Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 04, 2015 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | NTI | |
Entity Registrant Name | Northern Tier Energy LP | |
Entity Central Index Key | 1,533,454 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 92,833,486 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 127.9 | $ 87.9 |
Receivables, less allowance for doubtful accounts | 263.1 | 236 |
Inventories | 312.1 | 252.1 |
Other current assets | 18.6 | 15.2 |
Total current assets | 721.7 | 591.2 |
NON-CURRENT ASSETS | ||
Equity method investment | 82.6 | 80.7 |
Property, plant and equipment, net | 443.1 | 445.8 |
Intangible assets | 33.8 | 33.8 |
Other assets | 27.4 | 28.9 |
Total Assets | 1,308.6 | 1,180.4 |
CURRENT LIABILITIES | ||
Accounts payable | 369.7 | 334.3 |
Accrued liabilities | 49.2 | 52.6 |
Total current liabilities | 418.9 | 386.9 |
NON-CURRENT LIABILITIES | ||
Long-term debt | 353.9 | 354.2 |
Lease financing obligation | 6.8 | 8.6 |
Other liabilities | 26.3 | 27 |
Total liabilities | $ 805.9 | $ 776.7 |
Commitments and contingencies | ||
EQUITY | ||
Accumulated other comprehensive loss | $ (3.1) | $ (3.2) |
Partners' capital (92,832,210 and 92,712,744 units issued and outstanding at June 30, 2015 and December 31, 2014, respectively) | 505.8 | 406.9 |
Total equity | 502.7 | 403.7 |
Total Liabilities and Equity | $ 1,308.6 | $ 1,180.4 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Jun. 30, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Partners' capital, units issued | 92,832,210 | 92,712,744 |
Partners' capital, units outstanding | 92,832,210 | 92,712,744 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Statement [Abstract] | ||||
Revenues | $ 959.8 | $ 1,602.5 | $ 1,753.6 | $ 2,948.8 |
COSTS, EXPENSES AND OTHER | ||||
Cost of sales | 714.6 | 1,432 | 1,291.1 | 2,588.3 |
Direct operating expenses | 76.3 | 65.4 | 145.6 | 131.8 |
Turnaround and related expenses | 1.2 | 0.9 | 1.6 | 1.4 |
Depreciation and amortization | 10.8 | 10.2 | 21.6 | 20.1 |
Selling, general and administrative | 22.2 | 22.7 | 42.4 | 49.7 |
Reorganization and related costs | 0 | 3.5 | 0 | 12.9 |
Income from equity method investment | (4.2) | 2.4 | (7.8) | 0.9 |
Other (gain) loss, net | (0.4) | (0.2) | 0.3 | 0.3 |
Operating Income | 139.3 | 65.6 | 258.8 | 143.4 |
Interest expense, net | (7.5) | (6.2) | (15) | (12.4) |
INCOME BEFORE INCOME TAXES | 131.8 | 59.4 | 243.8 | 131 |
Income tax provision | (2.9) | (1.5) | (3.7) | (1.6) |
NET INCOME | 128.9 | 57.9 | 240.1 | 129.4 |
Other comprehensive income, net of tax | 0.1 | 0 | 0.1 | 0.1 |
COMPREHENSIVE INCOME | $ 129 | $ 57.9 | $ 240.2 | $ 129.5 |
Weighted average number of units outstanding: | ||||
Basic (in shares) | 92,500,750 | 92,427,069 | 92,479,790 | 92,296,346 |
Diluted (in shares) | 92,779,679 | 92,454,923 | 92,707,738 | 92,306,861 |
Earnings per common unit, basic (in dollars per share) | $ 1.39 | $ 0.62 | $ 2.59 | $ 1.40 |
Earnings per common unit, diluted (in dollars per share) | 1.39 | 0.62 | 2.58 | 1.40 |
Distribution Made to Limited Partner, Distributions Declared, Per Unit | $ 1.08 | $ 0.77 | $ 1.57 | $ 1.18 |
Excise and Sales Taxes | $ 107 | $ 103.2 | $ 203 | $ 192.1 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 240.1 | $ 129.4 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 21.6 | 20.1 |
Non-cash interest expense | 1.1 | 1.2 |
Equity-based compensation expense | 5.5 | 10.3 |
Gain from the change in fair value of outstanding derivatives | (1.6) | (0.3) |
Income (Loss) from Equity Method Investments | (2) | 0.9 |
Change in lower of cost or market inventory adjustment | (49) | 0 |
Changes in assets and liabilities, net: | ||
Accounts receivable | (28.2) | (59.6) |
Inventories | (11) | (25.7) |
Other current assets | (2.9) | 6 |
Accounts payable and accrued expenses | 29.4 | 70.3 |
Other, net | 0.2 | 1.7 |
Net cash provided by operating activities | 203.2 | 154.3 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (17.7) | (25.1) |
Proceeds from Equity Method Investment, Dividends or Distributions, Return of Capital | 0 | 1.4 |
Net cash used in investing activities | (17.7) | (23.7) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Equity distributions | (145.5) | (109.5) |
Net cash used in financing activities | (145.5) | (109.5) |
CASH AND CASH EQUIVALENTS | ||
Change in cash and cash equivalents | 40 | 21.1 |
Cash and cash equivalents at beginning of period | 87.9 | 85.8 |
Cash and cash equivalents at end of period | $ 127.9 | $ 106.9 |
Description of the Business and
Description of the Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
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 logisitics 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 owns 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 465,000 barrel per day (“bpd”) crude oil pipeline in Minnesota (see Note 6 ). 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. Western Refining, Inc. (“Western Refining”) indirectly owns 100% of Northern Tier Energy GP LLC ("NTE GP"), the general partner of NTE LP, and 35,622,500 common units, or 38.4% , of NTE LP at June 30, 2015 . The remaining balance of the NTE LP units are publicly traded. As of June 30, 2015 , the St. Paul Park refinery owned by SPPR, which is located in St. Paul Park, Minnesota, had total crude oil throughput capacity of 97,800 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 June 30, 2015 , NTR operated 165 convenience stores under the SuperAmerica brand and SAF supported 99 franchised stores which also utilize the SuperAmerica brand. These 264 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 condensed 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 six months ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 , or for any other period. The condensed consolidated balance sheet at December 31, 2014 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 condensed consolidated financial statements should be read in conjunction with the Company’s 2014 Annual Report on Form 10-K. |
Summary of Principal Accounting
Summary of Principal Accounting Policies | 6 Months Ended |
Jun. 30, 2015 | |
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 2014 Annual Report on Form 10-K, 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, including SPPR, NTRH and NTOT. All intercompany accounts have been eliminated in these condensed 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 operating 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 June 30, 2015 and December 31, 2014 , and is included in other noncurrent assets within the condensed 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 condensed 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 – comprised of 165 Company operated convenience stores and 99 franchisee operated convenience stores as of June 30, 2015 , primarily in Minnesota and Wisconsin. The retail segment also includes the operation of NTB. Inventories Crude oil, refined product and other feedstock and blendstock inventories are carried at the lower of cost or market ("LCM"). Cost is determined principally under the last-in, first-out (“LIFO”) valuation method to reflect a better matching of costs and revenues for refining inventories. Costs include both direct and indirect expenditures incurred in bringing an item or product to its existing condition and location. Ending inventory costs in excess of market value are written down to net realizable market values and charged to cost of sales in the period recorded. In subsequent periods, a new LCM determination is made based upon current circumstances relative to the original LCM reserve that was established in fourth quarter 2014. The Company has LIFO pools for crude oil and other feedstocks and for refined products in its Refining segment and a LIFO pool for refined products inventory held by the retail stores in its Retail segment. Retail merchandise inventory is valued using the average cost method. 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 condensed consolidated statements of operations and comprehensive income. 