Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 04, 2014 | |
Document Information [Line Items] | ' | ' |
Document Type | '10-Q | ' |
Amendment Flag | 'false | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Trading Symbol | 'NTI | ' |
Entity Registrant Name | 'Northern Tier Energy LP | ' |
Entity Central Index Key | '0001533454 | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 92,711,821 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
CURRENT ASSETS | ' | ' |
Cash and cash equivalents | $106,000,000 | $85,800,000 |
Receivables, less allowance for doubtful accounts | 259,300,000 | 242,000,000 |
Inventories | 321,500,000 | 173,500,000 |
Other current assets | 11,100,000 | 23,700,000 |
Total current assets | 697,900,000 | 525,000,000 |
NON-CURRENT ASSETS | ' | ' |
Equity method investment | 82,000,000 | 86,200,000 |
Property, plant and equipment, net | 446,800,000 | 446,200,000 |
Intangible assets | 33,800,000 | 33,800,000 |
Other assets | 29,000,000 | 26,600,000 |
Total Assets | 1,289,500,000 | 1,117,800,000 |
CURRENT LIABILITIES | ' | ' |
Accounts payable | 378,600,000 | 367,000,000 |
Accrued liabilities | 46,800,000 | 48,500,000 |
Total current liabilities | 425,400,000 | 415,500,000 |
NON-CURRENT LIABILITIES | ' | ' |
Long-term debt | 354,300,000 | 275,000,000 |
Lease financing obligation | 9,900,000 | 8,400,000 |
Other liabilities | 19,500,000 | 17,800,000 |
Total liabilities | 809,100,000 | 716,700,000 |
Commitments and contingencies | 0 | 0 |
EQUITY | ' | ' |
Accumulated other comprehensive loss | -1,800,000 | -2,000,000 |
Partners' capital (92,711,821 and 92,100,363 units issued and outstanding at September 30, 2014 and December 31, 2013, respectively) | 482,200,000 | 403,100,000 |
Total equity | 480,400,000 | 401,100,000 |
Total Liabilities and Equity | $1,289,500,000 | $1,117,800,000 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) | Sep. 30, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Partners' capital, units issued | 92,711,821 | 92,100,363 |
Partners' capital, units outstanding | 92,711,821 | 92,100,363 |
Consolidated_Statements_of_Ope
Consolidated Statements of Operations and Comprehensive Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Income Statement [Abstract] | ' | ' | ' | ' |
Revenues | $1,547.40 | $1,440.90 | $4,496.20 | $3,687.10 |
COSTS, EXPENSES AND OTHER | ' | ' | ' | ' |
Cost of sales | 1,334.10 | 1,308.60 | 3,922.40 | 3,147.80 |
Direct operating expenses | 71.1 | 69.5 | 202.9 | 195.9 |
Turnaround and related expenses | 4.6 | 12.2 | 6 | 49.2 |
Depreciation and amortization | 10.7 | 9.8 | 30.8 | 27.8 |
Selling, general and administrative | 22.8 | 17.8 | 72.5 | 64.2 |
Reorganization and related costs | 0 | 0.6 | 12.9 | 1.5 |
Other (income) loss, net | -0.7 | -5.1 | 0.5 | -11.6 |
Operating Income | 104.8 | 27.5 | 248.2 | 212.3 |
Gains from derivative activities | 0 | 7.4 | 0 | 21.5 |
Interest expense, net | -6.7 | -6.3 | -19.1 | -19 |
INCOME BEFORE INCOME TAXES | 98.1 | 28.6 | 229.1 | 214.8 |
Income tax provision | -1.9 | -1.4 | -3.5 | -4.3 |
NET INCOME | 96.2 | 27.2 | 225.6 | 210.5 |
Other comprehensive income, net of tax | 0.1 | 0.1 | 0.2 | 0.2 |
COMPREHENSIVE INCOME | $96.30 | $27.30 | $225.80 | $210.70 |
Weighted average number of units outstanding: | ' | ' | ' | ' |
Basic (in shares) | 92,479,124 | 91,915,000 | 92,357,483 | 91,915,000 |
Diluted (in shares) | 92,531,445 | 91,921,616 | 92,382,107 | 91,930,721 |
Earnings per common unit, basic (in dollars per share) | $1.04 | $0.30 | $2.44 | $2.29 |
Earnings per common unit, diluted (in dollars per share) | $1.04 | $0.30 | $2.44 | $2.29 |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
CASH FLOWS FROM OPERATING ACTIVITIES | ' | ' |
Net income | $225.60 | $210.50 |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 30.8 | 27.8 |
Non-cash interest expense | 2.2 | 1.8 |
Equity-based compensation expense | 7.5 | 6.4 |
Equity based compensation related to reorganization | 4.8 | 0 |
Gain from the change in fair value of outstanding derivatives | -1.1 | -46.7 |
Changes in assets and liabilities, net: | ' | ' |
Accounts receivable | -17.3 | -25.4 |
Inventories | -148 | -9 |
Other current assets | 13.5 | 12 |
Accounts payable and accrued expenses | 14.7 | 47.3 |
Other, net | 1.9 | -2.1 |
Net cash provided by operating activities | 134.6 | 222.6 |
CASH FLOWS FROM INVESTING ACTIVITIES | ' | ' |
Capital expenditures | -34.3 | -76.9 |
Return of capital from investments | 3.9 | 0.9 |
Net cash used in investing activities | -30.4 | -76 |
Proceeds from Issuance of Senior Long-term Debt | 79.3 | 0 |
Payments of Debt Issuance Costs | -4.5 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES | ' | ' |
Equity distributions | -158.8 | -292.8 |
Net cash used in financing activities | -84 | -292.8 |
CASH AND CASH EQUIVALENTS | ' | ' |
Change in cash and cash equivalents | 20.2 | -146.2 |
Cash and cash equivalents at beginning of period | 85.8 | 272.9 |
Cash and cash equivalents at end of period | $106 | $126.70 |
Description_of_the_Business_an
Description of the Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Description of the Business and Basis of Presentation | ' |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | |
Description of the Business | |
Northern Tier Energy LP (“NTE LP” or the “Company”) is an independent downstream energy company with refining, retail and pipeline operations that serve the Petroleum Administration for Defense District II (“PADD II”) region of the United States. NTE LP holds 100% of the membership interest in Northern Tier Energy LLC (“NTE LLC”). NTE LP is a master limited partnership (“MLP”) for U.S. federal income tax purposes. | |
NTE LP includes the operations of NTE LLC, St. Paul Park Refining Co. LLC (“SPPR”), Northern Tier Retail Holdings LLC (“NTRH”) and Northern Tier Oil Transport LLC (“NTOT”). NTRH is the parent company of Northern Tier Retail LLC (“NTR”) and Northern Tier Bakery LLC (“NTB”). NTR is the parent company of SuperAmerica Franchising LLC (“SAF”). SPPR has a 17% interest in MPL Investments Inc. (“MPLI”) and a 17% interest in Minnesota Pipe Line Company, LLC (“MPL”). MPLI owns 100% of the preferred interest in MPL, which owns and operates a 455,000 barrel per day (“bpd”) crude oil pipeline in Minnesota (see Note 2). NTOT is a crude oil trucking business in North Dakota that collects crude oil directly from wellheads in the Bakken shale and transports it to regional pipeline and rail facilities. | |
On November 12, 2013, Western Refining, Inc. (“Western Refining”) acquired 100% of NT InterHoldCo LLC, which owned 100% of Northern Tier Energy GP LLC ("NTE GP"), the general partner of NTE LP, and 35,622,500 common units, or 38.7%, of NTE LP for total consideration of $775 million plus the distribution on the common units acquired with respect to the quarter ended September 30, 2013. The balance of the limited partner units remain publicly traded. NTE LP received no proceeds from this transaction. | |
As of September 30, 2014, the St. Paul Park refinery owned by SPPR, which is located in St. Paul Park, Minnesota, has total crude oil throughput capacity of 96,500 barrels per stream day. Refining operations include crude fractionation, catalytic cracking, hydrotreating, reforming, alkylation, sulfur recovery and a hydrogen plant. The refinery processes predominately North Dakota and Canadian crude oils into products such as gasoline, diesel, jet fuel, kerosene, asphalt, propane, propylene and sulfur. The refined products are sold primarily in the Upper Great Plains of the United States. | |
As of September 30, 2014, NTR operates 165 convenience stores under the SuperAmerica brand and SAF supports 82 franchised stores which also utilize the SuperAmerica brand. These 247 SuperAmerica stores are primarily located in Minnesota and Wisconsin and sell gasoline, merchandise and, in some locations, diesel fuel. There is a wide range of merchandise sold at the stores including prepared foods, beverages and non-food items. The merchandise sold includes a significant number of proprietary items. NTB prepares and distributes food products under the SuperMom’s Bakery brand primarily to SuperAmerica branded retail outlets. | |
Basis of Presentation | |
The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the results for the periods reported have been included. Operating results for the nine months ended September 30, 2014 are not necessarily indicative of the results that may be expected for the year ending December 31, 2014, or for any other period. The consolidated balance sheet at December 31, 2013 has been derived from the audited financial statements of NTE LP at that date but does not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying consolidated financial statements should be read in conjunction with the Company’s 2013 Annual Report on Form 10-K. |
Summary_of_Principal_Accountin
Summary of Principal Accounting Policies | 9 Months Ended | |
Sep. 30, 2014 | ||
Accounting Policies [Abstract] | ' | |
Summary of Principal Accounting Policies | ' | |
SUMMARY OF PRINCIPAL ACCOUNTING POLICIES | ||
The significant accounting policies set forth in Note 2 to the consolidated financial statements in the Company's Annual Report on Form 10-K for the year ended December 31, 2013, appropriately represent, in all material respects, the current status of accounting policies and are incorporated herein by reference. | ||
Principles of Consolidation | ||
NTE LP is a Delaware limited partnership which consolidates all accounts of NTE LLC and its subsidiaries - SPPR, NTRH and NTOT. All intercompany accounts have been eliminated in these consolidated financial statements. | ||
The Company’s common equity interest in MPL is accounted for using the equity method of accounting. Equity income from MPL represents the Company’s proportionate share of net income available to common equity owners generated by MPL. | ||
The equity method investment is assessed for impairment whenever changes in facts or circumstances indicate a loss in value has occurred. When the loss is deemed to be other than temporary, the carrying value of the equity method investment is written down to fair value, and the amount of the write-down is included in net income. See Note 6 for further information on the Company’s equity method investment. | ||
MPLI owns all of the preferred membership units of MPL. This investment in MPLI, which provides the Company no significant influence over MPLI, is accounted for as a cost method investment. The investment in MPLI is carried at a value of $6.8 million at both September 30, 2014 and December 31, 2013, and is included in other noncurrent assets within the consolidated balance sheets. | ||
Use of Estimates | ||
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. Actual results could differ from those estimates. | ||
Operating Segments | ||
The Company has two reportable operating segments; Refining and Retail (see Note 18 for further information on the Company’s operating segments). The Refining and Retail operating segments consist of the following: | ||
• | Refining – operates the St. Paul Park, Minnesota refinery, terminal and related assets, NTOT and includes the Company’s interest in MPL and MPLI, and | |
• | Retail – operates 165 convenience stores as of September 30, 2014 primarily in Minnesota and Wisconsin. The retail segment also includes the operations of NTB and SAF. | |
Property, Plant and Equipment | ||
Property, plant and equipment is recorded at cost and depreciated on a straight-line basis over the estimated useful lives of the assets. Such assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the sum of the expected undiscounted future cash flows from the use of the asset and its eventual disposition is less than the carrying amount of the asset, an impairment loss is recognized based on the fair value of the asset. | ||
When property, plant and equipment depreciated on an individual basis is sold or otherwise disposed of, any gains or losses are reported in the consolidated statements of operations. Gains on the disposal of property, plant and equipment are recognized when earned, which is generally at the time of sale. If a loss on disposal is expected, such losses are generally recognized when the assets are classified as held for sale. | ||
Expenditures for routine maintenance and repair costs are expensed when incurred. Refinery process units require periodic major maintenance and repairs that are commonly referred to as “turnarounds.” The required frequency of the maintenance varies by unit, but generally is every two to six years depending on the processing unit involved. Turnaround costs are expensed as incurred. | ||
Derivative Financial Instruments | ||
The Company is exposed to earnings and cash flow volatility based on the timing and change in refined product prices and crude oil prices. To manage these risks, the Company may use derivative instruments associated with the purchase or sale of crude oil and refined products. Crack spread futures and swap contracts may be used to hedge the volatility of refining margins. The Company also may use futures contracts to manage price risks associated with inventory quantities above or below target levels. All derivative instruments are recorded in the consolidated balance sheet at fair value and are classified depending on the maturity date of the underlying contracts. Changes in the fair value of its contracts are accounted for by marking them to market and recognizing any resulting gains or losses in its statements of operations. Gains and losses from derivative activity specific to the risk mitigation on inventory quantities in excess of target inventory levels are included within cost of sales. Gains and losses from derivative activity specific to the risk mitigation on the crack spread futures and swap derivatives are included within gains (losses) on derivative activities. Derivative gains and losses are reported as operating activities within the consolidated statements of cash flows. | ||
Excise Taxes | ||
The Company collects and remits excise and other taxes to various government authorities. Such taxes are presented on a gross basis in revenue and cost of sales in the consolidated statements of operations. These taxes totaled $98.4 million and $91.8 million for the three months ended September 30, 2014 and 2013, respectively, and $290.5 million and $233.7 million for the nine months ended September 30, 2014 and 2013, respectively. | ||
Cost of Sales | ||
Cost of sales in the consolidated statements of operations and comprehensive income excludes depreciation and amortization of refinery assets and the direct labor and overhead costs related to the operation of the refinery. These costs are included in the consolidated statements of operations and comprehensive income in the depreciation and amortization and direct operating expenses line items, respectively. | ||
Product Exchanges | ||
The Company enters into exchange contracts whereby it agrees to deliver a particular quantity and quality of crude oil or refined products at a specified location and date to a particular counterparty and to receive from the same counterparty a particular quantity and quality of crude oil or refined products at a specified location on the same or another specified date. The exchange receipts and deliveries are nonmonetary transactions, with the exception of associated grade or location differentials that are settled in cash. These transactions are not recorded as revenue because they involve the exchange of inventories held in the ordinary course of business to facilitate sales to customers or delivery of feedstocks to the Company's refinery. The exchange transactions are recognized net within cost of sales at the carrying amount of the inventory transferred plus or minus any cash settlement due to grade or location differentials. Contracts for crude oil or refined products deliveries or receipts that do not meet the requirements to allow for netting are recognized as separate revenue and cost of sales transactions. | ||
