partnership’s debt approximated fair value due to the variable interest nature of these instruments. Derivative Instruments The Partnership utilizes derivative instruments consisting of futures contracts, forward contracts, swaps, options and other derivatives individually or in combination, to mitigate its exposure to fluctuations in prices of refined petroleum products and natural gas. The use of these derivative instruments within the Partnership's risk management policy may generate gains or losses from changes in market prices. The Partnership enters into futures and over-the-counter (“OTC”) transactions either on regulated exchanges or in the OTC market. Futures contracts are exchange-traded contractual commitments to either receive or deliver a standard amount or value of a commodity at a specified future date and price, with some futures contracts based on cash settlement rather than a delivery requirement. Futures exchanges typically require margin deposits as security. OTC contracts, which may or may not require margin deposits as security, involve parties that have agreed either to exchange cash payments or deliver or receive the underlying commodity at a specified future date and price. The Partnership posts initial margin with futures transaction brokers, along with variation margin, which is paid or received on a daily basis, and is included in other current assets. In addition, the Partnership may either pay or receive margin based upon exposure with counterparties. Payments made by the Partnership are included in other current assets, whereas payments received by the Partnership are included in accrued liabilities. Substantially all of the Partnership’s commodity derivative contracts outstanding as of September 30, 2016 will settle prior to March 31, 2018. The Partnership enters into some master netting arrangements to mitigate credit risk with significant counterparties. Master netting arrangements are standardized contracts that govern all specified transactions with the same counterparty and allow the Partnership to terminate all contracts upon occurrence of certain events, such as a counterparty’s default. The Partnership has elected not to offset the fair value of its derivatives, even where these arrangements provide the right to do so. The Partnership’s derivative instruments are recorded at fair value, with changes in fair value recognized in net income (loss) each period. The Partnership’s fair value measurements are determined using the market approach and includes non-performance risk and time value of money considerations. Counterparty credit is considered for receivable balances, and the Partnership’s credit is considered for payable balances. The Partnership determines fair value using a hierarchy for the inputs used to measure the fair value of financial assets and liabilities based on the source of the input, which generally range from quoted prices for identical instruments in a principal trading market (Level 1) to estimates determined using significant unobservable inputs (Level 3). Multiple inputs may be used to measure fair value; however, the level of fair value is based on the lowest significant input level within this fair value hierarchy. Details on the methods and assumptions used to determine the fair values are as follows: Fair value measurements based on Level 1 inputs: Measurements that are most observable and are based on quoted prices of identical instruments obtained from the principal markets in which they are traded. Closing prices are both readily available and representative of fair value. Market transactions occur with sufficient frequency and volume to assure liquidity. Fair value measurements based on Level 2 inputs: Measurements derived indirectly from observable inputs or from quoted prices from markets that are less liquid are considered Level 2. Measurements based on Level 2 inputs include OTC derivative instruments that are priced on an exchange traded curve, but have contractual terms that are not identical to exchange traded contracts. The Partnership utilizes fair value measurements based on Level 2 inputs for its fixed forward contracts, over-the-counter commodity price swaps, interest rate swaps and forward currency contracts. Fair value measurements based on Level 3 inputs: Measurements that are least observable are estimated from significant unobservable inputs determined from sources with little or no market activity for comparable contracts or for positions with longer durations. The Partnership does not offset fair value amounts recognized for the right to reclaim cash collateral (a receivable) or the obligation to return cash collateral (a payable) against the fair value of derivative instruments executed with the same counterparty under the same master netting arrangement. The Partnership had no right to reclaim or obligation to return cash collateral as of September 30, 2016 and December 31, 2015 . The following table presents financial assets and financial liabilities of the Partnership measured at fair value on a recurring basis: As of September 30, 2016 Fair Value Measurement Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Financial assets: Commodity fixed forwards $ 97,944 $ — $ 97,944 $ — Commodity swaps and options 4 — 4 — Commodity derivatives 97,948 — 97,948 — Interest rate swaps 344 — 344 — Other 7 — 7 — Total $ 98,299 $ — $ 98,299 $ — Financial liabilities: Commodity exchange contracts $ 92 $ 92 $ — $ — Commodity fixed forwards 56,730 — 56,730 — Commodity swaps and options 531 — 531 — Commodity derivatives 57,353 92 57,261 — Interest rate swaps 1,180 — 1,180 — Total $ 58,533 $ 92 $ 58,441 $ — As of December 31, 2015 Fair Value Quoted Significant Significant Financial assets: Commodity fixed forwards $ 157,389 $ — $ 157,389 $ — Commodity swaps and options 51 — 51 — Commodity derivatives 157,440 — 157,440 — Interest rate swaps 274 — 274 — Total $ 157,714 $ — $ 157,714 $ — Financial liabilities: Commodity fixed forwards $ 31,801 $ — $ 31,801 $ — Commodity swaps and options 4,250 — 4,250 — Commodity derivatives 36,051 — 36,051 — Interest rate swaps 1,115 — 1,115 — Other 12 — 12 — Total $ 37,178 $ — $ 37,178 $ — The Partnership enters into derivative contracts with counterparties, some of which are subject to master netting arrangements, which allow net settlements under certain conditions. The Partnership presents derivatives at gross fair values in the Condensed Consolidated Balance Sheets. The maximum amount of loss due to credit risk that the Partnership would incur if its counterparties failed completely to perform according to the terms of the contracts, based on the net fair value of these financial instruments, exclusive of cash collateral, was $95.4 million at September 30, 2016 . Information related to these offsetting arrangements is as follows: As of September 30, 2016 Gross Amount Not Offset in the Balance Sheet Gross Amounts of Recognized Assets/ Liabilities Gross Amounts Offset in the Balance Sheet Amounts of Financial Instruments Cash Collateral Posted Net Amount Commodity derivative assets $ 97,948 $ — $ 97,948 $ (2,918 ) $ (256 ) $ 94,774 Interest rate swap derivative assets 344 — 344 — — 344 Other assets 7 — 7 — — 7 Fair value of derivative assets $ 98,299 $ — $ 98,299 $ (2,918 ) $ (256 ) $ 95,125 Commodity derivative liabilities $ (57,353 ) $ — $ (57,353 ) $ 2,918 $ — $ (54,435 ) Interest rate swap derivative liabilities (1,180 ) — (1,180 ) — — (1,180 ) Fair value of derivative liabilities $ (58,533 ) $ — $ (58,533 ) $ 2,918 $ — $ (55,615 ) As of December 31, 2015 Gross Amount Not Offset in Gross Amounts of Gross Amounts of Assets/ Liabilities in the Balance Sheet Financial Cash Net Amount Commodity derivative assets $ 157,440 $ — $ 157,440 $ (1,811 ) $ (1,798 ) $ 153,831 Interest rate swap derivative assets 274 — 274 — — 274 Fair value of derivative assets $ 157,714 $ — $ 157,714 $ (1,811 ) $ (1,798 ) $ 154,105 Commodity derivative liabilities $ (36,051 ) $ — $ (36,051 ) $ 1,811 $ — $ (34,240 ) Interest rate swap derivative liabilities (1,115 ) — (1,115 ) — — (1,115 ) Other liabilities (12 ) — (12 ) — — (12 ) Fair value of derivative liabilities $ (37,178 ) $ — $ (37,178 ) $ 1,811 $ — $ (35,367 ) The following table presents total realized and unrealized gains (losses) on derivative instruments utilized for commodity risk management purposes included in cost of products sold (exclusive of depreciation and amortization): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Refined products contracts $ 2,957 $ 47,481 $ (2,176 ) $ 74,086 Natural gas contracts (3,370 ) 11,435 16,472 12,596 Total $ (413 ) $ 58,916 $ 14,296 $ 86,682 There were no discretionary trading activities for the three and nine months ended September 30, 2016 and 2015 . The following table presents gross volume of commodity derivative instruments outstanding for the periods indicated: As of September 30, 2016 As of December 31, 2015 Refined Products (Barrels) Natural Gas (MMBTUs) Refined Products (Barrels) Natural Gas (MMBTUs) Long contracts 10,687 137,403 12,067 123,711 Short contracts (15,006 ) (80,173 ) (16,558 ) (75,785 ) Interest Rate Derivatives The Partnership has entered into interest rate swaps to manage its exposure to changes in interest rates on its Credit Agreement. The Partnership’s interest rate swaps hedge actual and forecasted LIBOR borrowings and have been designated as cash flow hedges. Counterparties to the Partnership’s interest rate swaps are large multinational banks and the Partnership does not believe there is a material risk of counterparty non-performance. The Partnership's interest rate swap agreements outstanding as of September 30, 2016 were as follows: Interest Rate Swap Agreements Beginning Ending Notional Amount January 2016 January 2017 $ 250,000 September 2016 April 2017 $ 25,000 January 2017 January 2018 $ 150,000 January 2018 January 2019 $ 100,000 There was no material ineffectiveness determined for the cash flow hedges for the three and nine months ended September 30, 2016 and 2015 . The Partnership records unrealized gains and losses on its interest rate swaps as a component of accumulated other comprehensive loss, net of tax, which is reclassified to earnings as interest expense when the payments are made. As of September 30, 2016 , the amount of unrealized losses, net of tax, expected to be reclassified to earnings during the following twelve-month period was $0.7 million . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal, Environmental and Other Proceedings The Partnership is involved in various lawsuits, other proceedings and environmental matters, all of which arose in the normal course of business. The Partnership believes, based upon its examination of currently available information, its experience to date, and advice from legal counsel, that the individual and aggregate liabilities resulting from the resolution of these contingent matters will not have a material adverse impact on the Partnership’s consolidated results of operations, financial position or cash flows. |