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, 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 due to fluctuations in crude oil, refined products, and natural gas prices. The timing of certain commodity purchases and sales also subject the Company to earnings and cash flow volatility. To manage these risks, the Company may use derivative instruments associated with the purchase or sale of crude oil, refined products, and natural gas to hedge volatility in our refining and operating margins. The Company may use futures, options, and swaps contracts to manage price risks associated with inventory quantities above or below target levels. Crack spread futures and swaps contracts may also be used to hedge the volatility of refining margins. All derivative instruments, except for those that meet the normal purchase and normal sales exception, are recorded in the condensed consolidated balance sheets at fair value and are classified depending on the maturity date of the underlying contracts. Changes in the fair value of the Company's contracts are accounted for by marking them to market and recognizing any resulting gains or losses in the condensed consolidated statements of operations and comprehensive income. Gains and losses from derivative activity specific to managing price risk on inventory quantities both above and below target levels are included within cost of sales. Derivative gains and losses are reported as operating activities within the condensed consolidated statements of cash flows. The Company enters into crude oil forward contracts to facilitate the supply of crude oil to the refinery. These contracts may qualify for the normal purchases and normal sales exception because the Company physically receives and delivers the crude oil under the contracts and when the Company enters into these contracts, the quantities are expected to be used or sold over a reasonable period of time in the normal course of business. These transactions are reflected in the period that delivery of the crude oil takes place. When forward contracts do not qualify for the normal purchases and sales exception, the contracts are marked to market each period through the settlement date, which is generally no longer than one to three months. 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 its 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 liabilities when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in other current assets when the amount of RINs earned and purchased is greater than the RINs liability. The EPA has not established the final renewable blending volume levels for 2014 and 2015. To the extent the Company is unable to blend at the rate necessary to satisfy the EPA mandated volume, the Company will purchase RINs. The purchase price for RINs is volatile and may vary significantly from period to period. Historically, the cost of purchased RINs has not had a significant impact upon the Company's operating results. The Company anticipates 2014 and 2015 will be consistent with this history. Revenue Recognition Revenues are recognized when products are shipped or services are provided to customers, title is transferred, the sales price is fixed or determinable and collectability is reasonably assured. Revenues are recorded net of discounts granted to customers. Shipping and other transportation costs billed to customers are presented on a gross basis in revenues and cost of sales. Nonmonetary product exchanges and certain buy/sell crude oil transactions, which are entered into in contemplation one with another, are included on a net cost basis in cost of sales. The Company also enters into agreements to purchase and sell crude oil to third parties and certain of these activities are recorded on a gross basis. Prior to October 1, 2014, the Company maintained a crude oil supply and logistics agreement with J.P. Morgan Commodities Canada Corporation (“JPM CCC”) pursuant to which JPM CCC assisted the Company in the purchase of substantially all of its crude oil needs for the refinery. As discussed in Note 5 , JPM CCC and the Company mutually agreed to terminate this agreement. In the fourth quarter of 2014, subsequent to the termination of this agreement, the Company significantly increased its crude procurement activities and related exchange and buy/sell activity to manage the volumes, grade, timing, and locations of such crude. Such activities are similar to the buy/sell crude oil transactions noted above and are recorded net in cost of sales. Cost of Sales Cost of sales in the condensed 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 condensed consolidated statements of operations and comprehensive income in the depreciation and amortization and direct operating expenses line items, respectively. Excise Taxes The Company is required by various governmental authorities, including federal and state, to collect and remit taxes on certain products. Such taxes are presented on a gross basis in revenue and cost of sales in the condensed consolidated statements of operations and comprehensive income. These taxes totaled $107.0 million and $103.2 million for the three months ended June 30, 2015 and 2014 , respectively, and $203.0 million and $192.1 million for the six months ended June 30, 2015 and 2014 , respectively. Reclassification A reclassification has been made to the prior-year financial information in order to conform to the Company’s current presentation. Income from the Company's equity method investment in MPL has been reclassified from Other (gain) loss, net to a separate line titled income from equity method investment. The amount of this reclassification were losses of $2.4 million and $0.9 million for the three and six months ended June 30, 2014 , respectively. Accounting Developments In January 2015, the FASB issued ASU 2015-01, Income Statement - Extraordinary and Unusual Items , which eliminates the concept of extraordinary items from GAAP, which required certain classification and presentation of extraordinary items in the income statement and disclosures. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. A reporting entity may also apply the amendments retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company adopted this guidance on January 1, 2015. The adoption of this guidance did not impact our condensed consolidated financial statements and disclosures. On February 18, 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , which amends the consolidation requirements in ASC 810 and significantly changes the consolidation analysis required under GAAP. Among other changes, the standards update results in limited partnerships being treated as variable interest entities ("VIEs"), unless the limited partners have either substantive kick-out or participating rights. The ASU also changes the effect that fees paid to a decision maker or service provider have on the consolidation analysis. The guidance in the ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted provided the guidance is applied as of the beginning of the annual period containing the adoption date. The Company believes the adoption of this guidance will not have a material effect on our condensed consolidated financial statements and disclosures. On April 7, 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , which requires debt issuance costs related directly to notes payable be deducted from the face amount of that note and the amortization of such costs be classified as interest expense. This guidance is effective for fiscal years beginning after December 15, 2015, and interim periods beginning after December 15, 2016, with early adoption permitted. Upon adoption, an entity must retrospectively apply the guidance. The Company believes the adoption of this ASU will result in the reclassification of the deferred financing costs associated with our 2020 Secured Notes (see Note 10 ) from other assets to long-term debt. The unamortized amount of these deferred financing costs were $6.7 million and $7.3 million at June 30, 2015 and December 31, 2014 , respectively. 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 our financial statements in the annual period beginning after December 15, 2017. Under this proposal, early adoption will be allowed, but not earlier than the original effective date. The Company is evaluating the effect of adopting this new accounting guidance. The Company does not expect adoption will have a material impact on the Company's results of operations, cash flows or financial position. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS As described in Note 1 , Western Refining owned 35,622,500 common units, or 38.4% , of NTE LP as well as 100% of NT InterHoldCo LLC, which owned 100% of NTE GP, the general partner of NTE LP, as of June 30, 2015 . The Company has engaged in several types of transactions with Western Refining including crude and feedstock purchases, asphalt purchases, and railcar leases. Additionally, the Company is party to a shared services agreement with Western Refining whereby the Company receives administrative support services. The shared services agreement was effective as of September 1, 2014, and was approved by the Conflicts Committee of the board of directors of NTE LP's general partner. These services include assistance with treasury, risk management and commercial operations, environmental compliance, information technology support and legal. MPL is also a related party of the Company. Prior to September 30, 2014, the Company had a crude oil supply and logistics agreement with a third party and therefore had no direct supply transactions with MPL prior to that date. Beginning on September 30, 2014, the Company began paying MPL for transportation services at published tariff rates. Additionally, the Company owns a 17% interest in MPL (see Note 6 ) and generally receives quarterly cash distributions related to this investment. The Company engaged in the following related party transactions with unconsolidated affiliates for the three and six months ended June 30, 2015 and 2014 : Three Months Ended Six Months Ended (in millions) Location in Statement of Operations and Comprehensive Income June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Western Refining: Crude and feedstock purchases Cost of sales $ — $ — $ — $ 6.3 Asphalt sales Revenue 15.5 3.8 27.8 4.8 Feedstock sales Revenue 0.5 — 0.5 — Railcar lease sales Revenue 0.2 — 0.2 0.1 Shared services purchases Selling, general and administrative expenses 0.9 — 1.6 — Minnesota Pipeline Company: Pipeline transportation purchases Cost of sales 14.7 — 27.4 — Equity distributions Equity method investment 2.1 1.4 5.8 1.4 The Company had the following outstanding receivables and payables with non-consolidated related parties at June 30, 2015 and December 31, 2014 : (in millions) Balance Sheet Location June 30, 2015 December 31, 2014 Net receivable (payable) with related party: Western Refining Receivables, less allowance for doubtful accounts $ 5.8 $ 5.1 Minnesota Pipeline Company Accounts payable (2.7 ) (2.1 ) |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES NTE LP is treated as a partnership 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 June 30, 2015 and 2014 was 2.2% and 2.5% , respectively. For the six months ended June 30, 2015 and 2014 , the effective tax rate was 1.5% and 1.2% , respectively. For the six months ended June 30, 2015 and 2014 , the Company's consolidated federal and state expected statutory tax rates were 41.7% and 41.5% , respectively. The Company's effective tax rate for the six months ended June 30, 2015 and 2014 was lower than the statutory rate primarily due to the fact that only the retail operations of the Company are taxable entities. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | INVENTORIES June 30, December 31, (in millions) 2015 2014 Crude oil and refinery feedstocks $ 139.6 $ 137.5 Refined products 153.9 150.0 Merchandise 24.0 22.3 Supplies and sundry items 19.2 15.9 336.7 325.7 Lower of cost or market inventory reserve (24.6 ) (73.6 ) Total $ 312.1 $ 252.1 Inventories accounted for under the LIFO method comprised 87% and 88% of the total inventory value at June 30, 2015 and December 31, 2014 , respectively. Historically, the Company maintained a crude oil supply and logistics agreement with JPM CCC (the "Crude Intermediation Agreement") pursuant to which JPM CCC assisted the Company in the purchase of the crude oil for its storage tanks at Cottage Grove, Minnesota, which are approximately two miles from the refinery. Upon delivery of the crude oil to the Company, the Company paid JPM CCC the price of the crude oil plus certain agreed-upon fees and expenses. JPMorgan Chase & Co. announced its intention to sell the physical portions of its commodities business (which included JPM CCC) to a third party during the fourth quarter of 2014. In advance of this sale, JPM CCC and the Company mutually agreed to terminate the Crude Intermediation Agreement. This resulted in the Company's acquisition of approximately 1.2 million barrels of crude oil inventory from JPM CCC as of September 30, 2014. This purchase of crude oil from JPM CCC in September 2014 resulted in an additional layer of inventory subject to the LIFO valuation method. Since the third quarter of 2014, market prices of crude oil and refined products have decreased significantly. As a result, the Company reduced the carrying value of its crude oil and refined products inventory at June 30, 2015 and December 31, 2014 by $24.6 million and $73.6 million , respectively, in order to state the value at market prices, which were lower than the Company's LIFO cost. |
Equity Method Investment
Equity Method Investment | 6 Months Ended |
Jun. 30, 2015 | |
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 $82.6 million and $80.7 million at June 30, 2015 and December 31, 2014 , respectively. As of June 30, 2015 and December 31, 2014 , the carrying amount of the equity method investment was $6.1 million higher and $6.2 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 $2.1 million and $1.4 million in distributions from MPL in the three months ended June 30, 2015 and 2014 , respectively. For the six months ended June 30, 2015 and 2014 , respectively, the Company recorded $5.8 million and $1.4 million in distributions from MPL. Equity (income) loss from MPL was $(4.2) million and $2.4 million for the three months ended June 30, 2015 and 2014 , respectively, and $(7.8) million and $0.9 million for the six months ended June 30, 2015 and 2014 , respectively. |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, December 31, (in millions) Useful Lives 2015 2014 Land $ 9.0 $ 9.0 Retail stores and equipment 2 - 22 years 65.9 65.7 Refinery and equipment 5 - 24 years 449.9 444.6 Buildings and building improvements 25 years 10.1 10.2 Software 5 years 18.9 18.8 Vehicles 5 years 4.8 4.7 Other equipment 2 - 7 years 9.8 9.1 Precious metals 10.2 10.2 Assets under construction 23.9 12.6 602.5 584.9 Less: Accumulated depreciation (159.4 ) (139.1 ) Property, plant and equipment, net $ 443.1 $ 445.8 PP&E includes gross assets acquired under capital leases of $8.8 million and $10.8 million at June 30, 2015 and December 31, 2014 , respectively, with related accumulated depreciation of $1.8 million and $1.7 million , respectively. The Company had depreciation expense related to capitalized software of $0.9 million for both the three months ended June 30, 2015 and 2014 , and $1.8 million for both the six months ended June 30, 2015 and 2014 . |
Intangible Assets
Intangible Assets | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015 and December 31, 2014 . At both June 30, 2015 and December 31, 2014 , 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 are not amortized, but rather are tested for impairment annually or when events or changes in circumstances indicate that the fair value of the intangible asset has been reduced below carrying value. Based on the testing performed as of June 30, 2015 , the Company has concluded that no impairment is present at this time. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives | DERIVATIVES The Company is exposed to market risks related to the volatility in the price of crude oil, refined products (primarily gasoline and distillate), and natural gas used in its operations. To reduce the impact of price volatility on its results of operations and cash flows, the Company uses commodity derivative instruments, including forwards, futures, swaps, and options. The Company uses the futures markets for the available liquidity, which provides greater flexibility in transacting in these instruments. The Company uses swaps primarily to manage its price and margin exposure. The positions in commodity derivative instruments are monitored and managed on a daily basis by a risk control group to ensure compliance with the Company's stated commercial risk management policy. The Company considers these transactions economic hedges of market risk but has elected not to designate these instruments as hedges for financial reporting purposes. The Company recognizes all derivative instruments, except for those that qualify for the normal purchase and normal sales exception, as either assets or liabilities at fair value on the condensed consolidated balance sheets and any related net gain or loss is recorded as a gain or loss in the condensed consolidated statements of operations and comprehensive income. 