Renewable Identification Numbers | ||
The Company is subject to obligations to generate or purchase Renewable Identification Numbers ("RINs") required to comply with the Renewable Fuels Standard. The Company's overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by the Environmental Protection Agency ("EPA"). To the degree the Company is unable to blend the required amount of biofuels to satisfy our RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in prepaid expenses and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. | ||
Reclassification | ||
Certain reclassifications have been made to the prior-year financial information in order to conform to the Company’s current presentation. Specifically, $0.2 million and $5.5 million in net gains from derivative activity related to risk mitigation on refined product inventory in excess of targeted levels have been reclassified from gains (losses) from derivative activities to cost of sales for the three and nine months ended September 30, 2013, respectively, within the consolidated statements of operations and comprehensive income. | ||
Accounting Developments | ||
In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, which updated the guidance in ASC Topic 205, “Presentation of Financial Statements”, and ASC Topic 360, “Property, Plant and Equipment.” This ASU raises the threshold for a disposal to qualify as discontinued operations and requires new disclosures for individual material disposal transactions that do not meet the definition of a discontinued operation. Under the new standard, companies report discontinued operations when they have a disposal that represents a strategic shift that has or will have a major impact on operations or financial results. This update will be applied prospectively and is effective for annual periods, and interim periods within those years, beginning after December 15, 2014. Early adoption is permitted provided the disposal was not previously disclosed. The adoption of this guidance is not expected to have a material impact on the Company's results of operations, cash flows or financial position. | ||
In May 2014, the FASB issued ASU No. 2014-09 “Revenue from Contracts with Customers,” which provides guidance for revenue recognition. The standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance will be effective for the Company in the annual period beginning after December 15, 2016. The Company is evaluating the effect of adopting this new accounting guidance but does not expect adoption will have a material impact on the Company's results of operations, cash flows or financial position. | ||
In August 2014, the FASB issued ASU No. 2014-15 “Presentation of Financial Statements - Going Concern,” which sets forth new provisions that require management of an entity to evaluate whether there is substantial doubt about the entity's ability to continue as a going concern and to provide related footnote disclosures. This guidance will become effective for annual periods beginning after December 15, 2016, and for annual periods and interim periods thereafter with early application permitted. The changed requirements are intended to reduce diversity in the timing and content of footnote disclosures. We do not expect the adoption of these new provisions to materially affect our financial position, results of operations or cash flows. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
RELATED PARTY TRANSACTIONS | |
The original investors in NTE LLC, which included ACON Refining Partners L.L.C. and TPG Refining L.P., were related parties of the Company from inception through November 12, 2013, the date they sold their remaining indirect interest in the Company to a subsidiary of Western Refining (see Note 1). Upon execution of that transaction, Western Refining became a related party to the Company. For the nine months ended September 30, 2014, the Company purchased $6.3 million of crude oil from a subsidiary of Western Refining. There were no crude purchases made from Western Refining for the three months ended September 30, 2014. During the three and nine months ended September 30, 2014, the Company sold $2.2 million and $7.0 million, respectively, of asphalt and RINs to Western Refining (see Note 2). Additionally, for the nine months ended September 30, 2014, the Company realized $0.1 million in lease revenue from the sublease of railcars to a subsidiary of Western Refining. | |
On October 30, 2014, we entered into a shared services agreement with Western Refining whereby the Company receives administrative support services. The shared services agreement is effective as of September 1, 2014, and was approved by the Conflicts Committee of our Board. These services include assistance with treasury, risk management and commercial operations, environmental compliance, information technology support, legal and others. For each of the three and nine months ended September 30, 2014, the Company recognized $0.3 million in expense for these services, which are included in selling, general and administrative expenses. | |
MPL is also a related party of the Company, however the Company had a crude oil supply and logistics agreement with a third party until September 30, 2014 and had no direct supply transactions with MPL prior to this date. Beginning on September 30, 2014, the Company began paying MPL for transportation services at published tariff rates. During the three and nine months ended September 30, 2014, we incurred $0.2 million in crude transportation costs with MPL. |
Income_Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
INCOME TAXES | |
NTE LP is treated as a MLP for federal and state income tax purposes. However, NTRH, the parent company of NTR and NTB, is taxed as a corporation for federal and state income tax purposes. No provision for income tax is calculated on the earnings of the Company or its subsidiaries other than NTRH, as these entities are pass-through entities for tax purposes. | |
The Company’s effective tax rate for the three months ended September 30, 2014 and 2013 was 1.9% and 4.9%, respectively. For the nine months ended September 30, 2014 and 2013, the effective tax rate was 1.5% and 2.0%, respectively. For the nine months ended September 30, 2014 and 2013, the Company's consolidated federal and state expected statutory tax rates were 40.5% and 40.6%, respectively. The Company's effective tax rate for the nine months ended September 30, 2014 and 2013 was lower than the statutory rate primarily due to the fact that only the retail operations of the Company are taxable entities. |
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventories | ' | |||||||
INVENTORIES | ||||||||
September 30, | December 31, | |||||||
(in millions) | 2014 | 2013 | ||||||
Crude oil and refinery feedstocks | $ | 118.7 | $ | 29.4 | ||||
Refined products | 164.3 | 106.7 | ||||||
Merchandise | 22.4 | 22.6 | ||||||
Supplies and sundry items | 16.1 | 14.8 | ||||||
Total | $ | 321.5 | $ | 173.5 | ||||
The LIFO method accounted for 88% and 78% of total inventory value at September 30, 2014 and December 31, 2013, respectively. | ||||||||
During the third quarter, the Company terminated its crude intermediation agreement and, as a result, purchased all crude inventory previously held by the counter party to that agreement. As a result of this purchase, which was executed on September 30, 2014, the LIFO liquidations previously recognized in the six months ended June 30, 2014 were reinstated and incremental LIFO layers were created during the three months ended September 30, 2014. During the six months ended June 30, 2014, expected permanent reductions in quantities of crude oil and refinery feedstocks inventory resulted in liquidations of LIFO inventory quantities acquired at lower costs than in prior years. These LIFO liquidations resulted in a decrease in cost of sales of approximately $1.8 million for the six months ended June 30, 2014. There were no such LIFO liquidations during the comparable periods in 2013. |
Equity_Method_Investment
Equity Method Investment | 9 Months Ended |
Sep. 30, 2014 | |
Equity Method Investments and Joint Ventures [Abstract] | ' |
Equity Method Investment | ' |
EQUITY METHOD INVESTMENT | |
The Company has a 17% common equity interest in MPL. The carrying value of this equity method investment was $82.0 million and $86.2 million at September 30, 2014 and December 31, 2013, respectively. | |
As of September 30, 2014 and December 31, 2013, the carrying amount of the equity method investment was $6.2 million higher and $6.4 million higher, respectively, than the underlying net assets of the investee, respectively. The Company is amortizing this difference over the remaining life of MPL’s primary asset (the fixed asset life of the pipeline). | |
The Company received $2.5 million and $2.4 million in distributions from MPL in the three months ended September 30, 2014 and 2013, respectively, and $3.9 million and $8.5 million for the nine months ended September 30, 2014 and 2013, respectively. Equity income from MPL was $0.9 million and $2.4 million for the three months ended September 30, 2014 and 2013, respectively, and zero and $7.6 million for the nine months ended September 30, 2014 and 2013, respectively. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||||
Property, Plant and Equipment | ' | |||||||||
PROPERTY, PLANT AND EQUIPMENT | ||||||||||
Major classes of property, plant and equipment (“PP&E”) consisted of the following: | ||||||||||
Estimated | September 30, | December 31, | ||||||||
(in millions) | Useful Lives | 2014 | 2013 | |||||||
Land | $ | 9 | $ | 9 | ||||||
Retail stores and equipment | 2 - 22 years | 60.8 | 54.9 | |||||||
Refinery and equipment | 5 - 24 years | 439.3 | 403.5 | |||||||
Buildings and building improvements | 25 years | 10.3 | 8.9 | |||||||
Software | 5 years | 18.8 | 18.6 | |||||||
Vehicles | 5 years | 4.6 | 4.7 | |||||||
Other equipment | 2 - 7 years | 9 | 8.5 | |||||||
Precious metals | 10.2 | 10.2 | ||||||||
Assets under construction | 13.1 | 26.3 | ||||||||
575.1 | 544.6 | |||||||||
Less: accumulated depreciation | 128.3 | 98.4 | ||||||||
Property, plant and equipment, net | $ | 446.8 | $ | 446.2 | ||||||
PP&E includes gross assets acquired under capital leases of $10.8 million and $8.6 million at September 30, 2014 and December 31, 2013, respectively, with related accumulated depreciation of $1.6 million and $1.2 million, respectively. The Company had depreciation expense related to capitalized software of $0.9 million for both the three months ended September 30, 2014 and 2013, and $2.8 million and $2.7 million for the nine months ended September 30, 2014 and 2013, respectively. |
Intangible_Assets
Intangible Assets | 9 Months Ended |
Sep. 30, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ' |
Intangible Assets | ' |
INTANGIBLE ASSETS | |
Intangible assets are comprised of franchise rights and trade names amounting to $33.8 million at both September 30, 2014 and December 31, 2013. At both September 30, 2014 and December 31, 2013, the franchise rights and trade name intangible asset values were $12.4 million and $21.4 million, respectively. These assets have an indefinite life and therefore are not amortized, but rather are tested for impairment annually or sooner if events or changes in circumstances indicate that the fair value of the intangible asset has been reduced below carrying value. Historically, the Company performed its annual indefinite lived intangible testing as of October 31. During 2014, we changed the date of our annual impairment test to June 30. Based on the testing performed as of June 30, 2014, the Company noted no indications of impairment. |
Derivatives
Derivatives | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||
Derivatives | ' | ||||||||||||||||
DERIVATIVES | |||||||||||||||||
The Company is subject to crude oil and refined product market price fluctuations caused by supply conditions, weather, economic conditions and other factors. Historically, the Company entered into crack spread derivative contracts as a strategy to mitigate refining margin risk on a portion of its 2011 through 2013 projected refining production. The Company periodically uses futures and swaps contracts to manage price risks associated with inventory quantities both above and below target levels. | |||||||||||||||||
Under its risk mitigation strategy, the Company may buy or sell an amount equal to a fixed price times a certain number of barrels, and to buy or sell in return an amount equal to a specified variable price times the same amount of barrels. Physical volumes are not exchanged and these contracts are net settled with cash. The contracts are not being accounted for as hedges for financial reporting purposes. The Company recognizes all derivative instruments as either assets or liabilities at fair value on the balance sheet and any related net gain or loss is recorded within the consolidated statements of operations. Net gains or losses for contracts to mitigate price risk associated with inventory quantities above target levels are recorded in cost of sales. Net gains or losses for contracts to mitigate refining crack spread risk are recorded in gains (losses) from derivative activities. Observable quoted prices for similar assets or liabilities in active markets (Level 2 as described in Note 12) are considered to determine the fair values for the purpose of marking to market the derivative instruments at each period end. As of December 31, 2013, all of the Company's outstanding crack spread derivative contracts had expired and, as such, at both December 31, 2013 and September 30, 2014, the Company had no open crack spread derivative instruments. However, the Company did have outstanding futures contracts at September 30, 2014 to manage price risks on certain feedstocks and on refined product inventory quantities above target levels. | |||||||||||||||||
All derivative contracts are marked to market at period end and the resulting gains and losses are recognized in earnings. | |||||||||||||||||
Recognized gains and losses on derivatives were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
(in millions) | September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | |||||||||||||
Gain (loss) on the change in fair value of outstanding derivatives | $ | 0.8 | $ | 6.8 | $ | 1.1 | $ | 46.7 | |||||||||
Settled derivative gains (losses) | 6 | 0.8 | 2.9 | (19.7 | ) | ||||||||||||
Total recognized gain (loss) | $ | 6.8 | $ | 7.6 | $ | 4 | $ | 27 | |||||||||
Gain (loss) recognized in Cost of sales | 6.8 | 0.2 | $ | 4 | $ | 5.5 | |||||||||||
Gains recognized in Gains from derivative activities | — | 7.4 | — | 21.5 | |||||||||||||
Total recognized net gain (loss) on derivatives | $ | 6.8 | $ | 7.6 | $ | 4 | $ | 27 | |||||||||
The fair value of the Company’s outstanding derivative instruments as of September 30, 2014 constituted an unrealized gain of $1.1 million, with various contract positions located in other current assets, other assets and current liabilities. The Company had no outstanding positions at December 31, 2013. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
DEBT | |
ABL Facility | |
On September 29, 2014, the subsidiaries of the Company entered into an amended and restated asset-based revolving credit facility (the “ABL Facility”) with JPMorgan Chase Bank, N.A., as administrative agent for the lenders and as collateral agent for the other secured parties. The borrowers under the ABL Facility are St. Paul Park Refining Co. LLC, Northern Tier Bakery LLC, Northern Tier Retail LLC and SuperAmerica Franchising LLC, each of which is a wholly owned subsidiary of the Company. | |