Equity-Based Compensation
Equity-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Equity-Based Compensation | Equity-Based Compensation The board of directors of the General Partner has approved an annual bonus program which is provided to substantially all employees. Under this program bonuses for the majority of participants will be settled in cash with others receiving a combination of cash and common units. The Partnership records the expected bonus payment as a liability until a grant date has been established and awards finalized, which occurs in the first quarter of the year following the year for which the bonus is earned. Approximately $5.0 million of the annual bonus expense accrual as of December 31, 2015 was subsequently settled by issuing 239,641 common units (market value of $4.1 million ) and the Partnership withheld from the recipients 78,623 common units (market value of $1.3 million ) to satisfy minimum tax withholding obligations. The Partnership estimates that less than $0.1 million of the annual bonus expense recorded during the nine months ended September 30, 2016 will be settled in common units. The board of directors of the General Partner grants performance-based phantom unit awards to key employees that vest if certain performance criteria are met. Upon vesting, a holder of performance-based phantom units is entitled to receive a number of common units of the Partnership equal to a percentage (between 0 and 200% ) of the phantom units granted, based on the Partnership’s achieving pre-determined performance criteria. The Partnership uses authorized but unissued units to satisfy its unit-based obligations. Phantom unit awards granted during the years ended December 31, 2015 and 2014, include a market condition criteria that considers the Partnership's total unitholder return ("TUR") over the vesting period, compared with the total unitholder return of a peer group of other master limited partnership energy companies over the same period. These awards are equity awards with both service and market-based conditions, which results in compensation cost being recognized over the requisite service period, provided that the requisite service period is fulfilled, regardless of when, if ever, the market based conditions are satisfied. The fair value of the TUR based phantom units was estimated at the date of grant based on a Monte Carlo model that estimates the most likely performance outcome based on the terms of the award. The key inputs in the model include the market price of the Partnership’s common units as of the valuation date, the historical volatility of the market price of the Partnership’s common units, the historical volatility of the market price of the common units or common stock of the peer companies and the correlation between changes in the market price of the Partnership’s common units and those of the peer companies. The TUR based phantom units with a performance period ending as of December 31, 2015 vested at the 200% level and as a result 74,050 common units (vested market value of $1.4 million ) were issued during January 2016. In connection with these vested awards, the Partnership withheld from the recipients 24,683 units (vested market value of $0.5 million ) to satisfy minimum tax withholding obligations. Phantom unit awards granted in 2016 vest on December 31, 2018 and include a performance criteria that considers the Partnership's operating cash flow, as defined therein ("OCF"), over the vesting period. The number of common units that may be received in settlement of each phantom unit award can range between 0 and 200% of the number of phantom units granted based on the level of OCF achieved during the vesting period. These awards are equity awards with performance and service conditions which result in compensation cost being recognized over the requisite service period once payment is determined to be probable. Compensation expense related to the OCF based awards is estimated each reporting period by multiplying the number of common units underlying such awards that, based on the Partnership's estimate of OCF, are probable to vest, by the grant-date fair value of the award and is recognized over the requisite service period using the straight-line method. The fair value of the OCF based phantom units was the grant date closing price listed on the New York Stock Exchange. The number of units that the Partnership estimates are probable to vest could change over the vesting period. Any such change in estimate is recognized as a cumulative adjustment calculated as if the new estimate had been in effect from the grant date. The Partnership's long-term incentive phantom unit awards include tandem distribution equivalent rights ("DERs") which entitle the participant to a cash payment upon vesting that is equal to any cash distribution paid on a common unit between the grant date and the date the phantom units were settled. Payments made in connection with DERs are recorded as a reduction to unitholders' equity and totaled $0.3 million during the nine months ended September 30, 2016 . Total unrecognized compensation cost related to performance-based phantom unit awards totaled $4.1 million as of September 30, 2016 which is expected to be recognized over a period of 27 months. A summary of the Partnership’s unit awards subject to vesting during the nine months ended September 30, 2016 is set forth below: Time Based and Restricted Units Phantom Units (TUR-based) Phantom Units (OCF-based) Units Weighted Average Grant Date Fair Value (per unit) Units Weighted Average Grant Date Fair Value (per unit) Units Weighted Nonvested at December 31, 2015 12,141 $ 19.63 215,051 $ 33.40 — $ — Granted — — — $ — 166,900 $ 17.52 Forfeited — — (3,000 ) (36.88 ) — — Vested (9,919 ) (20.16 ) — — — — Nonvested at September 30, 2016 2,222 $ 17.33 212,051 $ 33.35 166,900 $ 17.52 Unit-based compensation recorded in unitholders’ equity for the three months ended September 30, 2016 and 2015 was $0.8 million and $0.7 million , respectively, and for the nine months ended September 30, 2016 and 2015 was $2.6 million and $2.1 million , respectively, and is included in selling, general and administrative expenses. The following table provides information with respect to changes in the Partnership’s units: Common Units Public Sprague Holdings Subordinated Units Balance as of December 31, 2014 8,777,922 2,034,378 10,071,970 Units issued in connection with employee bonus 133,634 — — Units issued in connection with phantom and performance awards 58,358 — — Director vested awards 7,464 — — Balance as of December 31, 2015 8,977,378 2,034,378 10,071,970 Units issued in connection with employee bonus 161,018 — — Units issued in connection with phantom and performance awards 55,581 — — Employee vested awards 3,672 — — Balance as of September 30, 2016 9,197,649 2,034,378 10,071,970 |
Earnings Per Unit
Earnings Per Unit | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Unit | Earnings Per Unit Earnings per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners’ interest in net income (loss), after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units. The Partnership’s net income is allocated to the limited partners in accordance with their respective ownership percentages, after giving effect to priority income allocations for incentive distributions, which are declared and paid following the close of each quarter. Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to the Partnership’s unitholders are determined in relation to actual distributions declared and are not based on the net income (loss) allocations used in the calculation of earnings (loss) per unit. Quarterly net income (loss) per limited partner and per unit amounts are stand-alone calculations and may not be additive to year to date amounts due to rounding and changes in outstanding units. In addition to the common and subordinated units, the Partnership has also identified the IDRs and unvested unit awards as participating securities and uses the two-class method when calculating the net income per unit applicable to limited partners, which is based on the weighted-average number of units outstanding during the period. Diluted earnings per unit includes the effects of potentially dilutive units on the Partnership’s common units, consisting of unvested unit awards. Basic and diluted earnings per unit applicable to subordinated limited partners are the same because there are no potentially dilutive subordinated units outstanding. The following table shows the weighted average common units outstanding used to compute net income per common unit for the periods indicated. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Weighted average limited partner common units - basic 11,229,805 10,999,848 11,189,987 10,965,400 Dilutive effect of unvested restricted and phantom units — 253,547 316,843 233,728 Weighted average limited partner common units - dilutive 11,229,805 11,253,395 11,506,830 11,199,128 The following tables provide a reconciliation of net income and the assumed allocation of net income to the limited partners’ interest for purposes of computing net income per unit for the periods presented: Three Months Ended September 30, 2016 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net loss $ (8,794 ) Distributions declared $ 6,324 $ 5,665 $ 488 $ 12,477 Assumed net loss from operations after distributions (11,217 ) (10,054 ) — (21,271 ) Assumed net loss to be allocated $ (4,893 ) $ (4,389 ) $ 488 $ (8,794 ) Loss per unit - basic $ (0.44 ) $ (0.44 ) Loss per unit - diluted $ (0.44 ) $ (0.44 ) Three Months Ended September 30, 2015 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net income $ 8,580 Distributions declared $ 5,533 $ 5,061 $ 105 $ 10,699 Assumed net loss from operations after distributions (1,109 ) (1,010 ) — (2,119 ) Assumed net income to be allocated $ 4,424 $ 4,051 $ 105 $ 8,580 Income per unit - basic $ 0.40 $ 0.40 Income per unit - diluted $ 0.39 $ 0.40 Nine Months Ended September 30, 2016 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net income $ 11,282 Distributions declared $ 18,455 $ 16,542 $ 1,144 $ 36,141 Assumed net loss from operations after distributions (13,119 ) (11,740 ) — (24,859 ) Assumed net income to be allocated $ 5,336 $ 4,802 $ 1,144 $ 11,282 Income per unit - basic $ 0.48 $ 0.48 Income per unit - diluted $ 0.46 $ 0.48 Nine Months Ended September 30, 2015 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net income $ 49,969 Distributions declared $ 16,102 $ 14,730 $ 154 $ 30,986 Assumed net income from operations after distributions 9,863 9,120 — 18,983 Assumed net income to be allocated $ 25,965 $ 23,850 $ 154 $ 49,969 Income per unit - basic $ 2.37 $ 2.37 Income per unit - diluted $ 2.32 $ 2.37 |
Partnership Distributions
Partnership Distributions | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Partnership Distributions | Partnership Distributions The Partnership agreement sets forth the calculation to be used to determine the amount and priority of cash distributions that the common and subordinated unitholders will receive. Cash distributions paid to unitholders and for incentive distributions for the periods indicated were as follows: Cash Distributed For the Quarter Ended Payment Date Per Unit Common Subordinated IDR Total December 31, 2015 February 12, 2016 $0.5175 $ 5,724 $ 5,212 $ 167 $ 11,103 March 31, 2016 May 13, 2016 $0.5325 $ 5,981 $ 5,363 $ 275 $ 11,619 June 30, 2016 August 12, 2016 $0.5475 $ 6,150 $ 5,515 $ 381 $ 12,046 In addition, on October 28, 2016, the Partnership declared a cash distribution for the three months ended September 30, 2016 , of $0.5625 per unit, totaling $12.5 million (including a $0.5 million IDR distribution). Such distributions are to be paid on November 14, 2016, to unitholders of record on November 8, 2016. |
Description of Business and S20
Description of Business and Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Condensed Consolidated Financial Statements include the accounts of the Partnership and its wholly-owned subsidiaries. Intercompany transactions between the Partnership and its subsidiaries have been eliminated. The accompanying unaudited condensed consolidated financial statements were prepared in accordance with the requirements of the Securities and Exchange Commission (“SEC”) for interim financial information. As permitted under those rules, certain notes or other financial information that are normally required by U.S. generally accepted accounting principles (“GAAP”) to be included in annual financial statements have been condensed or omitted from these interim financial statements. These interim financial statements should be read in conjunction with the consolidated financial statements and related notes of the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2015 as filed with the SEC on March 10, 2016 (the “2015 Annual Report”). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities in the balance sheet and the reported revenues and expenses in the income statement. Actual results could differ from those estimates. Among the estimates made by management are asset valuations, the fair value of derivative assets and liabilities, environmental, and legal obligations. The Partnership's significant accounting policies are described in Note 1 “Description of Business and Summary of Significant Accounting Policies” in the Partnership’s audited consolidated financial statements, included in the 2015 Annual Report, and are the same as are used in preparing these unaudited interim condensed consolidated financial statements. The condensed consolidated financial statements included herein reflect all normal and recurring adjustments which, in the opinion of management, are necessary for a fair presentation of the Partnership’s consolidated financial position at September 30, 2016 and December 31, 2015 and the consolidated results of operations and cash flows for the three and nine months ended September 30, 2016 and 2015 , respectively. The unaudited results of operations for the interim periods reported are not necessarily indicative of results to be expected for the full year. Demand for some of the Partnership’s refined petroleum products, specifically heating oil and residual oil for space heating purposes, and to a lesser extent natural gas, are generally higher during the first and fourth quarters of the calendar year which may result in significant fluctuations in the Partnership’s quarterly operating results. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-09 Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments which addresses eight specific cash flow issues with the objective of reducing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230, Statement of Cash Flows, and other Topics. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years and is to be applied retrospectively to all periods presented. Early application is permitted, including adoption in an interim period. The Partnership is evaluating the impact this new standard will have on the consolidated statement of cash flows. In March 2016, the FASB issued ASU 2016-09 Compensation- Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting , which addresses areas for simplification involving several aspects of the accounting for share-based payment transactions including, among other things, income tax consequences of excess benefits and deficiencies, classification of awards as either equity or liabilities, classification on the statement of cash flows, and the use of forfeiture estimates. The Partnership has not yet adopted the provisions of this ASU, which is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early application is permitted. The Partnership has determined that the impact of this new standard on the Partnership's result of operations will not be significant. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842) , which, among other things, requires lessees to recognize at the commencement date of a lease a liability, which is a lessee's obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. This ASU is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early application is permitted. Lessees and lessors must apply a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Lessees and lessors may not apply a full retrospective transition approach. The Partnership is currently evaluating both the impact of this new standard on the consolidated financial statements and the transition method it will utilize upon adoption. In October 2015, the FASB issued ASU 2015-16, Simplifying the Accounting for Measurement-Period Adjustments which requires that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The Partnership adopted the application of this ASU in 2016 which resulted in no impact to its consolidated financial statements relating to the Partnership's previous acquisitions. In July 2015, the FASB issued ASU 2015-11, Simplifying the Measurement of Inventory , which requires that inventory within the scope of the guidance be measured at the lower of cost or net realizable value. The Partnership has not yet adopted the provisions of this ASU which is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. The Partnership has determined that the impact of this new standard on the consolidated financial statements will not be significant. In April 2015, the FASB issued ASU 2015-6, Earnings Per Share (Topic 260): Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions (a consensus of the Emerging Issues Task Force). The Partnership adopted the application of this ASU in 2016 which resulted in no changes to the presentation of earnings per unit or related disclosures in connection with the Partnership’s 2014 dropdown transaction. In April 2015, the FASB issued ASU 2015-3, Simplifying the Presentation of Debt Issuance Costs, ("ASU 2015-3") which requires debt issuance costs to be presented in the balance sheet as a direct deduction from the carrying value of the associated debt liability, consistent with the presentation of a debt discount. In August 2015, the FASB issued ASU 2015-15 to reflect SEC commentary that given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The Partnership has adopted the application of these ASUs by electing to continue its policy of deferring and presenting debt issuance costs related to its revolving credit agreement as an asset and amortizing the deferred debt issuance costs ratably over the term of the arrangement as addressed by the SEC commentary in ASU 2015-15. In May 2014, the FASB issued ASU 2014-9, Revenue from Contracts with Customers (Topic 606) , which revises the principles of revenue recognition from one based on the transfer of risks and rewards to when a customer obtains control of a good or service. The FASB has issued several ASUs subsequent to ASU 2014-9 in order to clarify implementation guidance but did not change the core principle of the guidance in Topic 606. These ASUs are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early application for public entities is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Partnership continues to evaluate both the impact of these new standards on the consolidated financial statements and the transition method it will utilize for adoption. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Summary of Business Acquisition, Preliminary Fair Value of Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed: Derivative assets $ 22,678 Other current assets and prepaids 2,168 Intangibles and other 6,539 Natural gas transportation assets 8,040 Total identifiable assets acquired 39,425 Accrued liabilities 219 Derivative liabilities 15,007 Natural gas transportation liabilities 2,396 Total liabilities assumed 17,622 Net identifiable assets acquired 21,803 Goodwill 7,262 Net assets acquired $ 29,065 |