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. Risk Management Activities by Type of Risk The Company periodically use futures and swaps contracts to manage price risks associated with inventory quantities both above and below target levels. The Company also periodically uses crack spread futures and swaps contracts to manage refining margins. Under the Company's risk mitigation strategy, it 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 objective of the Company's economic hedges pertaining to crude oil and refined products is to hedge price volatility in certain refining inventories and firm commitments to purchase crude oil inventories. The level of activity for the Company's economic hedges is based on the level of operating inventories, and generally represents the amount by which inventories differ from established target inventory levels. The objective of the Company's economic hedges pertaining to natural gas is to lock in the price for a portion of the Company's forecasted natural gas requirements at existing market prices that are deemed favorable. At June 30, 2015 and December 31, 2014 , the Company had open commodity derivative instruments as follows: June 30, 2015 December 31, 2014 Crude oil and refined products (thousands of barrels): Futures - long 35 60 Futures - short 432 184 Swaps 900 — Forwards - long 3,377 3,868 Forwards - short 2,454 924 Natural gas (thousands of MMBTUs): Swaps 2,642 3,424 The information below presents the notional volume of outstanding contracts by type of instrument and year of maturity at June 30, 2015 : Notional Contract Volumes by Year of Maturity 2015 2016 Crude oil and refined products (thousands of barrels): Futures - long 35 — Futures - short 432 — Swaps 900 — Forwards - long 3,377 — Forwards - short 2,454 — Natural gas (thousands of MMBTUs): Swaps 1,814 828 Fair Value of Derivative Instruments The following tables provide information about the fair values of the Company's derivative instruments as of June 30, 2015 and December 31, 2014 and the line items in the condensed consolidated balance sheets in which the fair values are reflected. See Note 12 for additional information related to the fair values of derivative instruments. We are required to post margin collateral with a counterparty in support of our hedging activities. Funds posted as collateral were $2.3 million and $0.6 million as of June 30, 2015 and December 31, 2014 . The margin collateral posted is required by counterparties and cannot be offset against the fair value of open contracts except in the event of default. The Company nets fair value amounts recognized for multiple similar derivative contracts executed with the same counterparty under master netting arrangements, including cash collateral assets and obligations. The tables below, however, are presented on a gross asset and gross liability basis. June 30, 2015 (in millions) Balance Sheet Location Assets Liabilities Commodity instruments: Swaps Accrued liabilities $ 0.1 $ 1.2 Swaps Other liabilities — 0.4 Futures Accrued liabilities 1.9 2.0 Forwards Other current assets 2.2 — Forwards Accrued liabilities — 1.8 Total $ 4.2 $ 5.4 December 31, 2014 (in millions) Balance Sheet Location Assets Liabilities Commodity instruments: Swaps Other current assets $ 1.3 $ — Swaps Accrued liabilities — 2.9 Swaps Other liabilities — 0.4 Futures Other current assets 0.4 — Futures Accrued liabilities — 1.2 Total $ 1.7 $ 4.5 Effect of Hedging Instruments on Income All derivative contracts are marked to market at period end and the resulting gains and losses are recognized in earnings. The following tables provide information about the gain or loss recognized in income on the Company's derivative instruments and the line items in the financial statements in which such gains and losses are reflected. Recognized gains and losses on derivatives were as follows: Three Months Ended Six Months Ended (in millions) June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Gain (loss) on the change in fair value of outstanding derivatives $ 0.5 $ 0.5 $ 1.6 $ 0.3 Settled derivative gains (losses) (2.9 ) (2.4 ) (2.8 ) (3.1 ) Total recognized gain (loss) $ (2.4 ) $ (1.9 ) $ (1.2 ) $ (2.8 ) Gain (loss) recognized in cost of sales $ (1.5 ) $ (1.9 ) $ (0.1 ) $ (2.8 ) Gain (loss) recognized in operating expenses (0.9 ) — (1.1 ) — Total recognized net gain (loss) on derivatives $ (2.4 ) $ (1.9 ) $ (1.2 ) $ (2.8 ) Market and Counterparty Risk The Company is exposed to credit risk in the event of nonperformance by our counterparties on its risk mitigating arrangements. The counterparties are large financial institutions with credit ratings of at least A- by Standard and Poor’s and A3 by Moody’s. In the event of default, the Company may be subject to losses on a derivative instrument’s mark-to-market gains. The Company does not expect nonperformance of the counterparties involved in its risk mitigation arrangements. |
Debt
Debt | 6 Months Ended |
Jun. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | DEBT ABL Facility On September 29, 2014, NTE LLC and its subsidiaries entered into an amended and restated asset-based ABL Facility with JPMorgan Chase Bank, N.A., as administrative agent for the lenders and as collateral agent for the other secured parties (the "ABL Facility"). The borrowers under the ABL Facility are SPPR, NTB, NTR and SAF, each of which is a wholly owned subsidiary of NTE LLC. Lenders under the ABL Facility hold commitments totaling $500 million , which is subject to a borrowing base comprised of eligible accounts receivable and inventory. The ABL Facility matures 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 ABL 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 $3.0 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 LLC and its subsidiaries and will be guaranteed by any newly acquired or formed subsidiaries, subject to certain limited exceptions. The ABL Facility and such guarantees are secured on a first priority basis by substantially all of NTE LLC's and such subsidiaries’ cash and cash equivalents, accounts receivable and inventory and on a second priority basis by NTE LLC'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 as well as the maintenance of a minimum fixed charge coverage ratio in certain circumstances. As of June 30, 2015 , the borrowing base under the ABL Facility was $284.1 million and availability under the ABL Facility was $253.5 million (which is net of $30.6 million outstanding letters of credit). The borrower under the ABL Facility had no borrowings under the ABL Facility at June 30, 2015 . 