Lenders under the ABL Facility hold commitments totaling $500 million, all of which mature on September 29, 2019. Borrowings under the ABL Facility can be either base rate loans plus a margin ranging from 0.50% to 1.00% or LIBOR loans plus a margin ranging from 1.50% to 2.00%, subject to adjustment based upon the average historical excess availability. The ABL Facility also provides for a quarterly commitment fee ranging from 0.25% to 0.375% per annum, subject to adjustment based upon the average utilization ratio, and letter of credit fees ranging from 1.50% to 2.00% per annum payable quarterly, subject to adjustment based upon the average historical excess availability. The facility may be used for general corporate purposes, including to fund working capital needs and letter of credit requirements. The Company incurred financing costs associated with the new ABL Facility of $2.6 million which will be amortized to interest expense through the date of maturity. | |
The ABL Facility is guaranteed, on a joint and several basis, by NTE and its subsidiaries and will be guaranteed by any newly acquired or formed subsidiaries, subject to certain limited exceptions. The Credit Agreement and such guarantees are secured on a first priority basis by substantially all of NTE’s and such subsidiaries’ cash and cash equivalents, accounts receivable and inventory and on a second priority basis by NTE’s and such subsidiaries’ fixed assets (other than real property). | |
The ABL Facility contains certain covenants, including but not limited to limitations on debt, liens, investments, and dividends and the maintenance of a minimum fixed charge coverage ratio in certain circumstances. | |
Borrowing availability under the ABL Facility is tied to a borrowing base dependent upon the amount of eligible accounts receivable and inventory. As of September 30, 2014, the borrowing base under the ABL Facility was $321.0 million and availability under the ABL Facility was $282.9 million (which is net of $38.1 million in outstanding letters of credit). The Company had no borrowings under the ABL Facility at September 30, 2014. | |
2020 Secured Notes | |
At September 30, 2014 and December 31, 2013, NTE LLC had outstanding $354.3 million and $275 million, respectively, in aggregate principal amount of 7.125% senior secured notes due 2020 (the “2020 Secured Notes”). On September 29, 2014, the Company issued an additional $75.0 million of the 2020 Secured Notes at 105.75% of par for gross proceeds of $79.3 million. This offering was issued under the same indenture and associated terms as the existing 2020 Secured Notes. The issuance premium of $4.3 million and financing costs of $1.9 million associated with this offering will both be amortized as a net reduction to interest expense over the remaining life of the notes. | |
The 2020 Secured Notes are guaranteed, jointly and severally, on a senior secured basis by all of the Company’s existing and future 100% direct and indirect subsidiaries on a full and unconditional basis; however, there are certain obligations not guaranteed on a full and unconditional basis as a result of subsidiaries being released as guarantors. A subsidiary guarantee can be released under customary circumstances, including (a) the sale of the subsidiary, (b) the subsidiary being declared “unrestricted,” (c) the legal or covenant defeasance or satisfaction and discharge of the indenture, or (d) liquidation or dissolution of the subsidiary. Separate condensed consolidated financial information is not included as the guarantor company, NTE LP, does not have independent assets or operations. The 2020 Secured Notes and the subsidiary note guarantees are secured on a pari passu basis with certain hedging agreements by a first-priority security interest in substantially all present and hereinafter acquired tangible and intangible assets of NTE LLC and each of the subsidiary guarantors and by a second-priority security interest in the inventory, accounts receivable, investment property, general intangibles, deposit accounts and cash and cash equivalents collateralized by the $500 million secured asset-based revolving credit facility with a maturity date of September 29, 2019. Additionally, the 2020 Secured Notes are fully and unconditionally guaranteed on a senior unsecured basis by NTE LP. NTE LP's creditors have no recourse to the assets of Western Refining and its subsidiaries. Western Refining's creditors have no recourse to the assets of NTE LP and its subsidiaries. The Company is required to make interest payments on May 15 and November 15 of each year, which commenced on May 15, 2013. There are no scheduled principal payments required prior to the 2020 Secured Notes maturing on November 15, 2020. Effective in October 2013, $275 million of the 2020 Secured Notes were registered with the SEC. | |
At any time prior to the maturity date of the notes, the Company may, at its option, redeem all or any portion of the notes for the outstanding principal amount plus unpaid interest and a make-whole premium as defined in the indenture. If the Company experiences a change in control or makes certain asset dispositions, as defined under the indenture, the Company may be required to repurchase all or part of the notes plus unpaid interest and, in certain cases, pay a redemption premium. | |
The 2020 Secured Notes contain certain covenants that, among other things, limit the ability, subject to certain exceptions, of the Company to incur additional debt or issue preferred equity interests, to purchase, redeem or otherwise acquire or retire its equity interests, to make certain investments, loans and advances, to sell, lease or transfer any of its property or assets, to merge, consolidate, lease or sell substantially all of the Company’s assets, to suffer a change of control or to enter into new lines of business. |
Equity
Equity | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Equity | ' | |||||||||||||||
EQUITY | ||||||||||||||||
Public Offerings | ||||||||||||||||
During the year ended December 31, 2013, Northern Tier Holdings LLC ("NT Holdings"), the owner of NTE GP LLC prior to November 12, 2013, completed three secondary public offerings of 37,605,000 NTE LP common units in total. These offerings did not increase the total common units outstanding and the Company received no proceeds. Under the Company’s partnership agreement, the offering costs from subsequent offerings of common units to the public by NT Holdings were incurred by the Company. For the three and nine months ended September 30, 2013, the Company expensed $0.6 million and $1.5 million, respectively, of offering costs from these secondary offerings (see Note 19). | ||||||||||||||||
Western Refining Acquisition | ||||||||||||||||
On November 12, 2013, NT Holdings formed a new subsidiary, NT InterHoldCo LLC, and contributed all of its interest in NTE LP and NTE GP, the general partner of NTE LP, to NT InterHoldCo LLC. Subsequent to the contribution, NT Holdings entered into a definitive agreement to sell all of its interests in NT InterHoldCo LLC to Western Refining for total consideration of $775 million plus the cash distribution payable to the holders of the common units acquired with respect to the quarter ended September 30, 2013. As a result of this transaction, Western Refining now indirectly owns 100% of Northern Tier Energy GP LLC and 35,622,500 common units, or 38.7%, of NTE LP. The balance of the limited partner units remain publicly traded. NTE LP received no proceeds from this transaction. As of the purchase date, NT InterHoldCo LLC, as the owner of the general partner of NTE LP, has the ability to appoint all of the members of the general partner’s board of directors. | ||||||||||||||||
Distribution Policy | ||||||||||||||||
The Company expects to make cash distributions to unitholders of record on the applicable record date within 60 days after the end of each quarter. Distributions will be equal to the amount of available cash generated in such quarter. Available cash for each quarter will generally equal the Company’s cash flow from operations for the quarter excluding working capital changes, less cash required for maintenance capital expenditures, reimbursement of expenses incurred by the general partner of NTE LP and its affiliates, debt service and other contractual obligations and reserves for future operating or capital needs that the board of directors of the general partner of NTE LP deems necessary or appropriate, including reserves for turnaround and related expenses. The amount of quarterly distributions, if any, will vary based on operating cash flow during such quarter. As a result, quarterly distributions, if any, will not be stable and will vary from quarter to quarter as a direct result of variations in, among other factors, (i) operating performance, (ii) cash flows caused by, among other things, fluctuations in the prices of crude oil and other feedstocks and the prices received for finished products, (iii) working capital requirements, (iv) capital expenditures and (v) cash reserves deemed necessary or appropriate by the board of directors of NTE LP’s general partner. Such variations in the amount of the quarterly distributions may be significant. The Company’s general partner has no incentive distribution rights. | ||||||||||||||||
The following table details the quarterly distributions paid to common unitholders during the year ended December 31, 2013 and the nine months ended September 30, 2014: | ||||||||||||||||
Date Declared | Date Paid | Common Units and equivalents (in millions) | Distribution per common unit and equivalent | Total Distribution (in millions) | ||||||||||||
2013 Distributions: | ||||||||||||||||
11-Feb-13 | February 28, 2013 | 91.9 | $ | 1.27 | $ | 116.7 | ||||||||||
13-May-13 | May 30, 2013 | 92.2 | $ | 1.23 | 113.4 | |||||||||||
13-Aug-13 | August 29, 2013 | 92.2 | $ | 0.68 | 62.7 | |||||||||||
11-Nov-13 | 27-Nov-13 | 92.2 | $ | 0.31 | 28.6 | |||||||||||
Total distributions paid during 2013 | $ | 3.49 | $ | 321.4 | ||||||||||||
2014 Distributions: | ||||||||||||||||
7-Feb-14 | 28-Feb-14 | 92.4 | $ | 0.41 | $ | 37.9 | ||||||||||
May 6, 2014 | May 30, 2014 | 93 | $ | 0.77 | 71.6 | |||||||||||
August 5, 2014 | August 29, 2014 | 93.1 | $ | 0.53 | 49.3 | |||||||||||
Total distributions paid during 2014 | $ | 1.71 | $ | 158.8 | ||||||||||||
Effective November 4, 2014, the board of directors of NTE LP's general partner declared a quarterly distribution of $1.00 per unit to common unitholders and phantom common unit holders (see Note 14) as of November 14, 2014, payable on November 25, 2014. This distribution of approximately $92.9 million in aggregate is based on available cash generated during the three months ended September 30, 2014. | ||||||||||||||||
Changes in Partners' Equity | ||||||||||||||||
(in millions) | Accumulated Other Comprehensive Income | Partners' Capital | Total Partners' Equity | |||||||||||||
Balance at December 31, 2013 | $ | (2.0 | ) | $ | 403.1 | $ | 401.1 | |||||||||
Net income | — | 225.6 | 225.6 | |||||||||||||
Distributions | — | (158.8 | ) | (158.8 | ) | |||||||||||
Equity-based compensation expense | — | 12.3 | 12.3 | |||||||||||||
Amortization of net prior service cost on defined benefit plans | 0.2 | — | 0.2 | |||||||||||||
Balance at September 30, 2014 | $ | (1.8 | ) | $ | 482.2 | $ | 480.4 | |||||||||
During the nine months ended September 30, 2014, the Company's common units issued and outstanding increased by 611,458, all of which were attributable to equity-based compensation awards, net of forfeitures (see Note 14). | ||||||||||||||||
Earnings per Unit | ||||||||||||||||
The following table illustrates the computation of basic and diluted earnings per unit for the three and nine months ended September 30, 2014 and 2013. The Company has outstanding restricted common units, phantom common units, and dividend equivalent rights under its LTIP program (see Note 14) that participate in distributions. Additionally, distributions paid on restricted common units are non-forfeitable, which requires the Company to calculate earnings per unit under the two-class method. Under this method, distributed earnings and undistributed earnings are allocated between unrestricted common units and restricted common units. The Company applies the treasury stock method to determine the dilutive impact of the outstanding phantom common units. | ||||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(in millions, except unit and per-unit data) | September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | ||||||||||||
Net income available to common unitholders | $ | 96.2 | $ | 27.2 | $ | 225.6 | $ | 210.5 | ||||||||
Less: income allocated to participating securities | (0.4 | ) | — | (0.5 | ) | — | ||||||||||
Net income attributable to unrestricted common units | $ | 95.8 | $ | 27.2 | $ | 225.1 | $ | 210.5 | ||||||||
Weighted average unrestricted common units - basic | 92,479,124 | 91,915,000 | 92,357,483 | 91,915,000 | ||||||||||||
Plus: dilutive potential common securities | 52,321 | 6,616 | 24,624 | 15,721 | ||||||||||||
Weighted average unrestricted common units - diluted | 92,531,445 | 91,921,616 | 92,382,107 | 91,930,721 | ||||||||||||
Basic earnings per unit | $ | 1.04 | $ | 0.3 | $ | 2.44 | $ | 2.29 | ||||||||
Diluted earnings per unit | $ | 1.04 | $ | 0.3 | $ | 2.44 | $ | 2.29 | ||||||||
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
FAIR VALUE MEASUREMENTS | |||||||||||||||||
As defined in GAAP, fair value is the price that would be received for the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP describes three approaches to measuring the fair value of assets and liabilities: the market approach, the income approach and the cost approach, each of which includes multiple valuation techniques. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. The income approach uses valuation techniques to measure fair value by converting future amounts, such as cash flows or earnings, into a single present value amount using current market expectations about those future amounts. The cost approach is based on the amount that would currently be required to replace the service capacity of an asset. This is often referred to as current replacement cost. The cost approach assumes that the fair value would not exceed what it would cost a market participant to acquire or construct a substitute asset of comparable utility, adjusted for obsolescence. | |||||||||||||||||
Accounting guidance does not prescribe which valuation technique should be used when measuring fair value and does not prioritize among the techniques. Accounting guidance establishes a fair value hierarchy that prioritizes the inputs used in applying the various valuation techniques. Inputs broadly refer to the assumptions that market participants use to make pricing decisions, including assumptions about risk. Level 1 inputs are given the highest priority in the fair value hierarchy while Level 3 inputs are given the lowest priority. The three levels of the fair value hierarchy are as follows: | |||||||||||||||||
• | Level 1 – Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. | ||||||||||||||||
• | Level 2 – Observable market-based inputs or unobservable inputs that are corroborated by market data. These are inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. | ||||||||||||||||
• | Level 3 – Unobservable inputs that are not corroborated by market data and may be used with internally developed methodologies that result in management’s best estimate of fair value. | ||||||||||||||||