Accumulated Other Comprehensi22
Accumulated Other Comprehensive Loss, Net of Tax (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of Accumulated Other Comprehensive Loss, Net of Tax | Amounts included in accumulated other comprehensive loss, net of tax, consisted of the following: September 30, December 31, 2015 Fair value of interest rate swaps, net of tax $ (820 ) $ (826 ) Cumulative foreign currency translation adjustment (11,586 ) (10,813 ) Accumulated other comprehensive loss, net of tax $ (12,406 ) $ (11,639 ) |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | September 30, December 31, Petroleum and related products $ 254,122 $ 215,048 Asphalt 8,991 20,677 Coal 2,355 3,713 Natural gas 1,260 1,882 Inventories $ 266,728 $ 241,320 |
Credit Agreement (Tables)
Credit Agreement (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | September 30, December 31, 2015 Working capital facilities $ 301,412 $ 332,500 Acquisition facility 262,400 283,400 Total credit agreement 563,812 615,900 Less: current portion of working capital facilities (196,851 ) (332,500 ) Long-term portion $ 366,961 $ 283,400 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Summary of Financial Information for Partnership's Reportable Segments | Summarized financial information for the Partnership’s reportable segments is presented in the table below: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 (in thousands) Net sales: Refined products $ 350,528 $ 488,639 $ 1,331,197 $ 2,499,335 Natural gas 55,868 52,568 240,256 265,805 Materials handling 11,304 12,027 35,848 33,905 Other operations 5,079 4,788 15,872 19,078 Net sales $ 422,779 $ 558,022 $ 1,623,173 $ 2,818,123 Adjusted gross margin(1): Refined products $ 38,693 $ 31,852 $ 104,070 $ 124,101 Natural gas 2,773 4,423 43,734 40,556 Materials handling 11,305 12,027 35,826 33,899 Other operations 1,985 2,024 6,257 6,648 Adjusted gross margin 54,756 50,326 189,887 205,204 Reconciliation to operating (loss) income(2): Add: unrealized (loss) gain on inventory(3) (14,636 ) 575 (26,592 ) (5,102 ) Add: unrealized gain (loss) on prepaid forward contracts(4) 120 (2,248 ) 1,161 (2,248 ) Add: unrealized (loss) gain on natural gas transportation contracts(5) (672 ) 10,832 (5,221 ) 15,300 Operating costs and expenses not allocated to operating segments: Operating expenses (15,725 ) (17,870 ) (49,078 ) (54,394 ) Selling, general and administrative (19,735 ) (19,894 ) (62,099 ) (71,193 ) Depreciation and amortization (5,329 ) (5,188 ) (16,001 ) (15,365 ) Operating (loss) income (1,221 ) 16,533 32,057 72,202 Other (expense) income (19 ) — (114 ) 514 Interest income 40 138 379 367 Interest expense (6,685 ) (6,399 ) (20,179 ) (20,624 ) Income tax provision (909 ) (1,692 ) (861 ) (2,490 ) Net (loss) income $ (8,794 ) $ 8,580 $ 11,282 $ 49,969 (1) The Partnership trades, purchases, stores and sells energy commodities that experience market value fluctuations. To manage the Partnership’s underlying performance, including its physical and derivative positions, management utilizes adjusted gross margin, which is a non-GAAP financial measure. Adjusted gross margin is also used by external users of the Partnership’s consolidated financial statements to assess the Partnership’s economic results of operations and its commodity market value reporting to lenders. In determining adjusted gross margin, the Partnership adjusts its segment results for the impact of unrealized hedging gains and losses with regard to refined products and natural gas inventory, prepaid forward contracts and natural gas transportation contracts, which are not marked to market for the purpose of recording unrealized gains or losses in net income (loss). These adjustments align the unrealized hedging gains and losses to the period in which the revenue from the sale of inventory, prepaid fixed forwards and the utilization of transportation contracts relating to those hedges is realized in net income (loss). Adjusted gross margin has no impact on reported volumes or net sales. (2) Reconciliation of adjusted gross margin to operating income, the most directly comparable GAAP measure. (3) Inventory is valued at the lower of cost or market. The fair value of the derivatives the Partnership uses to economically hedge its inventory declines or appreciates in value as the value of the underlying inventory appreciates or declines, which creates unrealized hedging losses (gains) with respect to the derivatives that are included in net income (loss). (4) The unrealized hedging gain (loss) on prepaid forward contracts represents the Partnership’s estimate of the change in fair value of the prepaid forward contracts which are not recorded in net income (loss) until the forward contract is settled in the future (i.e., when the commodity is delivered to the customer). As these contracts are prepaid, they do not qualify as derivatives. The fair value of the derivatives the Partnership uses to economically hedge its prepaid forward contracts declines or appreciates in value as the value of the underlying forward contract appreciates or declines, which creates unrealized hedging gains (losses) with respect to the derivatives that are included in net income (loss). (5) The unrealized hedging gain (loss) on natural gas transportation contracts represents the Partnership’s estimate of the change in fair value of the natural gas transportation contracts which are not recorded in net income (loss) until the transportation is utilized in the future (i.e., when natural gas is delivered to the customer), as these contracts do not qualify as derivatives. As the fair value of the natural gas transportation contracts decline or appreciate, the offsetting physical or financial derivative will also appreciate or decline creating unmatched unrealized hedging (losses) gains in net income (loss) as of each period end. |
Financial Instruments and Off26
Financial Instruments and Off-Balance Sheet Risk (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summary of Financial Assets and Financial Liabilities of Partnership Measured at Fair Value on Recurring Basis | The following table presents financial assets and financial liabilities of the Partnership measured at fair value on a recurring basis: As of September 30, 2016 Fair Value Measurement Quoted Prices in Active Markets Level 1 Significant Other Observable Inputs Level 2 Significant Unobservable Inputs Level 3 Financial assets: Commodity fixed forwards $ 97,944 $ — $ 97,944 $ — Commodity swaps and options 4 — 4 — Commodity derivatives 97,948 — 97,948 — Interest rate swaps 344 — 344 — Other 7 — 7 — Total $ 98,299 $ — $ 98,299 $ — Financial liabilities: Commodity exchange contracts $ 92 $ 92 $ — $ — Commodity fixed forwards 56,730 — 56,730 — Commodity swaps and options 531 — 531 — Commodity derivatives 57,353 92 57,261 — Interest rate swaps 1,180 — 1,180 — Total $ 58,533 $ 92 $ 58,441 $ — As of December 31, 2015 Fair Value Quoted Significant Significant Financial assets: Commodity fixed forwards $ 157,389 $ — $ 157,389 $ — Commodity swaps and options 51 — 51 — Commodity derivatives 157,440 — 157,440 — Interest rate swaps 274 — 274 — Total $ 157,714 $ — $ 157,714 $ — Financial liabilities: Commodity fixed forwards $ 31,801 $ — $ 31,801 $ — Commodity swaps and options 4,250 — 4,250 — Commodity derivatives 36,051 — 36,051 — Interest rate swaps 1,115 — 1,115 — Other 12 — 12 — Total $ 37,178 $ — $ 37,178 $ — |
Summary of Offsetting Assets | Information related to these offsetting arrangements is as follows: As of September 30, 2016 Gross Amount Not Offset in the Balance Sheet Gross Amounts of Recognized Assets/ Liabilities Gross Amounts Offset in the Balance Sheet Amounts of Financial Instruments Cash Collateral Posted Net Amount Commodity derivative assets $ 97,948 $ — $ 97,948 $ (2,918 ) $ (256 ) $ 94,774 Interest rate swap derivative assets 344 — 344 — — 344 Other assets 7 — 7 — — 7 Fair value of derivative assets $ 98,299 $ — $ 98,299 $ (2,918 ) $ (256 ) $ 95,125 Commodity derivative liabilities $ (57,353 ) $ — $ (57,353 ) $ 2,918 $ — $ (54,435 ) Interest rate swap derivative liabilities (1,180 ) — (1,180 ) — — (1,180 ) Fair value of derivative liabilities $ (58,533 ) $ — $ (58,533 ) $ 2,918 $ — $ (55,615 ) As of December 31, 2015 Gross Amount Not Offset in Gross Amounts of Gross Amounts of Assets/ Liabilities in the Balance Sheet Financial Cash Net Amount Commodity derivative assets $ 157,440 $ — $ 157,440 $ (1,811 ) $ (1,798 ) $ 153,831 Interest rate swap derivative assets 274 — 274 — — 274 Fair value of derivative assets $ 157,714 $ — $ 157,714 $ (1,811 ) $ (1,798 ) $ 154,105 Commodity derivative liabilities $ (36,051 ) $ — $ (36,051 ) $ 1,811 $ — $ (34,240 ) Interest rate swap derivative liabilities (1,115 ) — (1,115 ) — — (1,115 ) Other liabilities (12 ) — (12 ) — — (12 ) Fair value of derivative liabilities $ (37,178 ) $ — $ (37,178 ) $ 1,811 $ — $ (35,367 ) |