2020 Secured Notes At June 30, 2015 and December 31, 2014 , NTE LLC had outstanding $353.9 million and $354.2 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 $79.2 million . This offering was issued under the same indenture and associated terms as the existing 2020 Secured Notes. The issuance premium of $4.2 million and financing costs of $2.5 million associated with this offering will both be amortized as a net reduction to interest expense over the remaining life of the 2020 Secured 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 ABL Facility which has 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. At any time prior to the maturity date of the 2020 Secured Notes, the Company may, at its option, redeem all or any portion of the 2020 Secured Notes for the outstanding principal amount plus unpaid interest and a call 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 2020 Secured 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 | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Equity | EQUITY Distribution Policy The Company generally 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 and regulatory 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 including inventory fluctuations, (iv) maintenance and regulatory capital expenditures, (v) organic growth capital expenditures less any amounts the Company may choose to fund with borrowings from its ABL Facility or by issuance of debt or equity securities and (vi) 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 for each of the quarters in the year ended December 31, 2014 and the six months ended June 30, 2015 : Date Declared Date Paid Common Units and equivalents at record date (in millions) Distribution per common unit and equivalent Total Distribution (in millions) 2014 Distributions: February 7, 2014 February 28, 2014 92.7 $ 0.41 $ 38.0 May 6, 2014 May 30, 2014 93.0 0.77 71.6 August 5, 2014 August 29, 2014 93.0 0.53 49.3 November 4, 2014 November 25, 2014 93.1 1.00 92.9 Total distributions paid during 2014 $ 2.71 $ 251.8 2015 Distributions: February 5, 2015 February 27, 2015 93.7 $ 0.49 $ 45.9 May 5, 2015 May 29, 2015 93.7 1.08 100.8 Total distributions paid during 2015 $ 1.57 $ 146.7 Effective August 4, 2015 , the board of directors of NTE LP's general partner declared a quarterly distribution of $1.19 per unit to common unitholders, restricted common unitholders and phantom common unitholders (see Note 14 ) as of August 17, 2015 , payable on August 28, 2015 . This distribution of approximately $111.3 million in aggregate is based on available cash generated during the three months ended June 30, 2015 . Changes in Partners' Equity (in millions) Partners' Capital Accumulated Other Comprehensive Income Total Partners' Equity Balance at December 31, 2014 $ 406.9 $ (3.2 ) $ 403.7 Net income 240.1 — 240.1 Distributions (146.7 ) — (146.7 ) Equity-based compensation expense 5.5 — 5.5 Amortization of net prior service cost and deferred loss on defined benefit plans — 0.1 0.1 Balance at June 30, 2015 $ 505.8 $ (3.1 ) $ 502.7 During the six months ended June 30, 2015 , the Company's common units issued and outstanding increased by 119,466 , which was primarily attributable to the conversion of phantom units into common units upon vesting (see Note 14 ). Earnings per Unit The following table illustrates the computation of basic and diluted earnings per unit for the three and six months ended June 30, 2015 and 2014 . The Company has outstanding restricted common units, phantom common units, and dividend equivalent rights under its 2012 Long-Term Incentive Plan ("LTIP") (see Note 14 ) that participate in distributions. Additionally, distributions paid on many of the 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 Six Months Ended (in millions, except unit and per-unit data) June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Net income available to common unitholders $ 128.9 $ 57.9 $ 240.1 $ 129.4 Less: income allocated to participating securities (0.3 ) (0.4 ) (0.6 ) (0.5 ) Net income attributable to unrestricted common units $ 128.6 $ 57.5 $ 239.5 $ 128.9 Weighted average unrestricted common units - basic 92,500,750 92,427,069 92,479,790 92,296,346 Plus: dilutive potential common securities 278,929 27,854 227,948 10,515 Weighted average unrestricted common units - diluted 92,779,679 92,454,923 92,707,738 92,306,861 Basic earnings per unit $ 1.39 $ 0.62 $ 2.59 $ 1.40 Diluted earnings per unit $ 1.39 $ 0.62 $ 2.58 $ 1.40 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2015 | |
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 June 30, 2015 and December 31, 2014 : Balance at Quoted prices in active markets Significant other observable inputs Unobservable inputs (in millions) June 30, 2015 (Level 1) (Level 2) (Level 3) ASSETS Cash and cash equivalents $ 127.9 $ 127.9 $ — $ — Other current assets Derivative asset - current 2.2 — 2.2 — $ 130.1 $ 127.9 $ 2.2 $ — LIABILITIES Accrued liabilities Derivative liability - current $ 3.0 $ — $ 3.0 $ — Other liabilities Derivative liability - long-term 0.4 — 0.4 — $ 3.4 $ — $ 3.4 $ — Balance at Quoted prices in active markets Significant other observable inputs Unobservable inputs (in millions) December 31, 2014 (Level 1) (Level 2) (Level 3) ASSETS Cash and cash equivalents $ 87.9 $ 87.9 $ — $ — Other current assets Derivative asset - current 1.7 — 1.7 — $ 89.6 $ 87.9 $ 1.7 $ — LIABILITIES Accrued liabilities Derivative liability - current $ 4.1 $ — $ 4.1 $ — Other liabilities Derivative liability - long-term 0.4 — 0.4 — $ 4.5 $ — $ 4.5 $ — As of both June 30, 2015 and December 31, 2014 , 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 six months ended June 30, 2015 and 2014 , 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 six months ended June 30, 2015 and 2014 , there were no adjustments to the fair value of such assets. The carrying value of debt, which is reported on the Company’s condensed consolidated balance sheets, reflects the cash proceeds received upon 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). June 30, 2015 December 31, 2014 (in millions) Carrying Amount Fair Value Carrying Amount Fair Value 2020 Secured Notes $ 353.9 $ 365.8 $ 354.2 $ 351.3 |
Asset Retirement Obligations
Asset Retirement Obligations | 6 Months Ended |
Jun. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | ASSET RETIREMENT OBLIGATIONS The following table summarizes the changes in asset retirement obligations: Six Months Ended (in millions) June 30, 2015 June 30, 2014 Asset retirement obligation balance at beginning of period $ 2.4 $ 2.2 Costs incurred to remediate (0.2 ) (0.2 ) Accretion expense 0.1 0.2 Asset retirement obligation balance at end of period $ 2.3 $ 2.2 |
Equity-Based Compensation
Equity-Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
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 Company's general partner of NTE LP and is referred to as the LTIP. The Company recognized equity-based compensation expense of $2.9 million for each of the three months ended June 30, 2015 and 2014 , and $5.5 million and $10.3 million for the six months ended June 30, 2015 , and 2014 , respectively, related to these plans. For the six months ended June 30, 2015 , this expense is included in selling, general and administrative expenses in the condensed consolidated statements of operations and comprehensive income. For the three and six months ended June 30, 2014 , this expense is included in both selling, general and administrative expenses ( $1.2 million and $5.5 million , respectively) and reorganization and related costs ( $1.7 million and $4.8 million , respectively) (see Note 19 ). LTIP Approximately 7.5 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 June 30, 2015 , approximately 1.1 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 or vest. 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 June 30, 2015 , the total unrecognized compensation cost for units awarded under the LTIP was $18.2 million . Restricted Common Units As of June 30, 2015 , the Company had 0.3 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 June 30, 2015 , 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. The Company has one restricted common unit award which contains a clause that distributions are to be accrued until the underlying units vest at which time the accrued distributions applicable to those units will be paid to the award holder. The accrued distributions on that award at June 30, 2015 and December 31, 2014 were $0.8 million and $0.4 million , respectively. 