The Company uses a market or income approach for recurring fair value measurements and endeavors to use the best information available. Accordingly, valuation techniques that maximize the use of observable inputs are favored. The assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the placement of assets and liabilities within the levels of the fair value hierarchy. | |||||||||||||||||
The Company’s current asset and liability accounts contain certain financial instruments, the most significant of which are trade accounts receivables and trade payables. The Company believes the carrying values of its current assets and liabilities approximate fair value. The Company’s fair value assessment incorporates a variety of considerations, including the short-term duration of the instruments, the Company’s historical incurrence of insignificant bad debt expense and the Company’s expectation of future insignificant bad debt expense, which includes an evaluation of counterparty credit risk. | |||||||||||||||||
The following table provides the assets and liabilities carried at fair value measured on a recurring basis at September 30, 2014 and December 31, 2013: | |||||||||||||||||
Balance at | Quoted prices in active markets | Significant other observable inputs | Unobservable inputs | ||||||||||||||
(in millions) | September 30, 2014 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 106 | $ | 106 | $ | — | $ | — | |||||||||
Other current assets | |||||||||||||||||
Derivative asset - current | 0.9 | — | 0.9 | — | |||||||||||||
Other assets | |||||||||||||||||
Derivative asset - long-term | 0.4 | — | 0.4 | — | |||||||||||||
$ | 107.3 | $ | 106 | $ | 1.3 | $ | — | ||||||||||
LIABILITIES | |||||||||||||||||
Accrued liabilities | |||||||||||||||||
Derivative liability - current | $ | 0.2 | $ | — | $ | 0.2 | $ | — | |||||||||
$ | 0.2 | $ | — | $ | 0.2 | $ | — | ||||||||||
Balance at | Quoted prices in active markets | Significant other observable inputs | Unobservable inputs | ||||||||||||||
(in millions) | December 31, 2013 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 85.8 | $ | 85.8 | $ | — | $ | — | |||||||||
$ | 85.8 | $ | 85.8 | $ | — | $ | — | ||||||||||
As of both September 30, 2014 and December 31, 2013, the Company had no Level 3 fair value assets or liabilities. | |||||||||||||||||
The Company’s policy is to recognize transfers in and transfers out as of the actual date of the event or of the change in circumstances that caused the transfer. For the nine months ended September 30, 2014 and 2013, there were no transfers in or out of Levels 1, 2 or 3. | |||||||||||||||||
Assets not recorded at fair value on a recurring basis, such as property, plant and equipment, intangible assets and cost method investments, are recognized at fair value when they are impaired. During the three and nine months ended September 30, 2014 and 2013, there were no adjustments to the fair value of such assets. | |||||||||||||||||
The carrying value of debt, which is reported on the Company’s consolidated balance sheets, reflects the cash proceeds received upon its issuance, net of subsequent repayments. The fair value of the 2020 Secured Notes disclosed below was determined based on quoted prices in active markets (Level 1). | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
(in millions) | Carrying Amount | Fair Value | Carrying Amount | Fair Value | |||||||||||||
2020 Secured Notes | $ | 354.3 | $ | 370.1 | $ | 275 | $ | 291.1 | |||||||||
Asset_Retirement_Obligations
Asset Retirement Obligations | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Asset Retirement Obligation Disclosure [Abstract] | ' | ||||||||
Asset Retirement Obligations | ' | ||||||||
ASSET RETIREMENT OBLIGATIONS | |||||||||
The following table summarizes the changes in asset retirement obligations: | |||||||||
Nine Months Ended | |||||||||
(in millions) | September 30, 2014 | September 30, 2013 | |||||||
Asset retirement obligation balance at beginning of period | $ | 2.2 | $ | 1.9 | |||||
Costs incurred to remediate | (0.2 | ) | (0.1 | ) | |||||
Accretion expense | 0.2 | 0.1 | |||||||
Asset retirement obligation balance at end of period | $ | 2.2 | $ | 1.9 | |||||
EquityBased_Compensation
Equity-Based Compensation | 9 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||
Equity-Based Compensation | ' | ||||||||||
EQUITY-BASED COMPENSATION | |||||||||||
The Company maintains an equity-based compensation plan designed to encourage employees and directors of the Company to achieve superior performance. The current plan is maintained by the general partner of NTE LP and is referred to as the Long-Term Incentive Plan (“LTIP”). A former equity-based plan (the “NT Investor Plan”) was sponsored by members of NT Investors, the parent company of NT Holdings, and granted profit unit interests in NT Investors. All equity-based compensation expense related to both plans is recognized by the Company. The Company recognized equity-based compensation expense of $2.0 million and $0.7 million for the three months ended September 30, 2014 and 2013, respectively, and $12.3 million and $6.4 million for the nine months ended September 30, 2014, and 2013, respectively, related to these plans. This expense is included in selling, general and administrative expenses and reorganization and related costs (see Note 19) in the consolidated statements of operations and comprehensive income. | |||||||||||
LTIP | |||||||||||
Approximately 8.0 million NTE LP common units are reserved for issuance under the LTIP. The LTIP was created concurrent with the IPO and permits the award of unit options, restricted units, phantom units, distribution equivalent rights, unit appreciation rights and other awards that derive their value from the market price of NTE LP’s common units. As of September 30, 2014, approximately 0.7 million units were outstanding under the LTIP. The Company recognizes the expense on all LTIP awards ratably from the grant date until all units become unrestricted. Awards generally vest ratably over a three-year period beginning on the award's first anniversary date. Compensation expense related to these restricted units is based on the grant date fair value as determined by the closing market price on the grant date, reduced by the fair value of estimated forfeitures. For awards to employees, the Company estimates a forfeiture rate which is subject to revision depending on the actual forfeiture experience. | |||||||||||
As of September 30, 2014, the total unrecognized compensation cost for units awarded under the LTIP was $13.8 million. | |||||||||||
Restricted Common Units | |||||||||||
As of September 30, 2014, the Company had 0.4 million restricted common units outstanding. Upon vesting, these common units will no longer be restricted. All restricted common units participate in distributions on an equal basis with common units and must be paid no later than 30 days after the distribution date to common unitholders. For restricted common unit awards outstanding at September 30, 2014, the forfeiture rates on LTIP awards ranged from zero to 30%, depending on the employee classification and the length of the award's vesting period. | |||||||||||
A summary of the restricted common unit activity is set forth below: | |||||||||||
Number of | Weighted | Weighted | |||||||||
restricted common units | Average Grant | Average Term | |||||||||
(in thousands) | Date Price | Until Maturity | |||||||||
Nonvested at December 31, 2013 | 306.6 | $ | 27.02 | 2.9 | |||||||
Awarded | 486.9 | 24.31 | 2 | ||||||||
Cancelled | (7.2 | ) | 25.21 | 2.8 | |||||||
Vested | (385.0 | ) | 26.03 | — | |||||||
Nonvested at September 30, 2014 | 401.3 | $ | 24.71 | 2.1 | |||||||
Phantom Common Units | |||||||||||
During the second quarter of 2014, the Company began issuing phantom common units to key employees. As of September 30, 2014, the Company had 0.3 million phantom common units outstanding. Upon vesting, the Company may settle these units in common units or cash at the discretion of the board of directors of NTE GP, or its Compensation Committee. Like the restricted common units, the phantom common units participate in distributions on an equal basis with common units. However, distributions on phantom common units are accrued until the underlying units vest at which time the distributions are paid in cash. In the event that unvested phantom common units are canceled, any accrued distributions on the underlying units are forfeited by the grantee. As of September 30, 2014, the Company had $0.4 million in accrued phantom common unit distributions located in accrued liabilities in the consolidated balance sheet. For phantom common unit awards outstanding at September 30, 2014, the forfeiture rates on LTIP awards ranged from 5% to 20%, depending on the employee classification. | |||||||||||
A summary of the phantom common unit activity is set forth below: | |||||||||||
Number of | Weighted | Weighted | |||||||||
phantom common units | Average Grant | Average Term | |||||||||
(in thousands) | Date Price | Until Maturity | |||||||||
Nonvested at December 31, 2013 | — | $ | — | — | |||||||
Awarded | 351.5 | 26.99 | 2.7 | ||||||||
Cancelled | (9.7 | ) | 27.01 | 2.7 | |||||||
Vested | (0.9 | ) | 27.01 | — | |||||||
Nonvested at September 30, 2014 | 340.9 | $ | 26.99 | 2.3 | |||||||
NT Investor Plan | |||||||||||
The NT Investor Plan was an equity participation plan which provided for the award of profit interest units in NT Investors to certain employees and independent non-employee directors of NTE LLC. Approximately 29 million profit interest units in NT Investors were reserved for issuance under the plan. The exercise price for a profit interest unit was not to be less than 100% of the fair market value of NT Investors equity units on the date of grant. Profit interest units were to vest in annual installments over a period of five years after the date of grant and expire ten years after the date of grant. Upon NT Investors meeting certain thresholds of distributions from NTE LLC and NTE LP, profit interest unit vesting would accelerate. Continued employment in any subsidiary of NT Investors was a condition of vesting and, as such, compensation expense was recognized in the Company’s financial statements based upon the fair value of the award on the date of grant. This compensation expense was a non-cash expense of the Company. The NT Investor Plan awards were satisfied by cash distributions made from NT Holdings and did not dilute cash available for distribution to the unitholders of NTE LP. | |||||||||||
In January 2013, upon completion of the Company’s secondary public offering of 10.7 million common units owned by NT Holdings, all outstanding and unvested profit interest units under the NT Investor Plan became immediately fully-vested. As a result, the Company accelerated all remaining unrecognized expense related to this plan resulting in a non-cash expense of $5.3 million recorded during the nine months ended September 30, 2013 related to this plan. This expense is included in selling, general and administrative expenses in the consolidated statements of operations and comprehensive income. No further awards will be issued from the NT Investor Plan. |
Employee_Benefit_Plans
Employee Benefit Plans | 9 Months Ended |
Sep. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ' |
Employee Benefit Plans | ' |
EMPLOYEE BENEFIT PLANS | |
Cash Balance Plan | |
The Company sponsors a defined benefit cash balance pension plan (the “Cash Balance Plan”) for eligible employees. Company contributions are made to the cash account of the participants equal to 5.0% of eligible compensation. Participants’ cash accounts also receive interest credits each year based upon the average thirty-year United States Treasury bond rate published in September preceding the respective plan year. Participants become fully-vested in their accounts after three years of service. The net periodic benefit cost related to the Cash Balance Plan for both the three months ended September 30, 2014 and 2013 was $0.6 million and $0.5 million, respectively, and for the nine months ended September 30, 2014 and 2013 was $1.7 million and $1.5 million, respectively, related primarily to current period service costs. | |
Retiree Medical Plan | |
The Company also sponsors a plan to provide retirees with health care benefits prior to age 65 (the “Retiree Medical Plan”) for eligible employees. Eligible employees may participate in the Company’s health care benefits after retirement subject to cost-sharing features. To be eligible for the Retiree Medical Plan, employees must have completed at least 10 years of service with the Company or its predecessor and be between the ages of 55 and 65 years old. The net periodic benefit cost related to the Retiree Medical Plan for the three months ended September 30, 2014 and 2013 was $0.1 million and $0.2 million, respectively, and for both the nine months ended September 30, 2014 and 2013 was $0.4 million and $0.5 million, respectively, related primarily to current period and prior service costs. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Supplemental Cash Flow Elements [Abstract] | ' | |||||||
Supplemental Cash Flow Information | ' | |||||||
SUPPLEMENTAL CASH FLOW INFORMATION | ||||||||
Supplemental cash flow information is as follows: | ||||||||
Nine Months Ended | ||||||||
(in millions) | September 30, 2014 | September 30, 2013 | ||||||
Net cash from operating activities included: | ||||||||
Interest paid | $ | 10.1 | $ | 14.1 | ||||
Income taxes paid | 2.4 | 2 | ||||||
Noncash investing and financing activities include: | ||||||||
Capital expenditures included in accounts payable | $ | 3.5 | $ | 2.7 | ||||
PP&E additions resulting from a capital lease | 1.7 | — | ||||||
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
COMMITMENTS AND CONTINGENCIES | |
The Company is the subject of, or party to, contingencies and commitments involving a variety of matters. Certain of these matters are discussed below. The ultimate resolution of these contingencies could, individually or in the aggregate, be material to the Company’s consolidated financial statements. | |
Environmental Matters | |
The Company is subject to federal, state, local and foreign laws and regulations relating to the environment. These laws generally provide for control of pollutants released into the environment and require responsible parties to undertake remediation of hazardous waste disposal sites. Penalties may be imposed for noncompliance. At September 30, 2014 and December 31, 2013, liabilities for remediation totaled $3.0 million and $1.5 million, respectively. These liabilities are expected to be settled over at least the next 25 years. At September 30, 2014, the estimated future cash flows to settle this liability totaled $3.8 million, which are stated at their present value using a discount rate of 3.14%. Receivables for recoverable costs from the state, under programs to assist companies in clean-up efforts related to underground storage tanks at retail marketing outlets, and others were $0.1 million at both September 30, 2014 and December 31, 2013. | |
On June 3, 2014, SPPR was issued a National Pollutant Discharge Elimination Permit/State Disposal System Permit by the Minnesota Pollution Control Agency relating to its upgraded waste water treatment plant at its St. Paul Park refinery. This permit requires the refinery to conduct additional testing of its remaining lagoon, which testing is in process. Following this testing, the Company may be required to incur future remediation costs and/or capital spending, relating to this lagoon and associated fire water resources, some of which may be recoverable from Marathon Petroleum Company LP ("Marathon") under an agreement entered into in connection with our December 2010 acquisition of the St. Paul Park refinery, among other assets, from Marathon. While the amounts of any potential future remediation costs are not yet estimable, we do not anticipate that such remediation costs would have a material impact on the Company's financial condition, results of operations or cash flows. | |