Summary of Offsetting Liabilities | Information related to these offsetting arrangements is as follows: As of September 30, 2016 Gross Amount Not Offset in the Balance Sheet Gross Amounts of Recognized Assets/ Liabilities Gross Amounts Offset in the Balance Sheet Amounts of Financial Instruments Cash Collateral Posted Net Amount Commodity derivative assets $ 97,948 $ — $ 97,948 $ (2,918 ) $ (256 ) $ 94,774 Interest rate swap derivative assets 344 — 344 — — 344 Other assets 7 — 7 — — 7 Fair value of derivative assets $ 98,299 $ — $ 98,299 $ (2,918 ) $ (256 ) $ 95,125 Commodity derivative liabilities $ (57,353 ) $ — $ (57,353 ) $ 2,918 $ — $ (54,435 ) Interest rate swap derivative liabilities (1,180 ) — (1,180 ) — — (1,180 ) Fair value of derivative liabilities $ (58,533 ) $ — $ (58,533 ) $ 2,918 $ — $ (55,615 ) As of December 31, 2015 Gross Amount Not Offset in Gross Amounts of Gross Amounts of Assets/ Liabilities in the Balance Sheet Financial Cash Net Amount Commodity derivative assets $ 157,440 $ — $ 157,440 $ (1,811 ) $ (1,798 ) $ 153,831 Interest rate swap derivative assets 274 — 274 — — 274 Fair value of derivative assets $ 157,714 $ — $ 157,714 $ (1,811 ) $ (1,798 ) $ 154,105 Commodity derivative liabilities $ (36,051 ) $ — $ (36,051 ) $ 1,811 $ — $ (34,240 ) Interest rate swap derivative liabilities (1,115 ) — (1,115 ) — — (1,115 ) Other liabilities (12 ) — (12 ) — — (12 ) Fair value of derivative liabilities $ (37,178 ) $ — $ (37,178 ) $ 1,811 $ — $ (35,367 ) |
Summary of Realized and Unrealized Gains (Losses) on Derivative Instruments for Commodity Risk Management | The following table presents total realized and unrealized gains (losses) on derivative instruments utilized for commodity risk management purposes included in cost of products sold (exclusive of depreciation and amortization): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Refined products contracts $ 2,957 $ 47,481 $ (2,176 ) $ 74,086 Natural gas contracts (3,370 ) 11,435 16,472 12,596 Total $ (413 ) $ 58,916 $ 14,296 $ 86,682 |
Schedule of Gross Volume of Commodity Derivative Instruments Outstanding | The following table presents gross volume of commodity derivative instruments outstanding for the periods indicated: As of September 30, 2016 As of December 31, 2015 Refined Products (Barrels) Natural Gas (MMBTUs) Refined Products (Barrels) Natural Gas (MMBTUs) Long contracts 10,687 137,403 12,067 123,711 Short contracts (15,006 ) (80,173 ) (16,558 ) (75,785 ) |
Schedule of Notional Amounts | The Partnership's interest rate swap agreements outstanding as of September 30, 2016 were as follows: Interest Rate Swap Agreements Beginning Ending Notional Amount January 2016 January 2017 $ 250,000 September 2016 April 2017 $ 25,000 January 2017 January 2018 $ 150,000 January 2018 January 2019 $ 100,000 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Partnership's Unit Awards Subject to Vesting | A summary of the Partnership’s unit awards subject to vesting during the nine months ended September 30, 2016 is set forth below: Time Based and Restricted Units Phantom Units (TUR-based) Phantom Units (OCF-based) Units Weighted Average Grant Date Fair Value (per unit) Units Weighted Average Grant Date Fair Value (per unit) Units Weighted Nonvested at December 31, 2015 12,141 $ 19.63 215,051 $ 33.40 — $ — Granted — — — $ — 166,900 $ 17.52 Forfeited — — (3,000 ) (36.88 ) — — Vested (9,919 ) (20.16 ) — — — — Nonvested at September 30, 2016 2,222 $ 17.33 212,051 $ 33.35 166,900 $ 17.52 |
Schedule of Changes in Partnership's Units | The following table provides information with respect to changes in the Partnership’s units: Common Units Public Sprague Holdings Subordinated Units Balance as of December 31, 2014 8,777,922 2,034,378 10,071,970 Units issued in connection with employee bonus 133,634 — — Units issued in connection with phantom and performance awards 58,358 — — Director vested awards 7,464 — — Balance as of December 31, 2015 8,977,378 2,034,378 10,071,970 Units issued in connection with employee bonus 161,018 — — Units issued in connection with phantom and performance awards 55,581 — — Employee vested awards 3,672 — — Balance as of September 30, 2016 9,197,649 2,034,378 10,071,970 |
Earnings Per Unit (Tables)
Earnings Per Unit (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Summary of Weighted Average Common Units Outstanding | The following table shows the weighted average common units outstanding used to compute net income per common unit for the periods indicated. Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Weighted average limited partner common units - basic 11,229,805 10,999,848 11,189,987 10,965,400 Dilutive effect of unvested restricted and phantom units — 253,547 316,843 233,728 Weighted average limited partner common units - dilutive 11,229,805 11,253,395 11,506,830 11,199,128 |
Schedule of Reconciliation and Assumed Allocation of Net Income to Limited Partners' Interest for Computing Net Income Per Unit | The following tables provide a reconciliation of net income and the assumed allocation of net income to the limited partners’ interest for purposes of computing net income per unit for the periods presented: Three Months Ended September 30, 2016 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net loss $ (8,794 ) Distributions declared $ 6,324 $ 5,665 $ 488 $ 12,477 Assumed net loss from operations after distributions (11,217 ) (10,054 ) — (21,271 ) Assumed net loss to be allocated $ (4,893 ) $ (4,389 ) $ 488 $ (8,794 ) Loss per unit - basic $ (0.44 ) $ (0.44 ) Loss per unit - diluted $ (0.44 ) $ (0.44 ) Three Months Ended September 30, 2015 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net income $ 8,580 Distributions declared $ 5,533 $ 5,061 $ 105 $ 10,699 Assumed net loss from operations after distributions (1,109 ) (1,010 ) — (2,119 ) Assumed net income to be allocated $ 4,424 $ 4,051 $ 105 $ 8,580 Income per unit - basic $ 0.40 $ 0.40 Income per unit - diluted $ 0.39 $ 0.40 Nine Months Ended September 30, 2016 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net income $ 11,282 Distributions declared $ 18,455 $ 16,542 $ 1,144 $ 36,141 Assumed net loss from operations after distributions (13,119 ) (11,740 ) — (24,859 ) Assumed net income to be allocated $ 5,336 $ 4,802 $ 1,144 $ 11,282 Income per unit - basic $ 0.48 $ 0.48 Income per unit - diluted $ 0.46 $ 0.48 Nine Months Ended September 30, 2015 Common Subordinated IDR Total (in thousands, except for per unit amounts) Net income $ 49,969 Distributions declared $ 16,102 $ 14,730 $ 154 $ 30,986 Assumed net income from operations after distributions 9,863 9,120 — 18,983 Assumed net income to be allocated $ 25,965 $ 23,850 $ 154 $ 49,969 Income per unit - basic $ 2.37 $ 2.37 Income per unit - diluted $ 2.32 $ 2.37 |
Partnership Distributions (Tabl
Partnership Distributions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Schedule of Incentive Distribution Amount Exceeds Specified Target Levels that Partnership Distributes | Cash distributions paid to unitholders and for incentive distributions for the periods indicated were as follows: Cash Distributed For the Quarter Ended Payment Date Per Unit Common Subordinated IDR Total December 31, 2015 February 12, 2016 $0.5175 $ 5,724 $ 5,212 $ 167 $ 11,103 March 31, 2016 May 13, 2016 $0.5325 $ 5,981 $ 5,363 $ 275 $ 11,619 June 30, 2016 August 12, 2016 $0.5475 $ 6,150 $ 5,515 $ 381 $ 12,046 |
Description of Business and S30
Description of Business and Summary of Significant Accounting Policies - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016Segment$ / sharesTerminalshares | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Limited partnership formation date | Jun. 23, 2011 |
Number of terminals owned | Terminal | 19 |
Number of reporting operating segments | Segment | 4 |
Distributions from distributable cash flow, in dollars per unit | $ / shares | $ 0.474375 |
Maximum | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Percentages incentive distribution rights | 50.00% |
Sprague Holdings | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Common units issued, in units | 2,034,378 |
Percentage of limited partnership interest | 57.00% |
Subordinated Units | Sprague Holdings | |
Nature Of Business And Basis Of Presentation [Line Items] | |
Common units issued, in units | 10,071,970 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) - Santa Buckley Energy, Inc. (SBE) - USD ($) $ in Thousands | Feb. 01, 2016 | Sep. 30, 2016 |
Business Acquisition [Line Items] | ||
Assets acquired | $ 39,425 | |
Total consideration at closing | $ 29,100 | |
Selling, General and Administrative Expenses | ||
Business Acquisition [Line Items] | ||
Acquisition related costs (less than $0.1 million) | 100 | |
Natural Gas | ||
Business Acquisition [Line Items] | ||
Assets acquired | $ 17,500 |
Business Combinations - Fair Va
Business Combinations - Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||
Goodwill | $ 70,550 | $ 63,288 |
Santa Buckley Energy, Inc. (SBE) | ||
Business Acquisition [Line Items] | ||
Derivative assets | 22,678 | |
Other current assets and prepaids | 2,168 | |
Intangibles and other | 6,539 | |
Natural gas transportation assets | 8,040 | |
Total identifiable assets acquired | 39,425 | |
Accrued liabilities | 219 | |
Derivative liabilities | 15,007 | |
Natural gas transportation liabilities | 2,396 | |
Total liabilities assumed | 17,622 | |
Net identifiable assets acquired | 21,803 | |
Goodwill | 7,262 | |
Net assets acquired | $ 29,065 |
Accumulated Other Comprehensi33
Accumulated Other Comprehensive Loss, Net of Tax - Schedule of Accumulated Other Comprehensive Loss, Net of Tax (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Fair value of interest rate swaps, net of tax | $ (820) | $ (826) |
Cumulative foreign currency translation adjustment | (11,586) | (10,813) |
Accumulated other comprehensive loss, net of tax | $ (12,406) | $ (11,639) |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory [Line Items] | ||
Inventories | $ 266,728 | $ 241,320 |
Petroleum and related products | ||
Inventory [Line Items] | ||