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 Value Until Maturity Nonvested at December 31, 2014 396.2 $ 24.73 1.3 Awarded 1.0 24.90 2.5 Vested (66.3 ) 25.82 — Nonvested at June 30, 2015 330.9 $ 24.51 1.5 Phantom Common Units Service-based Phantom Common Units During 2014, the Company began awarding service-based phantom common units to key employees. As of June 30, 2015 , the Company had 0.6 million service-based phantom common units outstanding. Upon vesting, the Company may settle these units in common units or cash, or a combination of both, in 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 forfeited or canceled, any accrued distributions on the underlying units are forfeited by the grantee. As of June 30, 2015 and December 31, 2014 , the Company had $1.2 million and $0.8 million , respectively, in accrued service-based phantom common unit distributions included in accrued liabilities in the condensed consolidated balance sheets. For phantom common unit awards outstanding at June 30, 2015 , the forfeiture rates on LTIP awards ranged from zero to 20% , depending on the employee classification. Performance-based Phantom Common Units In January 2015, the Company granted 0.3 million Performance-based Phantom Common Units, or Performance LTIPs, under the LTIP. Assuming a threshold EBITDA is achieved, participants are entitled to an award under the Performance LTIPs based on the Company’s achievement of two criteria compared to the performance peer group selected by the Compensation Committee over the performance period: (a) return on capital employed, referred to as a performance condition, and (b) total unitholder return, referred to as a market condition. The Company accounts for the performance conditions and market conditions in each Performance LTIPs as separate awards. Each of the performance condition awards and market condition awards represent the right to receive common units or cash, or a combination of both, in the discretion of the board of directors of NTE GP or its Compensation Committee at the end of a three -year performance period in an amount ranging from 0% to 200% of the original number of units granted, depending upon the Company’s achievement of the performance conditions and market conditions, respectively. Performance Condition Awards . The 0.3 million Performance LTIPs include 0.2 million performance condition awards. The fair value of performance condition awards is estimated using the market price of the Company's common units on the grant date and management's assessment of the probability of the number of performance condition awards that will ultimately be awarded. The estimated fair value of these performance condition awards is amortized over a three -year vesting period using the straight-line method. On a quarterly basis, the Company estimates the ultimate payout percentage, relative to target, and adjusts compensation expense accordingly. At June 30, 2015 , the Company estimates that 200% of the target unit count will be achieved at the end of the vesting term. Market Condition Awards . The 0.3 million Performance LTIPs include less than 0.1 million market condition awards. The estimated fair value for market condition awards is estimated using a Monte Carlo simulation model as of the grant date and the related expense is amortized over a three -year vesting period using the straight-line method. The compensation expense relating to the market condition awards are determined at the award's grant date and expensed ratably at a fixed rate over the vesting term. However, for purposes of the Company's earnings per unit calculation (see Note 11 ) and the phantom common unit activity table below, the Company estimates that at June 30, 2015 , 75% of the target unit count will be achieved at the end of the vesting term. Expected volatilities are based on the historical volatility over the most recent three -year period. The risk-free rate is based on the U.S. Treasury yield curve in effect at the date of valuation. The assumptions used in the Monte Carlo simulation used to value our market condition awards as of June 30, 2015 are presented below: Expected volatility 34.10 % Risk-free interest rate 0.84 % As of June 30, 2015 , the Company had $0.4 million in accrued performance-based phantom common unit distributions included in accrued liabilities in the condensed consolidated balance sheets. A summary of all phantom common unit activity is set forth below: Number of phantom common units Weighted Weighted (in thousands) Average Grant Average Term Service-Based Performance-Based Total Date Value Until Maturity Nonvested at December 31, 2014 337.7 — 337.7 $ 26.99 2.0 Awarded 419.1 181.0 600.1 23.27 2.4 Incremental performance units — 67.9 67.9 23.44 2.2 Forfeited (80.6 ) — (80.6 ) 26.56 — Vested (111.2 ) — (111.2 ) 27.01 — Nonvested at June 30, 2015 565.0 248.9 813.9 $ 24.04 2.2 |
Employee Benefit Plans
Employee Benefit Plans | 6 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | EMPLOYEE BENEFIT PLANS Defined Contribution Plans The Company sponsors one qualified defined contribution plan for eligible employees. Eligibility is based upon a minimum age requirement and a minimum level of service. Participants may make contributions of a percentage of their annual compensation subject to Internal Revenue Service limits. In 2015 the Company provides a non-matching contribution of 3.0% of eligible compensation and a matching contribution at the rate of 100% of a participant’s contribution up to 6.0% . Total Company contributions to the Retirement Savings Plans were $1.8 million and $1.4 million for the three months ended June 30, 2015 and 2014 , respectively, and $4.0 million and $3.8 million for the six months ended June 30, 2015 and 2014 , respectively. 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 June 30, 2015 and 2014 was $0.7 million and $0.6 million , respectively, and for the six months ended June 30, 2015 and 2014 was $1.3 million and $1.1 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 retiree 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 June 30, 2015 and 2014 was $0.2 million and $0.1 million , respectively, and for both the six months ended June 30, 2015 and 2014 was $0.3 million , related primarily to current period and prior service costs. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flow information is as follows: Six Months Ended (in millions) June 30, 2015 June 30, 2014 Net cash from operating activities included: Interest paid $ 13.6 $ 11.3 Income taxes paid 0.9 — Noncash investing and financing activities include: Capital expenditures included in accounts payable $ 5.5 $ 3.3 PP&E derecognized from sale leaseback continuing involvement release 1.8 — Distributions accrued on unvested equity awards 1.2 — |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
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. While the results of these commitments and contingencies cannot be predicted with certainty, the Company believes that the final resolution of the foregoing would not, individually or in the aggregate, have a material adverse effect on the Company’s consolidated financial statements as a whole. Legal Matters On February 20, 2015, a customer served a complaint in the United States District Court for the District of Minnesota alleging violations of the Telephone Consumer Protection Act. The plaintiff purports to bring the action also on behalf of others similarly situated and seeks statutory penalties, injunctive relief, and other remedies. The Company has filed a motion to dismiss the case and is vigorously defending itself. This action is in its preliminary stages and the Company is unable to predict the possible loss or range of loss, if any. 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 June 30, 2015 and December 31, 2014 , accruals for remediation and closure obligations totaled $10.2 million and $8.7 million , respectively. Of the $10.2 million and $8.7 million accrued, $2.6 million and $2.9 million are recorded on a discounted basis at June 30, 2015 and December 31, 2014 , respectively. These discounted liabilities are expected to be settled over at least the next 22 years. At June 30, 2015 , the estimated future cash flows to settle these discounted liabilities totaled $3.3 million , and are discounted at a rate of of 2.90% . 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 $0.2 million at both June 30, 2015 and December 31, 2014 . Costs associated with environmental remediation are recorded in direct operating expenses in the statement of operations. On June 3, 2014, SPPR was issued a National Pollutant Discharge Elimination Permit/State Disposal System Permit by the Minnesota Pollution Control Agency ("MPCA") relating to its upgraded wastewater treatment plant at its St. Paul Park refinery. This permit required the refinery to conduct additional testing of its remaining lagoon. The testing was completed in the fourth quarter of 2014 and, following the Company's review of the test results and additional discussions with the MPCA, the Company now regards the likelihood of future remediation costs related to the lagoon as probable. At June 30, 2015 , the Company estimates the remaining remediation costs to be approximately $7.6 million subject to further engineering and methodology studies. Some or all of this cost may be recoverable from Marathon Petroleum under an agreement entered into in connection with the Company's December 2010 acquisition of the St. Paul Park refinery, among other assets, from Marathon. However, at June 30, 2015 it is unclear how much, if any, of the Company's future costs may be reimbursed by Marathon, and as such, the Company has not recognized any receivable pertaining to this matter at this time. It is not presently possible to estimate the ultimate amount of all remediation costs that might be incurred by the Company or the penalties, if any, that may be imposed. Furthermore, environmental remediation costs may vary from estimates for which a liability has been recorded either in accrued liabilities or other liabilities in the balance sheet 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 | 6 Months Ended |