It is not presently possible to estimate the ultimate amount of all remediation costs that might be incurred by the Company or the penalties that may be imposed. Furthermore, environmental remediation costs may vary from estimates for which a liability has been recorded because of changes in laws, regulations and their interpretation; additional information on the extent and nature of site contamination; and improvements in technology. | |
Franchise Agreements | |
In the normal course of its business, SAF enters into ten-year license agreements with the operators of franchised SuperAmerica brand retail outlets. These agreements obligate SAF or its affiliates to provide certain services including information technology support, maintenance, credit card processing and signage for specified monthly fees. |
Segment_Information
Segment Information | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Segment Information | ' | ||||||||||||||||
SEGMENT INFORMATION | |||||||||||||||||
The Company has two reportable operating segments: Refining and Retail. Each of these segments is organized and managed based upon the nature of the products and services they offer. The segment disclosures reflect management’s current organizational structure. | |||||||||||||||||
• | Refining – operates the St. Paul Park, Minnesota refinery, terminal, NTOT and related assets, and includes the Company’s interest in MPL and MPLI, and | ||||||||||||||||
• | Retail – operates 165 convenience stores primarily in Minnesota and Wisconsin. The retail segment also includes the operations of NTB and SAF. | ||||||||||||||||
Operating results for the Company’s operating segments are as follows: | |||||||||||||||||
(in millions) | |||||||||||||||||
Three months ended September 30, 2014 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 1,173.90 | $ | 373.5 | $ | — | $ | 1,547.40 | |||||||||
Intersegment | 251.5 | — | — | 251.5 | |||||||||||||
Segment revenues | 1,425.40 | 373.5 | — | 1,798.90 | |||||||||||||
Elimination of intersegment revenues | — | — | (251.5 | ) | (251.5 | ) | |||||||||||
Total revenues | $ | 1,425.40 | $ | 373.5 | $ | (251.5 | ) | $ | 1,547.40 | ||||||||
Income (loss) from operations | $ | 107.4 | $ | 5.8 | $ | (8.4 | ) | $ | 104.8 | ||||||||
Income from equity method investment | $ | 0.9 | $ | — | $ | — | $ | 0.9 | |||||||||
Depreciation and amortization | $ | 8.7 | $ | 1.8 | $ | 0.2 | $ | 10.7 | |||||||||
Capital expenditures | $ | 5.6 | $ | 3.1 | $ | 0.5 | $ | 9.2 | |||||||||
(in millions) | |||||||||||||||||
Three months ended September 30, 2013 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 1,051.90 | $ | 389 | $ | — | $ | 1,440.90 | |||||||||
Intersegment | 269.8 | — | — | 269.8 | |||||||||||||
Segment revenues | 1,321.70 | 389 | — | 1,710.70 | |||||||||||||
Elimination of intersegment revenues | — | — | (269.8 | ) | (269.8 | ) | |||||||||||
Total revenues | $ | 1,321.70 | $ | 389 | $ | (269.8 | ) | $ | 1,440.90 | ||||||||
Income (loss) from operations | $ | 28 | $ | 4.4 | $ | (4.9 | ) | $ | 27.5 | ||||||||
Income from equity method investment | $ | 2.4 | $ | — | $ | — | $ | 2.4 | |||||||||
Depreciation and amortization | $ | 7.9 | $ | 1.7 | $ | 0.2 | $ | 9.8 | |||||||||
Capital expenditures | $ | 5.7 | $ | 1.9 | $ | — | $ | 7.6 | |||||||||
(in millions) | |||||||||||||||||
Nine months ended September 30, 2014 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 3,416.70 | $ | 1,079.50 | $ | — | $ | 4,496.20 | |||||||||
Intersegment | 739 | — | — | 739 | |||||||||||||
Segment revenues | 4,155.70 | 1,079.50 | — | 5,235.20 | |||||||||||||
Elimination of intersegment revenues | — | — | (739.0 | ) | (739.0 | ) | |||||||||||
Total revenues | $ | 4,155.70 | $ | 1,079.50 | $ | (739.0 | ) | $ | 4,496.20 | ||||||||
Income (loss) from operations | $ | 278 | $ | 12.5 | $ | (42.3 | ) | $ | 248.2 | ||||||||
Income (loss) from equity method investment | $ | — | $ | — | $ | — | $ | — | |||||||||
Depreciation and amortization | $ | 25 | $ | 5.2 | $ | 0.6 | $ | 30.8 | |||||||||
Capital expenditures | $ | 26.3 | $ | 7.4 | $ | 0.6 | $ | 34.3 | |||||||||
(in millions) | |||||||||||||||||
Nine months ended September 30, 2013 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 2,576.70 | $ | 1,110.40 | $ | — | $ | 3,687.10 | |||||||||
Intersegment | 778.4 | — | — | 778.4 | |||||||||||||
Segment revenues | 3,355.10 | 1,110.40 | — | 4,465.50 | |||||||||||||
Elimination of intersegment revenues | — | — | (778.4 | ) | (778.4 | ) | |||||||||||
Total revenues | $ | 3,355.10 | $ | 1,110.40 | $ | (778.4 | ) | $ | 3,687.10 | ||||||||
Income (loss) from operations | $ | 223.2 | $ | 13 | $ | (23.9 | ) | $ | 212.3 | ||||||||
Income from equity method investment | $ | 7.6 | $ | — | $ | — | $ | 7.6 | |||||||||
Depreciation and amortization | $ | 22.1 | $ | 5.3 | $ | 0.4 | $ | 27.8 | |||||||||
Capital expenditures | $ | 73.6 | $ | 3.2 | $ | 0.1 | $ | 76.9 | |||||||||
Intersegment sales from the refining segment to the retail segment consist primarily of sales of refined products which are recorded based on contractual prices that are market-based. Revenues from external customers are nearly all in the United States. | |||||||||||||||||
Total assets by segment were as follows: | |||||||||||||||||
(in millions) | Refining | Retail | Corporate/Other | Total | |||||||||||||
At September 30, 2014 | $ | 1,022.70 | $ | 137 | $ | 129.8 | $ | 1,289.50 | |||||||||
At December 31, 2013 | $ | 875.6 | $ | 138.2 | $ | 104 | $ | 1,117.80 | |||||||||
Total assets for the refining and retail segments exclude all intercompany balances. All cash and cash equivalents are included as corporate/other assets. All property, plant and equipment are located in the United States. |
Reorganization_and_Related_Cos
Reorganization and Related Costs (Notes) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Restructuring and Related Activities [Abstract] | ' | ||||
Reorganization and Related Costs | ' | ||||
REORGANIZATION AND RELATED COSTS | |||||
During the first quarter of 2014, the Company initiated a plan that included a planned relocation of its corporate offices from Ridgefield, Connecticut to Tempe, Arizona and the reorganization of various positions within the Company, primarily among senior management. In relation to this reorganization plan, it was determined during the nine months ended September 30, 2014 that certain employees of the Company would be terminated. The Company recognized $12.9 million of expense during the nine months ended September 30, 2014, which included compensation related to the severance of employment and the acceleration of unvested equity based compensation. These costs are recognized in the reorganization and related costs line within the consolidated statements of operations and comprehensive income. All reorganization and related costs are recognized in the Other segment. Substantially all reorganization costs associated with the corporate office relocation were fully recognized at June 30, 2014. As of September 30, 2014, the Company had $1.1 million in unpaid reorganization expenses included in the accrued liabilities line item of the consolidated balance sheets, which will be paid from 2014 through 2016. | |||||
(in millions) | Nine Months Ended | ||||
September 30, 2014 | |||||
Reorganization and related costs incurred during period | $ | 12.9 | |||
Less: non-cash equity based awards with accelerated vesting | (4.8 | ) | |||
Cash payments made to severed employees | (7.0 | ) | |||
Ending liability for cash portion of reorganization costs | $ | 1.1 | |||
For the three and nine months ended September 30, 2013, the Company recognized a charge of $0.6 million and $1.5 million for equity offering costs that did not meet the requirements for deferral, related to a secondary public offering of common units held by the owner of the Company's general partner interest at that time, NT Holdings (see Note 11). |
Summary_of_Principal_Accountin1
Summary of Principal Accounting Policies (Policies) | 9 Months Ended | |
Sep. 30, 2014 | ||
Accounting Policies [Abstract] | ' | |
Principles of Consolidation | ' | |
Principles of Consolidation | ||
NTE LP is a Delaware limited partnership which consolidates all accounts of NTE LLC and its subsidiaries - SPPR, NTRH and NTOT. All intercompany accounts have been eliminated in these consolidated financial statements. | ||
The Company’s common equity interest in MPL is accounted for using the equity method of accounting. Equity income from MPL represents the Company’s proportionate share of net income available to common equity owners generated by MPL. | ||
The equity method investment is assessed for impairment whenever changes in facts or circumstances indicate a loss in value has occurred. When the loss is deemed to be other than temporary, the carrying value of the equity method investment is written down to fair value, and the amount of the write-down is included in net income. See Note 6 for further information on the Company’s equity method investment. | ||
MPLI owns all of the preferred membership units of MPL. This investment in MPLI, which provides the Company no significant influence over MPLI, is accounted for as a cost method investment. The investment in MPLI is carried at a value of $6.8 million at both September 30, 2014 and December 31, 2013, and is included in other noncurrent assets within the consolidated balance sheets. | ||
Use of Estimates | ' | |
Use of Estimates | ||
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the respective reporting periods. Actual results could differ from those estimates. | ||
Operating Segments | ' | |
Operating Segments | ||
The Company has two reportable operating segments; Refining and Retail (see Note 18 for further information on the Company’s operating segments). The Refining and Retail operating segments consist of the following: | ||
• | Refining – operates the St. Paul Park, Minnesota refinery, terminal and related assets, NTOT and includes the Company’s interest in MPL and MPLI, and | |
• | Retail – operates 165 convenience stores as of September 30, 2014 primarily in Minnesota and Wisconsin. The retail segment also includes the operations of NTB and SAF. | |
Property, Plant and Equipment | ' | |
Property, Plant and Equipment | ||
Property, plant and equipment is recorded at cost and depreciated on a straight-line basis over the estimated useful lives of the assets. Such assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If the sum of the expected undiscounted future cash flows from the use of the asset and its eventual disposition is less than the carrying amount of the asset, an impairment loss is recognized based on the fair value of the asset. | ||
When property, plant and equipment depreciated on an individual basis is sold or otherwise disposed of, any gains or losses are reported in the consolidated statements of operations. Gains on the disposal of property, plant and equipment are recognized when earned, which is generally at the time of sale. If a loss on disposal is expected, such losses are generally recognized when the assets are classified as held for sale. | ||
Expenditures for routine maintenance and repair costs are expensed when incurred. Refinery process units require periodic major maintenance and repairs that are commonly referred to as “turnarounds.” The required frequency of the maintenance varies by unit, but generally is every two to six years depending on the processing unit involved. Turnaround costs are expensed as incurred. | ||
Derivative Financial Instruments | ' | |
Derivative Financial Instruments | ||
The Company is exposed to earnings and cash flow volatility based on the timing and change in refined product prices and crude oil prices. To manage these risks, the Company may use derivative instruments associated with the purchase or sale of crude oil and refined products. Crack spread futures and swap contracts may be used to hedge the volatility of refining margins. The Company also may use futures contracts to manage price risks associated with inventory quantities above or below target levels. All derivative instruments are recorded in the consolidated balance sheet at fair value and are classified depending on the maturity date of the underlying contracts. Changes in the fair value of its contracts are accounted for by marking them to market and recognizing any resulting gains or losses in its statements of operations. Gains and losses from derivative activity specific to the risk mitigation on inventory quantities in excess of target inventory levels are included within cost of sales. Gains and losses from derivative activity specific to the risk mitigation on the crack spread futures and swap derivatives are included within gains (losses) on derivative activities. Derivative gains and losses are reported as operating activities within the consolidated statements of cash flows. | ||
Excise Taxes | ' | |
Excise Taxes | ||
The Company collects and remits excise and other taxes to various government authorities. Such taxes are presented on a gross basis in revenue and cost of sales in the consolidated statements of operations. These taxes totaled $98.4 million and $91.8 million for the three months ended September 30, 2014 and 2013, respectively, and $290.5 million and $233.7 million for the nine months ended September 30, 2014 and 2013, respectively. | ||
Cost of Sales | ' | |
Cost of Sales | ||
Cost of sales in the consolidated statements of operations and comprehensive income excludes depreciation and amortization of refinery assets and the direct labor and overhead costs related to the operation of the refinery. These costs are included in the consolidated statements of operations and comprehensive income in the depreciation and amortization and direct operating expenses line items, respectively. | ||
Product Exchanges | ' | |
Product Exchanges | ||
The Company enters into exchange contracts whereby it agrees to deliver a particular quantity and quality of crude oil or refined products at a specified location and date to a particular counterparty and to receive from the same counterparty a particular quantity and quality of crude oil or refined products at a specified location on the same or another specified date. The exchange receipts and deliveries are nonmonetary transactions, with the exception of associated grade or location differentials that are settled in cash. These transactions are not recorded as revenue because they involve the exchange of inventories held in the ordinary course of business to facilitate sales to customers or delivery of feedstocks to the Company's refinery. The exchange transactions are recognized net within cost of sales at the carrying amount of the inventory transferred plus or minus any cash settlement due to grade or location differentials. Contracts for crude oil or refined products deliveries or receipts that do not meet the requirements to allow for netting are recognized as separate revenue and cost of sales transactions. | ||
Renewable Identification Numbers | ' | |
Renewable Identification Numbers | ||
The Company is subject to obligations to generate or purchase Renewable Identification Numbers ("RINs") required to comply with the Renewable Fuels Standard. The Company's overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by the Environmental Protection Agency ("EPA"). To the degree the Company is unable to blend the required amount of biofuels to satisfy our RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in prepaid expenses and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. | ||