Inventories | 254,122 | 215,048 |
Asphalt | ||
Inventory [Line Items] | ||
Inventories | 8,991 | 20,677 |
Coal | ||
Inventory [Line Items] | ||
Inventories | 2,355 | 3,713 |
Natural gas | ||
Inventory [Line Items] | ||
Inventories | $ 1,260 | $ 1,882 |
Credit Agreement - Schedule of
Credit Agreement - Schedule of Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Line of Credit Facility [Line Items] | ||
Credit agreement | $ 563,812 | $ 615,900 |
Less: current portion of working capital facilities | (196,851) | (332,500) |
Long-term portion | 366,961 | 283,400 |
Working capital facilities | ||
Line of Credit Facility [Line Items] | ||
Credit agreement | 301,412 | 332,500 |
Long-term portion | 104,561 | 0 |
Acquisition facility | ||
Line of Credit Facility [Line Items] | ||
Credit agreement | 262,400 | 283,400 |
Long-term portion | $ 262,400 | $ 283,400 |
Credit Agreement - Additional I
Credit Agreement - Additional Information (Detail) - USD ($) | Mar. 10, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Working capital facilities | Federal Funds Rate | U.S. dollar | |||
Debt Instrument [Line Items] | |||
Debt instruments, interest rate | 0.50% | ||
Working capital facilities | Eurocurrency Rate | U.S. dollar | |||
Debt Instrument [Line Items] | |||
Debt instruments, interest rate | 1.00% | ||
Working capital facilities | Eurocurrency Rate | Canadian dollars | |||
Debt Instrument [Line Items] | |||
Debt instruments, interest rate | 1.00% | ||
Working capital facilities | Amended and Restated Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instrument, potential increase in maximum borrowing capacity | $ 200,000,000 | ||
Acquisition facility | Amended and Restated Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instrument, potential increase in maximum borrowing capacity | 200,000,000 | ||
Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instruments, weighted average interest rate | 3.20% | 2.90% | |
Credit Agreement | One Month London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate, term | 1 month | ||
Credit Agreement | Two Month London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate, term | 2 months | ||
Credit Agreement | Three Month London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate, term | 3 months | ||
Credit Agreement | Six Month London Interbank Offered Rate (LIBOR) | |||
Debt Instrument [Line Items] | |||
Debt instrument, variable rate, term | 6 months | ||
Credit Agreement | Amended and Restated Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Agreement amendment date | Mar. 10, 2016 | ||
Debt instruments, maturity date | Dec. 9, 2019 | ||
Credit Agreement | Working capital facilities | |||
Debt Instrument [Line Items] | |||
Borrowing base under Credit Agreement | $ 446,700,000 | $ 542,600,000 | |
Letters of credit outstanding | 18,700,000 | $ 23,600,000 | |
Excess availability under Credit Agreement | 126,600,000 | ||
Credit Agreement | Working capital facilities | Amended and Restated Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instruments, borrowing capacity | 1,000,000,000 | ||
Credit Agreement | Working capital facilities | Amended and Restated Revolving Credit Agreement | Kildair | |||
Debt Instrument [Line Items] | |||
Debt instruments, borrowing capacity | 120,000,000 | ||
Credit Agreement | Acquisition facility | |||
Debt Instrument [Line Items] | |||
Excess availability under Credit Agreement | $ 287,600,000 | ||
Credit Agreement | Acquisition facility | Amended and Restated Revolving Credit Agreement | |||
Debt Instrument [Line Items] | |||
Debt instruments, borrowing capacity | $ 550,000,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - General Partner - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Related Party Transaction [Line Items] | |||||
Reimbursements of employee costs and related benefits | $ 21 | $ 22.5 | $ 66.8 | $ 76.2 | |
Amounts due to General Partner | $ 8.8 | $ 8.8 | $ 15.3 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)Customer | Sep. 30, 2015USD ($)Customer | Sep. 30, 2016USD ($)CustomerSegment | Sep. 30, 2015USD ($)Customer | Dec. 31, 2015USD ($) | |
Segment Reporting Information [Line Items] | |||||
Number of reporting operating segments | Segment | 4 | ||||
Net sales | $ 422,779 | $ 558,022 | $ 1,623,173 | $ 2,818,123 | |
Significant fixed assets attributable to reporting segment | 250,713 | 250,713 | $ 250,909 | ||
Goodwill | 70,550 | 70,550 | $ 63,288 | ||
Refined products | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 350,528 | 488,639 | 1,331,197 | 2,499,335 | |
Goodwill | 36,600 | 36,600 | |||
Natural gas | |||||
Segment Reporting Information [Line Items] | |||||
Significant fixed assets attributable to reporting segment | 0 | 0 | |||
Natural gas | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 55,868 | 52,568 | 240,256 | 265,805 | |
Goodwill | 25,900 | 25,900 | |||
Materials handling | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 11,304 | 12,027 | 35,848 | 33,905 | |
Goodwill | 6,900 | 6,900 | |||
Other operations | Operating Segments | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | 5,079 | $ 4,788 | 15,872 | $ 19,078 | |
Goodwill | $ 1,200 | $ 1,200 | |||
Sales Revenue, Net | Customer Concentration Risk | |||||
Segment Reporting Information [Line Items] | |||||
Number of customers accounted for more than 10% of revenue | Customer | 0 | 0 | 0 | 0 | |
Canada | |||||
Segment Reporting Information [Line Items] | |||||
Net sales | $ 55,200 | $ 55,400 | $ 124,100 | $ 163,400 |
Segment Reporting - Summary of
Segment Reporting - Summary of Financial Information for Partnership's Reportable Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | ||
Net sales: | ||||||
Net sales | $ 422,779 | $ 558,022 | $ 1,623,173 | $ 2,818,123 | ||
Operating costs and expenses not allocated to operating segments: | ||||||
Operating expenses | (15,725) | (17,870) | (49,078) | (54,394) | ||
Selling, general and administrative | (19,735) | (19,894) | (62,099) | (71,193) | ||
Depreciation and amortization | (5,329) | (5,188) | (16,001) | (15,365) | ||
Operating (loss) income | (1,221) | 16,533 | 32,057 | 72,202 | ||
Other (expense) income | (19) | 0 | (114) | 514 | ||
Interest income | 40 | 138 | 379 | 367 | ||
Interest expense | (6,685) | (6,399) | (20,179) | (20,624) | ||
Income tax provision | (909) | (1,692) | (861) | (2,490) | ||
Net (loss) income | (8,794) | 8,580 | 11,282 | 49,969 | $ 78,348 | |
Operating Segments | ||||||
Adjusted gross margin: | ||||||
Adjusted gross margin | [1] | 54,756 | 50,326 | 189,887 | 205,204 | |
Operating Segments | Refined products | ||||||
Net sales: | ||||||
Net sales | 350,528 | 488,639 | 1,331,197 | 2,499,335 | ||
Adjusted gross margin: | ||||||
Adjusted gross margin | [1] | 38,693 | 31,852 | 104,070 | 124,101 | |
Operating Segments | Natural gas | ||||||
Net sales: | ||||||
Net sales | 55,868 | 52,568 | 240,256 | 265,805 | ||
Adjusted gross margin: | ||||||
Adjusted gross margin | [1] | 2,773 | 4,423 | 43,734 | 40,556 | |
Operating Segments | Materials handling | ||||||
Net sales: | ||||||
Net sales | 11,304 | 12,027 | 35,848 | 33,905 | ||
Adjusted gross margin: | ||||||
Adjusted gross margin | [1] | 11,305 | 12,027 | 35,826 | 33,899 | |
Operating Segments | Other operations | ||||||
Net sales: | ||||||
Net sales | 5,079 | 4,788 | 15,872 | 19,078 | ||
Adjusted gross margin: | ||||||
Adjusted gross margin | [1] | 1,985 | 2,024 | 6,257 | 6,648 | |
Segment Reconciling Items | ||||||
Reconciliation to operating (loss) income: | ||||||
Add: unrealized loss on inventory | [2],[3] | (14,636) | 575 | (26,592) | (5,102) | |
Add: unrealized gain on prepaid forward contracts | [3],[4] | 120 | (2,248) | 1,161 | (2,248) | |
Add: unrealized (loss) gain on natural gas transportation contracts | [3],[5] | (672) | 10,832 | (5,221) | 15,300 | |
Operating costs and expenses not allocated to operating segments: | ||||||
Operating expenses | (15,725) | (17,870) | (49,078) | (54,394) | ||
Selling, general and administrative | (19,735) | (19,894) | (62,099) | (71,193) | ||
Depreciation and amortization | $ (5,329) | $ (5,188) | $ (16,001) | $ (15,365) | ||
[1] | The Partnership trades, purchases, stores and sells energy commodities that experience market value fluctuations. To manage the Partnership’s underlying performance, including its physical and derivative positions, management utilizes adjusted gross margin, which is a non-GAAP financial measure. Adjusted gross margin is also used by external users of the Partnership’s consolidated financial statements to assess the Partnership’s economic results of operations and its commodity market value reporting to lenders. In determining adjusted gross margin, the Partnership adjusts its segment results for the impact of unrealized hedging gains and losses with regard to refined products and natural gas inventory, prepaid forward contracts and natural gas transportation contracts, which are not marked to market for the purpose of recording unrealized gains or losses in net income (loss). These adjustments align the unrealized hedging gains and losses to the period in which the revenue from the sale of inventory, prepaid fixed forwards and the utilization of transportation contracts relating to those hedges is realized in net income (loss). Adjusted gross margin has no impact on reported volumes or net sales. | |||||
[2] | Inventory is valued at the lower of cost or market. The fair value of the derivatives the Partnership uses to economically hedge its inventory declines or appreciates in value as the value of the underlying inventory appreciates or declines, which creates unrealized hedging losses (gains) with respect to the derivatives that are included in net income (loss). | |||||
[3] | Reconciliation of adjusted gross margin to operating income, the most directly comparable GAAP measure. | |||||