Jun. 30, 2015 | |
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: Three Months Ended June 30, 2015 (in millions) Refining Retail Other Total Revenues Customer $ 660.6 $ 299.2 $ — $ 959.8 Intersegment 179.2 — — 179.2 Segment revenues 839.8 299.2 — 1,139.0 Elimination of intersegment revenues — — (179.2 ) (179.2 ) Total revenues $ 839.8 $ 299.2 $ (179.2 ) $ 959.8 Income (loss) from operations $ 140.5 $ 5.6 $ (6.8 ) $ 139.3 Income from equity method investment $ 4.2 $ — $ — $ 4.2 Depreciation and amortization $ 8.8 $ 1.9 $ 0.1 $ 10.8 Capital expenditures $ 9.7 $ 1.2 $ 0.2 $ 11.1 Three Months Ended June 30, 2014 (in millions) Refining Retail Other Total Revenues Customer $ 1,231.6 $ 370.9 $ — $ 1,602.5 Intersegment 255.1 — — 255.1 Segment revenues 1,486.7 370.9 — 1,857.6 Elimination of intersegment revenues — — (255.1 ) (255.1 ) Total revenues $ 1,486.7 $ 370.9 $ (255.1 ) $ 1,602.5 Income (loss) from operations $ 72.8 $ 5.0 $ (12.2 ) $ 65.6 Income from equity method investment $ (2.4 ) $ — $ — $ (2.4 ) Depreciation and amortization $ 8.3 $ 1.7 $ 0.2 $ 10.2 Capital expenditures $ 11.9 $ 3.2 $ — $ 15.1 Six Months Ended June 30, 2015 (in millions) Refining Retail Other Total Revenues Customer $ 1,205.7 $ 547.9 $ — $ 1,753.6 Intersegment 323.7 — — 323.7 Segment revenues 1,529.4 547.9 — 2,077.3 Elimination of intersegment revenues — — (323.7 ) (323.7 ) Total revenues $ 1,529.4 $ 547.9 $ (323.7 ) $ 1,753.6 Income (loss) from operations $ 263.6 $ 8.3 $ (13.1 ) $ 258.8 Income from equity method investment $ 7.8 $ — $ — $ 7.8 Depreciation and amortization $ 17.5 $ 3.7 $ 0.4 $ 21.6 Capital expenditures $ 14.3 $ 3.1 $ 0.3 $ 17.7 Six Months Ended June 30, 2014 (in millions) Refining Retail Other Total Revenues Customer $ 2,242.8 $ 706.0 $ — $ 2,948.8 Intersegment 487.5 — — 487.5 Segment revenues 2,730.3 706.0 — 3,436.3 Elimination of intersegment revenues — — (487.5 ) (487.5 ) Total revenues $ 2,730.3 $ 706.0 $ (487.5 ) $ 2,948.8 Income (loss) from operations $ 170.6 $ 6.7 $ (33.9 ) $ 143.4 Income (loss) from equity method investment $ (0.9 ) $ — $ — $ (0.9 ) Depreciation and amortization $ 16.3 $ 3.4 $ 0.4 $ 20.1 Capital expenditures $ 20.7 $ 4.3 $ 0.1 $ 25.1 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 Other Total At June 30, 2015 $ 1,022.4 $ 136.8 $ 149.4 $ 1,308.6 At December 31, 2014 $ 932.9 $ 134.0 $ 113.5 $ 1,180.4 Total assets for the refining and retail segments exclude all intercompany balances. All cash and cash equivalents are included in Other. All property, plant and equipment are located in the United States. |
Reorganization and Related Cost
Reorganization and Related Costs (Notes) | 6 Months Ended |
Jun. 30, 2015 | |
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 six months ended June 30, 2014 that certain employees of the Company would be terminated. The Company recognized $12.9 million of expense during the six months ended June 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 condensed consolidated statements of operations and comprehensive income. All reorganization and related costs are recognized in the Other segment. As of June 30, 2015 , the Company had $0.5 million in unpaid reorganization expenses included in the accrued liabilities line item of the condensed consolidated balance sheets, which will be paid through 2016. Six Months Ended (in millions) June 30, 2015 June 30, 2014 Unpaid restructuring costs at beginning of period $ 0.8 $ — 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 (0.3 ) (6.2 ) Ending liability for cash portion of reorganization costs $ 0.5 $ 1.9 |
Summary of Principal Accounti25
Summary of Principal Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2015 | |
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, including SPPR, NTRH and NTOT. All intercompany accounts have been eliminated in these condensed 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 operating 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. |
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 condensed 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 – comprised of 165 Company operated convenience stores and 99 franchisee operated convenience stores as of June 30, 2015 , primarily in Minnesota and Wisconsin. The retail segment also includes the operation of NTB |
Inventories | Inventories Crude oil, refined product and other feedstock and blendstock inventories are carried at the lower of cost or market ("LCM"). Cost is determined principally under the last-in, first-out (“LIFO”) valuation method to reflect a better matching of costs and revenues for refining inventories. Costs include both direct and indirect expenditures incurred in bringing an item or product to its existing condition and location. Ending inventory costs in excess of market value are written down to net realizable market values and charged to cost of sales in the period recorded. In subsequent periods, a new LCM determination is made based upon current circumstances relative to the original LCM reserve that was established in fourth quarter 2014. The Company has LIFO pools for crude oil and other feedstocks and for refined products in its Refining segment and a LIFO pool for refined products inventory held by the retail stores in its Retail segment. Retail merchandise inventory is valued using the average cost method. |
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 condensed consolidated statements of operations and comprehensive income. 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, 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 due to fluctuations in crude oil, refined products, and natural gas prices. The timing of certain commodity purchases and sales also subject the Company to earnings and cash flow volatility. To manage these risks, the Company may use derivative instruments associated with the purchase or sale of crude oil, refined products, and natural gas to hedge volatility in our refining and operating margins. The Company may use futures, options, and swaps contracts to manage price risks associated with inventory quantities above or below target levels. Crack spread futures and swaps contracts may also be used to hedge the volatility of refining margins. All derivative instruments, except for those that meet the normal purchase and normal sales exception, are recorded in the condensed consolidated balance sheets at fair value and are classified depending on the maturity date of the underlying contracts. Changes in the fair value of the Company's contracts are accounted for by marking them to market and recognizing any resulting gains or losses in the condensed consolidated statements of operations and comprehensive income. Gains and losses from derivative activity specific to managing price risk on inventory quantities both above and below target levels are included within cost of sales. Derivative gains and losses are reported as operating activities within the condensed consolidated statements of cash flows. The Company enters into crude oil forward contracts to facilitate the supply of crude oil to the refinery. These contracts may qualify for the normal purchases and normal sales exception because the Company physically receives and delivers the crude oil under the contracts and when the Company enters into these contracts, the quantities are expected to be used or sold over a reasonable period of time in the normal course of business. These transactions are reflected in the period that delivery of the crude oil takes place. When forward contracts do not qualify for the normal purchases and sales exception, the contracts are marked to market each period through the settlement date, which is generally no longer than one to three months. |