Reclassifications | ' | |
Reclassification | ||
Certain reclassifications have been made to the prior-year financial information in order to conform to the Company’s current presentation. Specifically, $0.2 million and $5.5 million in net gains from derivative activity related to risk mitigation on refined product inventory in excess of targeted levels have been reclassified from gains (losses) from derivative activities to cost of sales for the three and nine months ended September 30, 2013, respectively, within the consolidated statements of operations and comprehensive income. | ||
Accounting Developments | ' | |
Accounting Developments | ||
In April 2014, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2014-08, which updated the guidance in ASC Topic 205, “Presentation of Financial Statements”, and ASC Topic 360, “Property, Plant and Equipment.” This ASU raises the threshold for a disposal to qualify as discontinued operations and requires new disclosures for individual material disposal transactions that do not meet the definition of a discontinued operation. Under the new standard, companies report discontinued operations when they have a disposal that represents a strategic shift that has or will have a major impact on operations or financial results. This update will be applied prospectively and is effective for annual periods, and interim periods within those years, beginning after December 15, 2014. Early adoption is permitted provided the disposal was not previously disclosed. The adoption of this guidance is not expected to have a material impact on the Company's results of operations, cash flows or financial position. | ||
In May 2014, the FASB issued ASU No. 2014-09 “Revenue from Contracts with Customers,” which provides guidance for revenue recognition. The standard’s core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance will be effective for the Company in the annual period beginning after December 15, 2016. The Company is evaluating the effect of adopting this new accounting guidance but does not expect adoption will have a material impact on the Company's results of operations, cash flows or financial position. | ||
In August 2014, the FASB issued ASU No. 2014-15 “Presentation of Financial Statements - Going Concern,” which sets forth new provisions that require management of an entity to evaluate whether there is substantial doubt about the entity's ability to continue as a going concern and to provide related footnote disclosures. This guidance will become effective for annual periods beginning after December 15, 2016, and for annual periods and interim periods thereafter with early application permitted. The changed requirements are intended to reduce diversity in the timing and content of footnote disclosures. We do not expect the adoption of these new provisions to materially affect our financial position, results of operations or cash flows. |
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule of Inventories | ' | |||||||
September 30, | December 31, | |||||||
(in millions) | 2014 | 2013 | ||||||
Crude oil and refinery feedstocks | $ | 118.7 | $ | 29.4 | ||||
Refined products | 164.3 | 106.7 | ||||||
Merchandise | 22.4 | 22.6 | ||||||
Supplies and sundry items | 16.1 | 14.8 | ||||||
Total | $ | 321.5 | $ | 173.5 | ||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 9 Months Ended | |||||||||
Sep. 30, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||||
Property, Plant and Equipment | ' | |||||||||
Major classes of property, plant and equipment (“PP&E”) consisted of the following: | ||||||||||
Estimated | September 30, | December 31, | ||||||||
(in millions) | Useful Lives | 2014 | 2013 | |||||||
Land | $ | 9 | $ | 9 | ||||||
Retail stores and equipment | 2 - 22 years | 60.8 | 54.9 | |||||||
Refinery and equipment | 5 - 24 years | 439.3 | 403.5 | |||||||
Buildings and building improvements | 25 years | 10.3 | 8.9 | |||||||
Software | 5 years | 18.8 | 18.6 | |||||||
Vehicles | 5 years | 4.6 | 4.7 | |||||||
Other equipment | 2 - 7 years | 9 | 8.5 | |||||||
Precious metals | 10.2 | 10.2 | ||||||||
Assets under construction | 13.1 | 26.3 | ||||||||
575.1 | 544.6 | |||||||||
Less: accumulated depreciation | 128.3 | 98.4 | ||||||||
Property, plant and equipment, net | $ | 446.8 | $ | 446.2 | ||||||
Derivatives_Tables
Derivatives (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ' | ||||||||||||||||
Recognized Gains and Losses on Derivatives | ' | ||||||||||||||||
Recognized gains and losses on derivatives were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
(in millions) | September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | |||||||||||||
Gain (loss) on the change in fair value of outstanding derivatives | $ | 0.8 | $ | 6.8 | $ | 1.1 | $ | 46.7 | |||||||||
Settled derivative gains (losses) | 6 | 0.8 | 2.9 | (19.7 | ) | ||||||||||||
Total recognized gain (loss) | $ | 6.8 | $ | 7.6 | $ | 4 | $ | 27 | |||||||||
Gain (loss) recognized in Cost of sales | 6.8 | 0.2 | $ | 4 | $ | 5.5 | |||||||||||
Gains recognized in Gains from derivative activities | — | 7.4 | — | 21.5 | |||||||||||||
Total recognized net gain (loss) on derivatives | $ | 6.8 | $ | 7.6 | $ | 4 | $ | 27 | |||||||||
Equity_Tables
Equity (Tables) | 9 Months Ended | |||||||||||||||
Sep. 30, 2014 | ||||||||||||||||
Equity [Abstract] | ' | |||||||||||||||
Distributions Paid During or Pertaining to Available Cash Generated | ' | |||||||||||||||
The following table details the quarterly distributions paid to common unitholders during the year ended December 31, 2013 and the nine months ended September 30, 2014: | ||||||||||||||||
Date Declared | Date Paid | Common Units and equivalents (in millions) | Distribution per common unit and equivalent | Total Distribution (in millions) | ||||||||||||
2013 Distributions: | ||||||||||||||||
11-Feb-13 | February 28, 2013 | 91.9 | $ | 1.27 | $ | 116.7 | ||||||||||
13-May-13 | May 30, 2013 | 92.2 | $ | 1.23 | 113.4 | |||||||||||
13-Aug-13 | August 29, 2013 | 92.2 | $ | 0.68 | 62.7 | |||||||||||
11-Nov-13 | 27-Nov-13 | 92.2 | $ | 0.31 | 28.6 | |||||||||||
Total distributions paid during 2013 | $ | 3.49 | $ | 321.4 | ||||||||||||
2014 Distributions: | ||||||||||||||||
7-Feb-14 | 28-Feb-14 | 92.4 | $ | 0.41 | $ | 37.9 | ||||||||||
May 6, 2014 | May 30, 2014 | 93 | $ | 0.77 | 71.6 | |||||||||||
August 5, 2014 | August 29, 2014 | 93.1 | $ | 0.53 | 49.3 | |||||||||||
Total distributions paid during 2014 | $ | 1.71 | $ | 158.8 | ||||||||||||
Schedule of Limited Partners' Capital Account by Class | ' | |||||||||||||||
Changes in Partners' Equity | ||||||||||||||||
(in millions) | Accumulated Other Comprehensive Income | Partners' Capital | Total Partners' Equity | |||||||||||||
Balance at December 31, 2013 | $ | (2.0 | ) | $ | 403.1 | $ | 401.1 | |||||||||
Net income | — | 225.6 | 225.6 | |||||||||||||
Distributions | — | (158.8 | ) | (158.8 | ) | |||||||||||
Equity-based compensation expense | — | 12.3 | 12.3 | |||||||||||||
Amortization of net prior service cost on defined benefit plans | 0.2 | — | 0.2 | |||||||||||||
Balance at September 30, 2014 | $ | (1.8 | ) | $ | 482.2 | $ | 480.4 | |||||||||
Computation of Basic and Diluted Earnings Per Unit | ' | |||||||||||||||
Three Months Ended | Nine Months Ended | |||||||||||||||
(in millions, except unit and per-unit data) | September 30, 2014 | September 30, 2013 | September 30, 2014 | September 30, 2013 | ||||||||||||
Net income available to common unitholders | $ | 96.2 | $ | 27.2 | $ | 225.6 | $ | 210.5 | ||||||||
Less: income allocated to participating securities | (0.4 | ) | — | (0.5 | ) | — | ||||||||||
Net income attributable to unrestricted common units | $ | 95.8 | $ | 27.2 | $ | 225.1 | $ | 210.5 | ||||||||
Weighted average unrestricted common units - basic | 92,479,124 | 91,915,000 | 92,357,483 | 91,915,000 | ||||||||||||
Plus: dilutive potential common securities | 52,321 | 6,616 | 24,624 | 15,721 | ||||||||||||
Weighted average unrestricted common units - diluted | 92,531,445 | 91,921,616 | 92,382,107 | 91,930,721 | ||||||||||||
Basic earnings per unit | $ | 1.04 | $ | 0.3 | $ | 2.44 | $ | 2.29 | ||||||||
Diluted earnings per unit | $ | 1.04 | $ | 0.3 | $ | 2.44 | $ | 2.29 | ||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Assets and Liabilities Carried at Fair Value Measured on Recurring Basis | ' | ||||||||||||||||
The following table provides the assets and liabilities carried at fair value measured on a recurring basis at September 30, 2014 and December 31, 2013: | |||||||||||||||||
Balance at | Quoted prices in active markets | Significant other observable inputs | Unobservable inputs | ||||||||||||||
(in millions) | September 30, 2014 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 106 | $ | 106 | $ | — | $ | — | |||||||||
Other current assets | |||||||||||||||||
Derivative asset - current | 0.9 | — | 0.9 | — | |||||||||||||
Other assets | |||||||||||||||||
Derivative asset - long-term | 0.4 | — | 0.4 | — | |||||||||||||
$ | 107.3 | $ | 106 | $ | 1.3 | $ | — | ||||||||||
LIABILITIES | |||||||||||||||||
Accrued liabilities | |||||||||||||||||
Derivative liability - current | $ | 0.2 | $ | — | $ | 0.2 | $ | — | |||||||||
$ | 0.2 | $ | — | $ | 0.2 | $ | — | ||||||||||
Balance at | Quoted prices in active markets | Significant other observable inputs | Unobservable inputs | ||||||||||||||
(in millions) | December 31, 2013 | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
ASSETS | |||||||||||||||||
Cash and cash equivalents | $ | 85.8 | $ | 85.8 | $ | — | $ | — | |||||||||
$ | 85.8 | $ | 85.8 | $ | — | $ | — | ||||||||||
Fair Value of Secured Notes | ' | ||||||||||||||||
The fair value of the 2020 Secured Notes disclosed below was determined based on quoted prices in active markets (Level 1). | |||||||||||||||||
September 30, 2014 | December 31, 2013 | ||||||||||||||||
(in millions) | Carrying Amount | Fair Value | Carrying Amount | Fair Value | |||||||||||||
2020 Secured Notes | $ | 354.3 | $ | 370.1 | $ | 275 | $ | 291.1 | |||||||||
Asset_Retirement_Obligations_T
Asset Retirement Obligations (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Asset Retirement Obligation Disclosure [Abstract] | ' | ||||||||
Changes in Asset Retirement Obligations | ' | ||||||||
The following table summarizes the changes in asset retirement obligations: | |||||||||
Nine Months Ended | |||||||||
(in millions) | September 30, 2014 | September 30, 2013 | |||||||
Asset retirement obligation balance at beginning of period | $ | 2.2 | $ | 1.9 | |||||
Costs incurred to remediate | (0.2 | ) | (0.1 | ) | |||||
Accretion expense | 0.2 | 0.1 | |||||||
Asset retirement obligation balance at end of period | $ | 2.2 | $ | 1.9 | |||||
EquityBased_Compensation_Table
Equity-Based Compensation (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2014 | |||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||
Restricted common unit activity | ' | ||||||||||
A summary of the restricted common unit activity is set forth below: | |||||||||||
Number of | Weighted | Weighted | |||||||||
restricted common units | Average Grant | Average Term | |||||||||
(in thousands) | Date Price | Until Maturity | |||||||||
Nonvested at December 31, 2013 | 306.6 | $ | 27.02 | 2.9 | |||||||
Awarded | 486.9 | 24.31 | 2 | ||||||||
Cancelled | (7.2 | ) | 25.21 | 2.8 | |||||||
Vested | (385.0 | ) | 26.03 | — | |||||||
Nonvested at September 30, 2014 | 401.3 | $ | 24.71 | 2.1 | |||||||
Phantom common unit activity | ' | ||||||||||
A summary of the phantom common unit activity is set forth below: | |||||||||||
Number of | Weighted | Weighted | |||||||||
phantom common units | Average Grant | Average Term | |||||||||
(in thousands) | Date Price | Until Maturity | |||||||||
Nonvested at December 31, 2013 | — | $ | — | — | |||||||
Awarded | 351.5 | 26.99 | 2.7 | ||||||||
Cancelled | (9.7 | ) | 27.01 | 2.7 | |||||||
Vested | (0.9 | ) | 27.01 | — | |||||||
Nonvested at September 30, 2014 | 340.9 | $ | 26.99 | 2.3 | |||||||
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Supplemental Cash Flow Elements [Abstract] | ' | |||||||
Supplemental Cash Flow Information | ' | |||||||
Supplemental cash flow information is as follows: | ||||||||
Nine Months Ended | ||||||||
(in millions) | September 30, 2014 | September 30, 2013 | ||||||
Net cash from operating activities included: | ||||||||
Interest paid | $ | 10.1 | $ | 14.1 | ||||
Income taxes paid | 2.4 | 2 | ||||||
Noncash investing and financing activities include: | ||||||||
Capital expenditures included in accounts payable | $ | 3.5 | $ | 2.7 | ||||
PP&E additions resulting from a capital lease | 1.7 | — | ||||||
Segment_Information_Tables
Segment Information (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||
Operating Results for Operating Segments | ' | ||||||||||||||||
Operating results for the Company’s operating segments are as follows: | |||||||||||||||||
(in millions) | |||||||||||||||||
Three months ended September 30, 2014 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 1,173.90 | $ | 373.5 | $ | — | $ | 1,547.40 | |||||||||
Intersegment | 251.5 | — | — | 251.5 | |||||||||||||
Segment revenues | 1,425.40 | 373.5 | — | 1,798.90 | |||||||||||||
Elimination of intersegment revenues | — | — | (251.5 | ) | (251.5 | ) | |||||||||||
Total revenues | $ | 1,425.40 | $ | 373.5 | $ | (251.5 | ) | $ | 1,547.40 | ||||||||
Income (loss) from operations | $ | 107.4 | $ | 5.8 | $ | (8.4 | ) | $ | 104.8 | ||||||||
Income from equity method investment | $ | 0.9 | $ | — | $ | — | $ | 0.9 | |||||||||
Depreciation and amortization | $ | 8.7 | $ | 1.8 | $ | 0.2 | $ | 10.7 | |||||||||
Capital expenditures | $ | 5.6 | $ | 3.1 | $ | 0.5 | $ | 9.2 | |||||||||
(in millions) | |||||||||||||||||
Three months ended September 30, 2013 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 1,051.90 | $ | 389 | $ | — | $ | 1,440.90 | |||||||||
Intersegment | 269.8 | — | — | 269.8 | |||||||||||||
Segment revenues | 1,321.70 | 389 | — | 1,710.70 | |||||||||||||
Elimination of intersegment revenues | — | — | (269.8 | ) | (269.8 | ) | |||||||||||
Total revenues | $ | 1,321.70 | $ | 389 | $ | (269.8 | ) | $ | 1,440.90 | ||||||||
Income (loss) from operations | $ | 28 | $ | 4.4 | $ | (4.9 | ) | $ | 27.5 | ||||||||
Income from equity method investment | $ | 2.4 | $ | — | $ | — | $ | 2.4 | |||||||||
Depreciation and amortization | $ | 7.9 | $ | 1.7 | $ | 0.2 | $ | 9.8 | |||||||||
Capital expenditures | $ | 5.7 | $ | 1.9 | $ | — | $ | 7.6 | |||||||||
(in millions) | |||||||||||||||||
Nine months ended September 30, 2014 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 3,416.70 | $ | 1,079.50 | $ | — | $ | 4,496.20 | |||||||||
Intersegment | 739 | — | — | 739 | |||||||||||||
Segment revenues | 4,155.70 | 1,079.50 | — | 5,235.20 | |||||||||||||
Elimination of intersegment revenues | — | — | (739.0 | ) | (739.0 | ) | |||||||||||
Total revenues | $ | 4,155.70 | $ | 1,079.50 | $ | (739.0 | ) | $ | 4,496.20 | ||||||||
Income (loss) from operations | $ | 278 | $ | 12.5 | $ | (42.3 | ) | $ | 248.2 | ||||||||
Income (loss) from equity method investment | $ | — | $ | — | $ | — | $ | — | |||||||||
Depreciation and amortization | $ | 25 | $ | 5.2 | $ | 0.6 | $ | 30.8 | |||||||||
Capital expenditures | $ | 26.3 | $ | 7.4 | $ | 0.6 | $ | 34.3 | |||||||||
(in millions) | |||||||||||||||||
Nine months ended September 30, 2013 | Refining | Retail | Other | Total | |||||||||||||
Revenues | |||||||||||||||||
Customer | $ | 2,576.70 | $ | 1,110.40 | $ | — | $ | 3,687.10 | |||||||||
Intersegment | 778.4 | — | — | 778.4 | |||||||||||||
Segment revenues | 3,355.10 | 1,110.40 | — | 4,465.50 | |||||||||||||
Elimination of intersegment revenues | — | — | (778.4 | ) | (778.4 | ) | |||||||||||