[4] | The unrealized hedging gain (loss) on prepaid forward contracts represents the Partnership’s estimate of the change in fair value of the prepaid forward contracts which are not recorded in net income (loss) until the forward contract is settled in the future (i.e., when the commodity is delivered to the customer). As these contracts are prepaid, they do not qualify as derivatives. The fair value of the derivatives the Partnership uses to economically hedge its prepaid forward contracts declines or appreciates in value as the value of the underlying forward contract appreciates or declines, which creates unrealized hedging gains (losses) with respect to the derivatives that are included in net income (loss). | |||||
[5] | The unrealized hedging gain (loss) on natural gas transportation contracts represents the Partnership’s estimate of the change in fair value of the natural gas transportation contracts which are not recorded in net income (loss) until the transportation is utilized in the future (i.e., when natural gas is delivered to the customer), as these contracts do not qualify as derivatives. As the fair value of the natural gas transportation contracts decline or appreciate, the offsetting physical or financial derivative will also appreciate or decline creating unmatched unrealized hedging (losses) gains in net income (loss) as of each period end. |
Financial Instruments and Off40
Financial Instruments and Off-Balance Sheet Risk - Summary of Financial Assets and Financial Liabilities of Partnership Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Financial assets: | ||
Financial assets | $ 98,299 | $ 157,714 |
Financial liabilities: | ||
Financial liabilities | 58,533 | 37,178 |
Commodity fixed forwards | ||
Financial assets: | ||
Financial assets | 97,944 | 157,389 |
Financial liabilities: | ||
Financial liabilities | 56,730 | 31,801 |
Commodity swaps and options | ||
Financial assets: | ||
Financial assets | 4 | 51 |
Financial liabilities: | ||
Financial liabilities | 531 | 4,250 |
Commodity derivatives | ||
Financial assets: | ||
Financial assets | 97,948 | 157,440 |
Financial liabilities: | ||
Financial liabilities | 57,353 | 36,051 |
Interest rate swaps | ||
Financial assets: | ||
Financial assets | 344 | 274 |
Financial liabilities: | ||
Financial liabilities | 1,180 | 1,115 |
Other | ||
Financial assets: | ||
Financial assets | 7 | |
Financial liabilities: | ||
Financial liabilities | 12 | |
Commodity exchange contracts | ||
Financial liabilities: | ||
Financial liabilities | 92 | |
Quoted Prices in Active Markets Level 1 | ||
Financial liabilities: | ||
Financial liabilities | 92 | 0 |
Quoted Prices in Active Markets Level 1 | Commodity fixed forwards | ||
Financial liabilities: | ||
Financial liabilities | 0 | |
Quoted Prices in Active Markets Level 1 | Commodity derivatives | ||
Financial liabilities: | ||
Financial liabilities | 92 | 0 |
Quoted Prices in Active Markets Level 1 | Commodity exchange contracts | ||
Financial liabilities: | ||
Financial liabilities | 92 | |
Significant Other Observable Inputs Level 2 | ||
Financial assets: | ||
Financial assets | 98,299 | 157,714 |
Financial liabilities: | ||
Financial liabilities | 58,441 | 37,178 |
Significant Other Observable Inputs Level 2 | Commodity fixed forwards | ||
Financial assets: | ||
Financial assets | 97,944 | 157,389 |
Financial liabilities: | ||
Financial liabilities | 56,730 | 31,801 |
Significant Other Observable Inputs Level 2 | Commodity swaps and options | ||
Financial assets: | ||
Financial assets | 4 | 51 |
Financial liabilities: | ||
Financial liabilities | 531 | 4,250 |
Significant Other Observable Inputs Level 2 | Commodity derivatives | ||
Financial assets: | ||
Financial assets | 97,948 | 157,440 |
Financial liabilities: | ||
Financial liabilities | 57,261 | 36,051 |
Significant Other Observable Inputs Level 2 | Interest rate swaps | ||
Financial assets: | ||
Financial assets | 344 | 274 |
Financial liabilities: | ||
Financial liabilities | 1,180 | 1,115 |
Significant Other Observable Inputs Level 2 | Other | ||
Financial assets: | ||
Financial assets | 7 | |
Financial liabilities: | ||
Financial liabilities | $ 12 | |
Significant Other Observable Inputs Level 2 | Commodity exchange contracts | ||
Financial liabilities: | ||
Financial liabilities | $ 0 |
Financial Instruments and Off41
Financial Instruments and Off-Balance Sheet Risk - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Net fair value of financial instruments | $ 95.4 | |||
Interest rate swaps | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Material ineffectiveness for the cash flow hedges | $ 0 | $ 0 | 0 | $ 0 |
Unrealized losses, net of tax, expected to be reclassified to earnings | $ 0.7 | $ 0.7 |
Financial Instruments and Off42
Financial Instruments and Off-Balance Sheet Risk - Summary of Offsetting Arrangements (Detail) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gross Amount of Recognized Assets | $ 98,299 | $ 157,714 |
Gross Amounts Offset in the Balance Sheet, Assets | 0 | 0 |
Amounts of Assets In Balance Sheet | 98,299 | 157,714 |
Financial Instruments, Assets | (2,918) | (1,811) |
Cash Collateral Posted | (256) | (1,798) |
Net Amount, Assets | 95,125 | 154,105 |
Gross Amount of Recognized Liabilities | (58,533) | (37,178) |
Gross Amounts Offset in the Balance Sheet, Liabilities | 0 | 0 |
Amounts of Liabilities in Balance Sheet | (58,533) | (37,178) |
Financial Instruments, Liabilities | 2,918 | 1,811 |
Net Amount, Liabilities | (55,615) | (35,367) |
Commodity derivatives | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gross Amount of Recognized Assets | 97,948 | 157,440 |
Gross Amounts Offset in the Balance Sheet, Assets | 0 | 0 |
Amounts of Assets In Balance Sheet | 97,948 | 157,440 |
Financial Instruments, Assets | (2,918) | (1,811) |
Cash Collateral Posted | (256) | (1,798) |
Net Amount, Assets | 94,774 | 153,831 |
Gross Amount of Recognized Liabilities | (57,353) | (36,051) |
Gross Amounts Offset in the Balance Sheet, Liabilities | 0 | 0 |
Amounts of Liabilities in Balance Sheet | (57,353) | (36,051) |
Financial Instruments, Liabilities | 2,918 | 1,811 |
Net Amount, Liabilities | (54,435) | (34,240) |
Interest rate swaps | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gross Amount of Recognized Assets | 344 | 274 |
Gross Amounts Offset in the Balance Sheet, Assets | 0 | 0 |
Amounts of Assets In Balance Sheet | 344 | 274 |
Net Amount, Assets | 344 | 274 |
Gross Amount of Recognized Liabilities | (1,180) | (1,115) |
Gross Amounts Offset in the Balance Sheet, Liabilities | 0 | 0 |
Amounts of Liabilities in Balance Sheet | (1,180) | (1,115) |
Net Amount, Liabilities | (1,180) | (1,115) |
Other | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Gross Amount of Recognized Assets | 7 | |
Gross Amounts Offset in the Balance Sheet, Assets | 0 | |
Amounts of Assets In Balance Sheet | 7 | |
Net Amount, Assets | $ 7 | |
Gross Amount of Recognized Liabilities | (12) | |
Gross Amounts Offset in the Balance Sheet, Liabilities | 0 | |
Amounts of Liabilities in Balance Sheet | (12) | |
Net Amount, Liabilities | $ (12) |
Financial Instruments and Off43
Financial Instruments and Off-Balance Sheet Risk - Summary of Realized and Unrealized Gains (Losses) on Derivative Instruments for Commodity Risk Management (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Realized and unrealized gains (losses) on derivative instruments | $ (413) | $ 58,916 | $ 14,296 | $ 86,682 |
Refined Products Contracts | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Realized and unrealized gains (losses) on derivative instruments | 2,957 | 47,481 | (2,176) | 74,086 |
Natural Gas Contracts | ||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||||
Realized and unrealized gains (losses) on derivative instruments | $ (3,370) | $ 11,435 | $ 16,472 | $ 12,596 |
Financial Instruments and Off44
Financial Instruments and Off-Balance Sheet Risk - Schedule of Gross Volume of Commodity Derivative Instruments Outstanding (Detail) bbl in Thousands, MMBTU in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016USD ($)MMBTUbbl | Dec. 31, 2015MMBTUbbl | |
Long | Refined Products Contracts | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross volume, refined products (in barrels) | bbl | 10,687 | 12,067 |
Long | Natural Gas Contracts | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross volume, natural gas (in millions of BTUs) | MMBTU | 137,403 | 123,711 |
Short | Refined Products Contracts | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross volume, refined products (in barrels) | bbl | 15,006 | 16,558 |
Short | Natural Gas Contracts | ||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | ||
Gross volume, natural gas (in millions of BTUs) | MMBTU | 80,173 | 75,785 |
Cash Flow Hedging | Interest Rate Swaps Ending January 2017 | Designated as Hedging Instrument | ||
Investment Derivative, Notional Amount [Abstract] | ||
Notional amount of interest rate swap agreements | $ 250,000,000 | |
Cash Flow Hedging | Interest Rate Swaps Ending April 2017 | Designated as Hedging Instrument | ||
Investment Derivative, Notional Amount [Abstract] | ||
Notional amount of interest rate swap agreements | 25,000,000 | |
Cash Flow Hedging | Interest Rate Swaps Ending January 2018 | Designated as Hedging Instrument | ||
Investment Derivative, Notional Amount [Abstract] | ||
Notional amount of interest rate swap agreements | 150,000,000 | |
Cash Flow Hedging | Interest Rate Swaps Ending January 2019 | Designated as Hedging Instrument | ||
Investment Derivative, Notional Amount [Abstract] | ||
Notional amount of interest rate swap agreements | $ 100,000,000 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 12, 2016 | May 13, 2016 | Feb. 12, 2016 | Jan. 31, 2016 | Mar. 31, 2017 | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Value of common units issued for settlement of annual bonus expenses (less than $0.1 million YTD 2016) | $ 4,079 | $ 4,939 | |||||||||
Value of units withheld for employee tax obligation | 3,870 | $ 2,343 | |||||||||
Distribution equivalents paid | $ 12,046 | $ 11,619 | $ 11,103 | ||||||||
Unit-based compensation recorded in unitholders' equity | 1,664 | $ 5,231 | |||||||||
Distribution equivalents | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Distribution equivalents paid | 300 | ||||||||||
Phantom Units (TUR-based) | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Shares paid for tax withholding for share based compensation, in units | 24,683 | ||||||||||
Value of units withheld for employee tax obligation | $ 500 | ||||||||||
Percentage range of units granted | 200.00% | ||||||||||
Common stock units issued, in units | 74,050 | ||||||||||
Vested market value | $ 1,400 | ||||||||||
Unrecognized compensation cost | $ 4,100 | $ 4,100 | |||||||||
Unrecognized compensation cost, expected recognition period | 27 months | ||||||||||
Restricted and Phantom Unit Award Activity | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Unit-based compensation recorded in unitholders' equity | $ 800 | $ 700 | $ 2,600 | $ 2,100 | |||||||
Minimum | Phantom Units (TUR-based) | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percentage range of units granted | 0.00% | ||||||||||
Minimum | Phantom Units (OCF-based) | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percentage range of units granted | 0.00% | ||||||||||
Maximum | Phantom Units (TUR-based) | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percentage range of units granted | 200.00% | ||||||||||
Maximum | Phantom Units (OCF-based) | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Percentage range of units granted | 200.00% | ||||||||||
Employee Bonus | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Accrued bonuses | $ 5,000 | ||||||||||
Number of common units issued for settlement of annual bonus expenses, in units | 239,641 | ||||||||||
Value of common units issued for settlement of annual bonus expenses (less than $0.1 million YTD 2016) | $ 4,100 | ||||||||||
Shares paid for tax withholding for share based compensation, in units | 78,623 | ||||||||||
Value of units withheld for employee tax obligation | $ 1,300 | ||||||||||
Employee Bonus | Forecast | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Value of common units issued for settlement of annual bonus expenses (less than $0.1 million YTD 2016) | $ 100 |
Equity-Based Compensation - Sum
Equity-Based Compensation - Summary of Partnership's Unit Awards Subject to Vesting (Detail) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Time Based and Restricted Units | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Nonvested, beginning, in units | shares | 12,141 |
Forfeited, in units | shares | 0 |
Vested, in units | shares | (9,919) |
Nonvested, ending, in units | shares | 2,222 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant Date Fair Value, Nonvested Units, Beginning, in dollars per unit | $ / shares | $ 19.63 |
Weighted-Average Grant Date Fair Value, Forfeited Units, in dollars per unit | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Vested Units, in dollars per unit | $ / shares | (20.16) |
Weighted-Average Grant Date Fair Value, Nonvested Units, Ending, in dollars per unit | $ / shares | $ 17.33 |
Phantom Units (TUR-based) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Nonvested, beginning, in units | shares | 215,051 |
Granted, in units | shares | 0 |
Forfeited, in units | shares | (3,000) |
Nonvested, ending, in units | shares | 212,051 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant Date Fair Value, Nonvested Units, Beginning, in dollars per unit | $ / shares | $ 33.40 |
Weighted-Average Grant Date Fair Value, Granted Units, in dollars per unit | $ / shares | 0 |
Weighted-Average Grant Date Fair Value, Forfeited Units, in dollars per unit | $ / shares | (36.88) |
Weighted-Average Grant Date Fair Value, Nonvested Units, Ending, in dollars per unit | $ / shares | $ 33.35 |
Phantom Units (OCF-based) | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Nonvested, beginning, in units | shares | 0 |
Granted, in units | shares | 166,900 |
Nonvested, ending, in units | shares | 166,900 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Weighted-Average Grant Date Fair Value, Nonvested Units, Beginning, in dollars per unit | $ / shares | $ 0 |
Weighted-Average Grant Date Fair Value, Granted Units, in dollars per unit | $ / shares | 17.52 |
Weighted-Average Grant Date Fair Value, Nonvested Units, Ending, in dollars per unit | $ / shares | $ 17.52 |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Changes in Partnership's Units (Detail) - shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Common Unitholders - Public | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning balance, in units | 8,977,378 | 8,777,922 |
Ending balance, in units | 9,197,649 | 8,977,378 |
Common Unitholders - Public | Employee Bonus | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Units issued in connection with employee and director bonus, phantom and performance awards, in units | 161,018 | 133,634 |
Common Unitholders - Public | Phantom Share Units (PSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Units issued in connection with employee and director bonus, phantom and performance awards, in units | 55,581 | 58,358 |
Common Unitholders - Public | Directors | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Units issued in connection with employee and director bonus, phantom and performance awards, in units | 7,464 | |
Common Unitholders - Public | Employee Vested Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Units issued in connection with employee and director bonus, phantom and performance awards, in units | 3,672 | |
Common Unitholders - Affiliated | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning balance, in units | 2,034,378 | 2,034,378 |
Ending balance, in units | 2,034,378 | 2,034,378 |
Subordinated Unitholders - Affiliated | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Beginning balance, in units | 10,071,970 | 10,071,970 |
Ending balance, in units | 10,071,970 | 10,071,970 |
Earnings Per Unit - Additional
Earnings Per Unit - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2016shares | |
Subordinated Units | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Potentially dilutive units outstanding, in units | 0 |
Earnings Per Unit - Summary of
Earnings Per Unit - Summary of Weighted Average Common Units Outstanding (Detail) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Share [Abstract] | ||||
Weighted average limited partner common units - basic, in units | 11,229,805 | 10,999,848 | 11,189,987 | 10,965,400 |
Dilutive effect of unvested restricted and phantom units, in units | 0 | 253,547 | 316,843 | 233,728 |
Weighted average limited partner common units - dilutive, in units | 11,229,805 | 11,253,395 | 11,506,830 | 11,199,128 |
Earnings Per Unit - Schedule of
Earnings Per Unit - Schedule of Reconciliation and Assumed Allocation of Net Income to Limited Partners' Interest for Computing Net Income Per Unit (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net income | $ (8,794) | $ 8,580 | $ 11,282 | $ 49,969 | $ 78,348 |
Distributions declared | 12,477 | 10,699 | 36,141 | 30,986 | |
Assumed net (loss) income from operations after distributions | (21,271) | (2,119) | (24,859) | 18,983 | |
Common Unitholders - Affiliated | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net income | (4,893) | 4,424 | 5,336 | 25,965 | |
Distributions declared | 6,324 | 5,533 | 18,455 | 16,102 | |
Assumed net (loss) income from operations after distributions | $ (11,217) | $ (1,109) | $ (13,119) | $ 9,863 | |
(Loss) income per unit - basic, in dollars per unit | $ (0.44) | $ 0.40 | $ 0.48 | $ 2.37 | |
(Loss) income per unit - diluted, in dollars per unit | $ (0.44) | $ 0.39 | $ 0.46 | $ 2.32 | |
Subordinated Unitholders - Affiliated | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net income | $ (4,389) | $ 4,051 | $ 4,802 | $ 23,850 | |
Distributions declared | 5,665 | 5,061 | 16,542 | 14,730 | |
Assumed net (loss) income from operations after distributions | $ (10,054) | $ (1,010) | $ (11,740) | $ 9,120 | |
(Loss) income per unit - basic, in dollars per unit | $ (0.44) | $ 0.40 | $ 0.48 | $ 2.37 | |
(Loss) income per unit - diluted, in dollars per unit | $ (0.44) | $ 0.40 | $ 0.48 | $ 2.37 | |
Incentive Distribution Rights | |||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||||
Net income | $ 488 | $ 105 | $ 1,144 | $ 154 | |
Distributions declared | 488 | 105 | 1,144 | 154 | |
Assumed net (loss) income from operations after distributions | $ 0 | $ 0 | $ 0 | $ 0 |
Partnership Distributions - Add
Partnership Distributions - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Oct. 28, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Distribution Made to Limited Partner [Line Items] | |||||
Distribution declared per unit, in dollars per unit | $ 0.5625 | $ 0.5025 | $ 1.6425 | $ 1.4625 | |
Subsequent Event | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Distribution declared per unit, in dollars per unit | $ 0.5625 | ||||
Cash distributions declared | $ 12.5 | ||||
Incentive Distribution Rights | Subsequent Event | |||||
Distribution Made to Limited Partner [Line Items] | |||||
Cash distributions declared | $ 0.5 |
Partnership Distributions - Sch
Partnership Distributions - Schedule of Incentive Distribution Amount Exceeds Specified Target Levels that Partnership Distributes (Detail) - USD ($) $ / shares in Units, $ in Thousands | Aug. 12, 2016 | May 13, 2016 | Feb. 12, 2016 |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |||
Cash distributed, in dollars per unit | $ 0.5475 | $ 0.5325 | $ 0.5175 |
Cash distributed | $ 12,046 | $ 11,619 | $ 11,103 |
Common Units | |||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |||
Cash distributed | 6,150 | 5,981 | 5,724 |
Subordinated Units | |||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |||
Cash distributed | 5,515 | 5,363 | 5,212 |
Incentive Distribution Rights | |||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | |||
Cash distributed | $ 381 | $ 275 | $ 167 |