Total revenues | $ | 3,355.10 | $ | 1,110.40 | $ | (778.4 | ) | $ | 3,687.10 | ||||||||
Income (loss) from operations | $ | 223.2 | $ | 13 | $ | (23.9 | ) | $ | 212.3 | ||||||||
Income from equity method investment | $ | 7.6 | $ | — | $ | — | $ | 7.6 | |||||||||
Depreciation and amortization | $ | 22.1 | $ | 5.3 | $ | 0.4 | $ | 27.8 | |||||||||
Capital expenditures | $ | 73.6 | $ | 3.2 | $ | 0.1 | $ | 76.9 | |||||||||
Total Assets by Segment | ' | ||||||||||||||||
Total assets by segment were as follows: | |||||||||||||||||
(in millions) | Refining | Retail | Corporate/Other | Total | |||||||||||||
At September 30, 2014 | $ | 1,022.70 | $ | 137 | $ | 129.8 | $ | 1,289.50 | |||||||||
At December 31, 2013 | $ | 875.6 | $ | 138.2 | $ | 104 | $ | 1,117.80 | |||||||||
Reorganization_and_Related_Cos1
Reorganization and Related Costs (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Restructuring and Related Activities [Abstract] | ' | ||||
Schedule of Reorganization Reserve | ' | ||||
(in millions) | Nine Months Ended | ||||
September 30, 2014 | |||||
Reorganization and related costs incurred during period | $ | 12.9 | |||
Less: non-cash equity based awards with accelerated vesting | (4.8 | ) | |||
Cash payments made to severed employees | (7.0 | ) | |||
Ending liability for cash portion of reorganization costs | $ | 1.1 | |||
Description_of_the_Business_an1
Description of the Business and Basis of Presentation - Additional Information (Details) (USD $) | 0 Months Ended | 0 Months Ended | 9 Months Ended | ||||||||
Nov. 12, 2013 | Sep. 30, 2014 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Store | NT InterHoldCo LLC | Western Refining, Inc. | Western Refining, Inc. | Mpl Investments Inc | Minnesota Pipe Line Company | St Paul Park Refining Company | Northern Tier Retail Company | Super America Franchising Company | Northern Tier Energy LLC | ||
Northern Tier Energy GP LLC | bbl | bbl | Company-owned | Franchised | |||||||
Store | Store | ||||||||||
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Membership interest | ' | ' | ' | ' | ' | 17.00% | 17.00% | ' | ' | ' | 100.00% |
Preferred interest by parent | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' |
Crude oil pipeline capacity (in barrels) | ' | ' | ' | ' | ' | ' | 455,000 | ' | ' | ' | ' |
Sale of stock, percentage of ownership after transaction | ' | ' | 100.00% | 38.70% | 100.00% | ' | ' | ' | ' | ' | ' |
Common units owned | ' | ' | ' | 35,622,500 | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, price | ' | ' | ' | $775,000,000 | ' | ' | ' | ' | ' | ' | ' |
Proceeds from transaction | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of barrels of refinery crude oil capacity per stream day | ' | ' | ' | ' | ' | ' | ' | 96,500 | ' | ' | ' |
Number of stores | ' | 247 | ' | ' | ' | ' | ' | ' | 165 | 82 | ' |
Summary_of_Principal_Accountin2
Summary of Principal Accounting Policies - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Store | Segment | ||||
Store | |||||
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Investment in MPLI at cost | $6.80 | ' | $6.80 | ' | $6.80 |
Reportable operating segments | ' | ' | 2 | ' | ' |
Retail operated convenience stores | 247 | ' | 247 | ' | ' |
Required Frequency of the maintenance, minimum | ' | ' | '2 years | ' | ' |
Required Frequency of the maintenance, maximum | ' | ' | '6 years | ' | ' |
Excise taxes | 98.4 | 91.8 | 290.5 | 233.7 | ' |
Derivative gain | 6.8 | 7.6 | 4 | 27 | ' |
Gain (loss) recognized in Cost of sales | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Derivative gain | $6.80 | $0.20 | $4 | $5.50 | ' |
Northern Tier Retail Company | Company-owned | ' | ' | ' | ' | ' |
Summary Of Significant Accounting Policies [Line Items] | ' | ' | ' | ' | ' |
Retail operated convenience stores | 165 | ' | 165 | ' | ' |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | |
Crude Oil | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related party transaction, amounts of transaction | $0 | $6,300,000 |
Refined Product | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related party transaction, amounts of transaction | 2,200,000 | 7,000,000 |
RINs and Rail Car Lease | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related party transaction, amounts of transaction | 100,000 | 100,000 |
shared service [Domain] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related party transaction, amounts of transaction | ' | 300,000 |
Pipeline costs [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related party transaction, amounts of transaction | ' | $200,000 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' | ' | ' |
Effective tax rate | 1.90% | 4.90% | 1.50% | 2.00% |
Combined federal income tax rate and state income tax rate, net of federal benefit | ' | ' | 40.50% | 40.60% |
Inventories_Details
Inventories (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ' | ' |
Crude oil and refinery feedstocks | $118.70 | $29.40 |
Refined products | 164.3 | 106.7 |
Merchandise | 22.4 | 22.6 |
Supplies and sundry items | 16.1 | 14.8 |
Total | $321.50 | $173.50 |
Inventories_Additional_Informa
Inventories - Additional Information (Details) (USD $) | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | |
Inventory Disclosure [Abstract] | ' | ' | ' | ' |
Percentage of LIFO Inventory | ' | ' | 88.00% | 78.00% |
Effect of LIFO Inventory Liquidation on Income | $1,800,000 | $0 | ' | ' |
Equity_Method_Investment_Addit
Equity Method Investment - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Equity Method Investments and Joint Ventures [Abstract] | ' | ' | ' | ' | ' |
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $6.20 | ' | $6.20 | ' | $6.40 |
Common interest in Minnesota Pipe Line | ' | ' | 17.00% | ' | ' |
Carrying value of equity method investment | 82 | ' | 82 | ' | 86.2 |
Distribution received | 2.5 | 2.4 | 3.9 | 8.5 | ' |
Equity Income from Minnesota Pipe Line | $0.90 | $2.40 | $0 | $7.60 | ' |
Property_Plant_and_Equipment_D
Property, Plant and Equipment (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | $575.10 | $544.60 |
Less: accumulated depreciation | 128.3 | 98.4 |
Property, plant and equipment, net | 446.8 | 446.2 |
Land | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | 9 | 9 |
Retail stores and equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | 60.8 | 54.9 |
Retail stores and equipment | Minimum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '2 years | ' |
Retail stores and equipment | Maximum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '22 years | ' |
Refinery and equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | 439.3 | 403.5 |
Refinery and equipment | Minimum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '5 years | ' |
Refinery and equipment | Maximum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '24 years | ' |
Buildings and building improvements | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '25 years | ' |
Gross | 10.3 | 8.9 |
Software | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '5 years | ' |
Gross | 18.8 | 18.6 |
Vehicles | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '5 years | ' |
Gross | 4.6 | 4.7 |
Other equipment | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | 9 | 8.5 |
Other equipment | Minimum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '2 years | ' |
Other equipment | Maximum | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Estimated Useful Lives | '7 years | ' |
Precious Metals | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | 10.2 | 10.2 |
Asset under Construction | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Gross | $13.10 | $26.30 |
Property_Plant_and_Equipment_A
Property, Plant and Equipment - Additional Information (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
In Millions, unless otherwise specified | Capitalized Software | Capitalized Software | Capitalized Software | Capitalized Software | ||
Property, Plant and Equipment [Line Items] | ' | ' | ' | ' | ' | ' |
Gross assets acquired under capital leases | $10.80 | $8.60 | ' | ' | ' | ' |
Accumulated depreciation | 1.6 | 1.2 | ' | ' | ' | ' |
Depreciation expense | ' | ' | $0.90 | $0.90 | $2.80 | $2.70 |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Franchise rights acquisition | $12.40 | $12.40 |
Trademarks acquisition | 21.4 | 21.4 |
Intangible assets | $33.80 | $33.80 |
Derivatives_Additional_Informa
Derivatives - Additional Information (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Derivative [Line Items] | ' | ' |
Derivative liability | $1,100,000 | $0 |
Refined Products Futures And Swaps | ' | ' |
Derivative [Line Items] | ' | ' |
Open commodity derivative instruments (in barrels) | 0 | 0 |
Derivatives_Recognized_Gains_a
Derivatives Recognized Gains and Losses on Derivative (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Gain (loss) on the change in fair value of outstanding derivatives | $0.80 | $6.80 | $1.10 | $46.70 |
Settled derivative gains (losses) | 6 | 0.8 | 2.9 | -19.7 |
Total recognized gain (loss) | 6.8 | 7.6 | 4 | 27 |
Gain (loss) recognized in Cost of sales | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Total recognized gain (loss) | 6.8 | 0.2 | 4 | 5.5 |
Gains recognized in Gains from derivative activities | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Total recognized gain (loss) | $0 | $7.40 | $0 | $21.50 |
Debt_Additional_Information_De
Debt - Additional Information (Details) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | |||||||||||
Sep. 27, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 29, 2014 | Dec. 31, 2013 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 27, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Nov. 08, 2012 | |
Minimum | Maximum | Base Rate Loans [Member] | Base Rate Loans [Member] | Libor Indexed Loans [Member] | Libor Indexed Loans [Member] | Revolving Credit Facility | Asset-based credit facility [Member] | Secured Notes 2020 Issue | Secured Notes 2020 Issue | ||||||
Minimum | Maximum | Minimum | Maximum | ||||||||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt interest rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7.13% |
premium percentage | ' | ' | ' | 105.75% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Unamortized Premium | ' | ' | ' | $4,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from Issuance of Senior Long-term Debt | ' | 79,300,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75,000,000 | ' |
Payments of Debt Issuance Costs | ' | 4,500,000 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | -2,600,000 | -1,900,000 | ' |
Debt principal amount | ' | 354,300,000 | ' | ' | 275,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maturity date of revolving credit facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29-Sep-19 | ' | ' | ' |
Commitment amount | 500,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt, interest rate description | ' | '(a)B an alternative base rate, plus an applicable margin (ranging between 1.00% and 1.50%) or (b)B a LIBOR rate plus applicable margin (ranging between 2.00% and 2.50%). The alternate base rate is the greater of (a)B the prime rate, (b)B the Federal Funds Effective rate plus 50 basis points, or (c)B the one-month LIBOR rate plus 100 basis points and a spread of up to 225 basis points based upon percentage utilization of this facility. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving credit facility, borrowing capacity | ' | 321,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Availability under the revolving credit facility | ' | 282,900,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Outstanding letter of credit | ' | 38,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility outstanding | ' | $0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | ' | ' | ' | 0.50% | 1.00% | 1.50% | 2.00% | ' | ' | ' | ' |
Line of Credit Facility, Commitment Fee Percentage | ' | ' | ' | ' | ' | 0.25% | 0.38% | ' | ' | ' | ' | ' | ' | ' | ' |
Letter of Credit, percentage fee | ' | ' | ' | ' | ' | 1.50% | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' |
Equity_Additional_Information_
Equity - Additional Information (Details) (USD $) | 0 Months Ended | 9 Months Ended | 0 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||
Nov. 12, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Nov. 05, 2014 | Nov. 12, 2013 | Nov. 12, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2013 | Aug. 06, 2014 | 6-May-14 | Feb. 07, 2014 | Nov. 27, 2013 | Aug. 29, 2013 | 30-May-13 | Feb. 28, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 05, 2014 | Nov. 05, 2014 | |
Subsequent Event | Western Refining, Inc. | Western Refining, Inc. | Partners' Capital | Partners' Capital | Partners' Capital | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | ||||
Northern Tier Energy GP LLC | Secondary Public Offering | Secondary Public Offering | Secondary Public Offering | Subsequent Event | ||||||||||||||||
Times | ||||||||||||||||||||
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units | ' | 92,711,821 | 92,100,363 | ' | ' | ' | ' | ' | ' | ' | 93,000,000 | 92,400,000 | 92,200,000 | 92,200,000 | 92,200,000 | 91,900,000 | ' | ' | 93,100,000 | ' |
Number of secondary public offerings | ' | ' | ' | ' | ' | ' | ' | ' | 3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Parent's equity units in registrant sold through public offerings | ' | ' | ' | ' | ' | ' | ' | ' | 37,605,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Formation and offering costs | ' | ' | ' | ' | ' | ' | $600,000 | $1,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Business acquisition, price | ' | ' | ' | ' | 775,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units owned | ' | ' | ' | ' | 35,622,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sale of stock, percentage of ownership after transaction | ' | ' | ' | ' | 38.70% | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from transaction | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of days after the end of the quarter to make cash distributions to units holders | ' | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Quarterly distribution declared to common unitholders | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.53 | $0.77 | $0.41 | $0.31 | $0.68 | $1.23 | $1.27 | $1.71 | $3.49 | ' | $1 |
Distribution declaration date | ' | ' | ' | 4-Nov-14 | ' | ' | ' | ' | ' | 5-Aug-14 | 6-May-14 | 7-Feb-14 | 11-Nov-13 | 13-Aug-13 | 13-May-13 | 11-Feb-13 | ' | ' | ' | ' |
Distribution date of record | ' | ' | ' | 14-Nov-14 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distribution payable date | ' | ' | ' | 25-Nov-14 | ' | ' | ' | ' | ' | 29-Aug-14 | 30-May-14 | 28-Feb-14 | 27-Nov-13 | 29-Aug-13 | 30-May-13 | 28-Feb-13 | ' | ' | ' | ' |
Distribution paid | ' | $158,800,000 | ' | ' | ' | ' | ' | ' | ' | $49,300,000 | $71,600,000 | $37,900,000 | $28,600,000 | $62,700,000 | $113,400,000 | $116,700,000 | $158,800,000 | $321,400,000 | ' | $92,900,000 |
Increase in units issued and outstanding | ' | 611,458 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions_Paid_During_or_P
Distributions Paid During or Pertaining to Available Cash Generated (Details) (USD $) | 9 Months Ended | 0 Months Ended | 9 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 06, 2014 | 6-May-14 | Feb. 07, 2014 | Nov. 27, 2013 | Aug. 29, 2013 | 30-May-13 | Feb. 28, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Aug. 05, 2014 | Nov. 05, 2014 | Nov. 05, 2014 |
Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Cash Distribution | Subsequent Event | Subsequent Event | |||
Cash Distribution | ||||||||||||||
Distribution Made to Limited Partner [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Date Declared | ' | ' | 5-Aug-14 | 6-May-14 | 7-Feb-14 | 11-Nov-13 | 13-Aug-13 | 13-May-13 | 11-Feb-13 | ' | ' | ' | 4-Nov-14 | ' |
Date Paid | ' | ' | 29-Aug-14 | 30-May-14 | 28-Feb-14 | 27-Nov-13 | 29-Aug-13 | 30-May-13 | 28-Feb-13 | ' | ' | ' | 25-Nov-14 | ' |
Common Units and equivalents | 92,711,821 | 92,100,363 | ' | 93,000,000 | 92,400,000 | 92,200,000 | 92,200,000 | 92,200,000 | 91,900,000 | ' | ' | 93,100,000 | ' | ' |
Distributions per common unit and equivalent (in dollars per share) | ' | ' | $0.53 | $0.77 | $0.41 | $0.31 | $0.68 | $1.23 | $1.27 | $1.71 | $3.49 | ' | ' | $1 |
Total Distribution | $158.80 | ' | $49.30 | $71.60 | $37.90 | $28.60 | $62.70 | $113.40 | $116.70 | $158.80 | $321.40 | ' | ' | $92.90 |
Equity_Partners_Capital_Accoun
Equity Partners' Capital Account (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' |
Balance | ' | ' | $401.10 | ' |
Net income | 96.2 | 27.2 | 225.6 | 210.5 |
Distributions | ' | ' | -158.8 | ' |
shared based compensation including restructuring | ' | ' | 12.3 | ' |
Share-based Compensation | 2 | 0.7 | 7.5 | 6.4 |
Amortization of net prior service cost on defined benefit plans | ' | ' | 0.2 | ' |
Balance | 480.4 | ' | 480.4 | ' |
Accumulated Other Comprehensive Income | ' | ' | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' |
Balance | ' | ' | -2 | ' |
Net income | ' | ' | 0 | ' |
Distributions | ' | ' | 0 | ' |
Equity-based compensation expense | ' | ' | 0 | ' |
Amortization of net prior service cost on defined benefit plans | ' | ' | 0.2 | ' |
Balance | -1.8 | ' | -1.8 | ' |
Partners' Capital | ' | ' | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' |
Balance | ' | ' | 403.1 | ' |
Net income | ' | ' | 225.6 | ' |
Distributions | ' | ' | -158.8 | ' |
Equity-based compensation expense | ' | ' | 12.3 | ' |
Amortization of net prior service cost on defined benefit plans | ' | ' | 0 | ' |
Balance | $482.20 | ' | $482.20 | ' |
Computation_of_Basic_and_Dilut
Computation of Basic and Diluted Earnings Per Unit (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Equity [Abstract] | ' | ' | ' | ' |
Net income available to common unitholders | $96.20 | $27.20 | $225.60 | $210.50 |
Less: income allocated to participating securities | -0.4 | 0 | -0.5 | 0 |
Net income attributable to unrestricted common units | $95.80 | $27.20 | $225.10 | $210.50 |
Weighted average unrestricted common units - basic (in shares) | 92,479,124 | 91,915,000 | 92,357,483 | 91,915,000 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 52,321 | 6,616 | 24,624 | 15,721 |
Weighted average unrestricted common units - diluted (in shares) | 92,531,445 | 91,921,616 | 92,382,107 | 91,930,721 |
Basic earnings per unit (in dollars per share) | $1.04 | $0.30 | $2.44 | $2.29 |
Diluted earnings per unit (in dollars per share) | $1.04 | $0.30 | $2.44 | $2.29 |
Assets_and_Liabilities_Carried
Assets and Liabilities Carried at Fair Value Measured on Recurring Basis (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
ASSETS | ' | ' |
Cash and cash equivalents | $106,000,000 | $85,800,000 |
Other current assets | ' | ' |
Derivative asset - current | 900,000 | ' |
Derivative Asset, Noncurrent | 400,000 | ' |
Total Assets | 107,300,000 | 85,800,000 |
Derivative Liability, Current | 200,000 | ' |
Liabilities, Fair Value Disclosure, Recurring | 200,000 | ' |
Quoted prices in active markets (Level 1) | ' | ' |
ASSETS | ' | ' |
Cash and cash equivalents | 106,000,000 | 85,800,000 |
Other current assets | ' | ' |
Derivative asset - current | 0 | ' |
Derivative Asset, Noncurrent | 0 | ' |
Total Assets | 106,000,000 | 85,800,000 |
Derivative Liability, Current | 0 | ' |
Liabilities, Fair Value Disclosure, Recurring | 0 | ' |
Significant other observable inputs (Level 2) | ' | ' |
ASSETS | ' | ' |
Cash and cash equivalents | 0 | 0 |
Other current assets | ' | ' |
Derivative asset - current | 900,000 | ' |
Derivative Asset, Noncurrent | 400,000 | ' |
Total Assets | 1,300,000 | 0 |
Derivative Liability, Current | 200,000 | ' |
Liabilities, Fair Value Disclosure, Recurring | 200,000 | ' |
Unobservable inputs (Level 3) | ' | ' |
ASSETS | ' | ' |
Cash and cash equivalents | 0 | 0 |
Other current assets | ' | ' |
Derivative asset - current | 0 | ' |
Derivative Asset, Noncurrent | 0 | ' |
Total Assets | 0 | 0 |
Derivative Liability, Current | 0 | ' |
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 |
Liabilities, Fair Value Disclosure, Recurring | $0 | ' |
Fair_Value_Measurements_Additi
Fair Value Measurements - Additional Information (Details) (USD $) | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | |
Fair Value, Inputs, Level 3 | Fair Value, Inputs, Level 3 | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' | ' | ' |
Financial and nonfinancial liabilities, fair value disclosure | ' | ' | $0 | $0 |
Transfers between levels | 0 | 0 | ' | ' |
Fair value adjustment to assets | $0 | $0 | ' | ' |
Fair_Value_of_Secured_Notes_De
Fair Value of Secured Notes (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Secured Notes, Carrying Amount | $354,300,000 | $275,000,000 |
Secured Notes 2020 Issue | ' | ' |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ' | ' |
Secured Notes, Carrying Amount | 354,300,000 | 275,000,000 |
Secured Notes, Fair Value | $370,100,000 | $291,100,000 |
Changes_in_Asset_Retirement_Ob
Changes in Asset Retirement Obligations (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ' | ' |
Asset retirement obligation balance at beginning of period | $2.20 | $1.90 |
Costs incurred to remediate | -0.2 | -0.1 |
Accretion expense | 0.2 | 0.1 |
Asset retirement obligation balance at end of period | $2.20 | $1.90 |
EquityBased_Compensation_Addit
Equity-Based Compensation - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | 9 Months Ended | 9 Months Ended | |||||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | Jan. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Partners' Capital | LTIP | NT Investor Plan | NT Investor Plan | Restricted Stock | Restricted Stock | LTIP | LTIP | Minimum | Minimum | Maximum | Maximum | ||||||
Secondary Public Offering | Restricted Stock | LTIP | Restricted Stock | LTIP | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity-based compensation expense | $2 | $0.70 | $7.50 | $6.40 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
shared based compensation including restructuring | ' | ' | 12.3 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units reserved for issuance | ' | ' | ' | ' | ' | ' | 8,000,000 | 29,000,000 | ' | ' | ' | 8,000,000 | ' | ' | ' | ' | ' |
Restricted stock units outstanding | 700,000 | ' | 700,000 | ' | ' | ' | 340,900 | ' | ' | 401,300 | 306,600 | 340,900 | 0 | ' | ' | ' | ' |
Dividends Payable | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.4 | ' | ' | ' | ' | ' |
Expected forfeiture rate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5.00% | 30.00% | 20.00% |
Equity based compensation related to reorganization | ' | ' | 4.8 | 0 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total unrecognized compensation cost | ' | ' | ' | ' | ' | ' | 13.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum percentage of the grant date equity fair value that the awards shall be priced at | ' | ' | ' | ' | ' | ' | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Vesting period | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Profit interest expire period (Years) | ' | ' | ' | ' | ' | ' | ' | '10 years | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common stock issued | 92,711,821 | ' | 92,711,821 | ' | 92,100,363 | 10,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Equity based compensation recognized due to accelerated vesting event | ' | ' | ' | ' | ' | ' | ' | ' | $5.30 | ' | ' | ' | ' | ' | ' | ' | ' |
Summary_of_LTIP_Unit_Activity_
Summary of LTIP Unit Activity (Details) (USD $) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2014 | Dec. 31, 2013 | |
Number of LTIP units | ' | ' |
Number of LTIP units, outstanding ending balance | 700,000 | ' |
Restricted Stock | ' | ' |
Number of LTIP units | ' | ' |
Number of LTIP units, outstanding beginning balance | 306,600 | ' |
Number of LTIP units, Awarded | 486,900 | ' |
Number of LTIP units, Cancelled | -7,200 | ' |
Number of LTIP units, Vested | -385,000 | ' |
Number of LTIP units, outstanding ending balance | 401,300 | 306,600 |
Weighted Average Grant Date Price | ' | ' |
Weighted Average Grant Date Price outstanding (in dollars per share) | $27.02 | ' |
Weighted Average Grant Date Price awarded (in dollars per share) | $24.31 | ' |
Weighted Average Grant Date Price Cancelled (in dollars per share) | $25.21 | ' |
Weighted Average Grant Date Price Vested (in dollars per share) | $26.03 | ' |
Weighted Average Grant Date Price outstanding (in dollars per share) | $24.71 | $27.02 |
Weighted Average Term Until Maturity | ' | ' |
Weighted Average Term Until Maturity Awarded | '2 years | ' |
Weighted Average Term Until Maturity Cancelled | '2 years 9 months 18 days | ' |
Weighted Average Term Until Maturity | '2 years 1 month 6 days | '2 years 10 months 24 days |
LTIP | ' | ' |
Number of LTIP units | ' | ' |
Number of LTIP units, outstanding beginning balance | 0 | ' |
Number of LTIP units, Awarded | 351,500 | ' |
Number of LTIP units, Cancelled | -9,700 | ' |
Number of LTIP units, Vested | -900 | ' |
Number of LTIP units, outstanding ending balance | 340,900 | ' |
Weighted Average Grant Date Price | ' | ' |
Weighted Average Grant Date Price outstanding (in dollars per share) | $0 | ' |
Weighted Average Grant Date Price awarded (in dollars per share) | $26.99 | ' |
Weighted Average Grant Date Price Cancelled (in dollars per share) | $27.01 | ' |
Weighted Average Grant Date Price Vested (in dollars per share) | $27.01 | ' |
Weighted Average Grant Date Price outstanding (in dollars per share) | $26.99 | ' |
Weighted Average Term Until Maturity | ' | ' |
Weighted Average Term Until Maturity Awarded | '2 years 8 months 12 days | ' |
Weighted Average Term Until Maturity Cancelled | '2 years 8 months 12 days | ' |
Weighted Average Term Until Maturity | '2 years 3 months 18 days | ' |
Employee_Benefit_Plans_Additio
Employee Benefit Plans - Additional Information (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Cash Balance Plan | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Employers contribution | ' | ' | 5.00% | ' |
US treasury bond maturity term used to determine employer contributions | ' | ' | '30 years | ' |
Participants full vested period | ' | ' | '3 years | ' |
Defined Benefit Plan, Net Periodic Benefit Cost | $0.60 | $0.50 | $1.70 | $1.50 |
Retiree Medical Plan | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Participants full vested period | ' | ' | '10 years | ' |
Defined Benefit Plan, Net Periodic Benefit Cost | $0.10 | $0.20 | $0.40 | $0.50 |
Retiree Medical Plan | Minimum | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Health care benefit plan for employees, age limit | ' | ' | '55 years | ' |
Retiree Medical Plan | Maximum | ' | ' | ' | ' |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ' | ' | ' | ' |
Health care benefit plan for employees, age limit | ' | ' | '65 years | ' |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Net cash from operating activities included: | ' | ' |
Interest paid | $10.10 | $14.10 |
Income taxes paid | 2.4 | 2 |
Noncash investing and financing activities include: | ' | ' |
Capital expenditures included in accounts payable | 3.5 | 2.7 |
Property Plant And Equipment Recognized Additions Resulting From Capital Lease | $1.70 | $0 |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Dec. 31, 2013 |
Commitments and Contingencies Disclosure [Line Items] | ' | ' |
Liabilities for remediation | $3 | $1.50 |
Period of remediation liabilities | '25 years | ' |
Accrual for Environmental Loss Contingencies, Gross | 3.8 | ' |
Accrual for Environmental Loss Contingencies, Discount Rate | 3.14% | ' |
Receivables for recoverable costs | $0.10 | $0.10 |
Super America Franchising Company | ' | ' |
Commitments and Contingencies Disclosure [Line Items] | ' | ' |
Period for license agreements | '10 years | ' |
Segment_Information_Additional
Segment Information - Additional Information (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Segment | |
Store | |
Segment Reporting Information [Line Items] | ' |
Reportable operating segments | 2 |
Number of convenience stores | 247 |
Company-owned | Northern Tier Retail Company | ' |
Segment Reporting Information [Line Items] | ' |
Number of convenience stores | 165 |
Operating_Results_for_Operatin
Operating Results for Operating Segments (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Revenues | ' | ' | ' | ' |
Revenues | $1,547.40 | $1,440.90 | $4,496.20 | $3,687.10 |
Operating Income (Loss) | 104.8 | 27.5 | 248.2 | 212.3 |
Loss from equity method investment | 0.9 | ' | 0 | ' |
Depreciation and amortization | 10.7 | 9.8 | 30.8 | 27.8 |
Capital expenditures | 9.2 | 7.6 | 34.3 | 76.9 |
Income from equity method investment | 0.9 | 2.4 | 0 | 7.6 |
Elimination of intersegment revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 251.5 | 269.8 | 739 | 778.4 |
Total revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 1,547.40 | 1,440.90 | 4,496.20 | 3,687.10 |
Refining | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 1,173.90 | 1,051.90 | 3,416.70 | 2,576.70 |
Operating Income (Loss) | 107.4 | 28 | 278 | 223.2 |
Loss from equity method investment | 0.9 | ' | 0 | ' |
Depreciation and amortization | 8.7 | 7.9 | 25 | 22.1 |
Capital expenditures | 5.6 | 5.7 | 26.3 | 73.6 |
Income from equity method investment | ' | 2.4 | ' | 7.6 |
Refining | Elimination of intersegment revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 251.5 | 269.8 | 739 | 778.4 |
Refining | Total revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 1,425.40 | 1,321.70 | 4,155.70 | 3,355.10 |
Retail | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 373.5 | 389 | 1,079.50 | 1,110.40 |
Operating Income (Loss) | 5.8 | 4.4 | 12.5 | 13 |
Loss from equity method investment | 0 | ' | 0 | ' |
Depreciation and amortization | 1.8 | 1.7 | 5.2 | 5.3 |
Capital expenditures | 3.1 | 1.9 | 7.4 | 3.2 |
Income from equity method investment | ' | 0 | ' | 0 |
Retail | Total revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 373.5 | 389 | 1,079.50 | 1,110.40 |
Other | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | 0 | 0 | 0 | 0 |
Operating Income (Loss) | -8.4 | -4.9 | -42.3 | -23.9 |
Loss from equity method investment | 0 | ' | 0 | ' |
Depreciation and amortization | 0.2 | 0.2 | 0.6 | 0.4 |
Capital expenditures | 0.5 | 0 | 0.6 | 0.1 |
Income from equity method investment | ' | 0 | ' | 0 |
Other | Elimination of intersegment revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | -251.5 | -269.8 | -739 | -778.4 |
Other | Total revenues | ' | ' | ' | ' |
Revenues | ' | ' | ' | ' |
Revenues | ($251.50) | ($269.80) | ($739) | ($778.40) |
Total_Assets_by_Segment_Detail
Total Assets by Segment (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Segment Reporting Information [Line Items] | ' | ' |
Total Assets | $1,289.50 | $1,117.80 |
Refining | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total Assets | 1,022.70 | 875.6 |
Retail | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total Assets | 137 | 138.2 |
Corporate/Other | ' | ' |
Segment Reporting Information [Line Items] | ' | ' |
Total Assets | $129.80 | $104 |
Reorganization_and_Related_Cos2
Reorganization and Related Costs (Details) (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Reorganization and related costs incurred during period | $12.90 | ' |
Less: non-cash equity based awards with accelerated vesting | -4.8 | 0 |
Ending liability for cash portion of reorganization costs | 1.1 | ' |
Employee Severance | ' | ' |
Restructuring Cost and Reserve [Line Items] | ' | ' |
Cash payments made to severed employees | ($7) | ' |