Excise Taxes | Excise Taxes The Company is required by various governmental authorities, including federal and state, to collect and remit taxes on certain products. Such taxes are presented on a gross basis in revenue and cost of sales in the condensed consolidated statements of operations and comprehensive income. |
Cost of Sales | Cost of Sales Cost of sales in the condensed 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 condensed consolidated statements of operations and comprehensive income in the depreciation and amortization and direct operating expenses line items, respectively. |
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 its 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 liabilities when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in other current assets when the amount of RINs earned and purchased is greater than the RINs liability. The EPA has not established the final renewable blending volume levels for 2014 and 2015. To the extent the Company is unable to blend at the rate necessary to satisfy the EPA mandated volume, the Company will purchase RINs. The purchase price for RINs is volatile and may vary significantly from period to period. Historically, the cost of purchased RINs has not had a significant impact upon the Company's operating results. The Company anticipates 2014 and 2015 will be consistent with this history. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition Revenues are recognized when products are shipped or services are provided to customers, title is transferred, the sales price is fixed or determinable and collectability is reasonably assured. Revenues are recorded net of discounts granted to customers. Shipping and other transportation costs billed to customers are presented on a gross basis in revenues and cost of sales. Nonmonetary product exchanges and certain buy/sell crude oil transactions, which are entered into in contemplation one with another, are included on a net cost basis in cost of sales. The Company also enters into agreements to purchase and sell crude oil to third parties and certain of these activities are recorded on a gross basis. Prior to October 1, 2014, the Company maintained a crude oil supply and logistics agreement with J.P. Morgan Commodities Canada Corporation (“JPM CCC”) pursuant to which JPM CCC assisted the Company in the purchase of substantially all of its crude oil needs for the refinery. As discussed in Note 5 , JPM CCC and the Company mutually agreed to terminate this agreement. In the fourth quarter of 2014, subsequent to the termination of this agreement, the Company significantly increased its crude procurement activities and related exchange and buy/sell activity to manage the volumes, grade, timing, and locations of such crude. Such activities are similar to the buy/sell crude oil transactions noted above and are recorded net in cost of sales. |
Reclassifications | Reclassification A reclassification has been made to the prior-year financial information in order to conform to the Company’s current presentation. Income from the Company's equity method investment in MPL has been reclassified from Other (gain) loss, net to a separate line titled income from equity method investment. |
Accounting Developments | Accounting Developments In January 2015, the FASB issued ASU 2015-01, Income Statement - Extraordinary and Unusual Items , which eliminates the concept of extraordinary items from GAAP, which required certain classification and presentation of extraordinary items in the income statement and disclosures. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015. A reporting entity may apply the amendments prospectively. A reporting entity may also apply the amendments retrospectively to all prior periods presented in the financial statements. Early adoption is permitted. The Company adopted this guidance on January 1, 2015. The adoption of this guidance did not impact our condensed consolidated financial statements and disclosures. On February 18, 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis , which amends the consolidation requirements in ASC 810 and significantly changes the consolidation analysis required under GAAP. Among other changes, the standards update results in limited partnerships being treated as variable interest entities ("VIEs"), unless the limited partners have either substantive kick-out or participating rights. The ASU also changes the effect that fees paid to a decision maker or service provider have on the consolidation analysis. The guidance in the ASU is effective for annual periods, and interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted provided the guidance is applied as of the beginning of the annual period containing the adoption date. The Company believes the adoption of this guidance will not have a material effect on our condensed consolidated financial statements and disclosures. On April 7, 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs , which requires debt issuance costs related directly to notes payable be deducted from the face amount of that note and the amortization of such costs be classified as interest expense. This guidance is effective for fiscal years beginning after December 15, 2015, and interim periods beginning after December 15, 2016, with early adoption permitted. Upon adoption, an entity must retrospectively apply the guidance. The Company believes the adoption of this ASU will result in the reclassification of the deferred financing costs associated with our 2020 Secured Notes (see Note 10 ) from other assets to long-term debt. The unamortized amount of these deferred financing costs were $6.7 million and $7.3 million at June 30, 2015 and December 31, 2014 , respectively. 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 our financial statements in the annual period beginning after December 15, 2017. Under this proposal, early adoption will be allowed, but not earlier than the original effective date. The Company is evaluating the effect of adopting this new accounting guidance. The Company does not expect adoption will have a material impact on the Company's results of operations, cash flows or financial position. |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | June 30, December 31, (in millions) 2015 2014 Crude oil and refinery feedstocks $ 139.6 $ 137.5 Refined products 153.9 150.0 Merchandise 24.0 22.3 Supplies and sundry items 19.2 15.9 336.7 325.7 Lower of cost or market inventory reserve (24.6 ) (73.6 ) Total $ 312.1 $ 252.1 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Major classes of property, plant and equipment (“PP&E”) consisted of the following: Estimated June 30, December 31, (in millions) Useful Lives 2015 2014 Land $ 9.0 $ 9.0 Retail stores and equipment 2 - 22 years 65.9 65.7 Refinery and equipment 5 - 24 years 449.9 444.6 Buildings and building improvements 25 years 10.1 10.2 Software 5 years 18.9 18.8 Vehicles 5 years 4.8 4.7 Other equipment 2 - 7 years 9.8 9.1 Precious metals 10.2 10.2 Assets under construction 23.9 12.6 602.5 584.9 Less: Accumulated depreciation (159.4 ) (139.1 ) Property, plant and equipment, net $ 443.1 $ 445.8 |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | At June 30, 2015 and December 31, 2014 , the Company had open commodity derivative instruments as follows: June 30, 2015 December 31, 2014 Crude oil and refined products (thousands of barrels): Futures - long 35 60 Futures - short 432 184 Swaps 900 — Forwards - long 3,377 3,868 Forwards - short 2,454 924 Natural gas (thousands of MMBTUs): Swaps 2,642 3,424 The information below presents the notional volume of outstanding contracts by type of instrument and year of maturity at June 30, 2015 : Notional Contract Volumes by Year of Maturity 2015 2016 Crude oil and refined products (thousands of barrels): Futures - long 35 — Futures - short 432 — Swaps 900 — Forwards - long 3,377 — Forwards - short 2,454 — Natural gas (thousands of MMBTUs): Swaps 1,814 828 |
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location | June 30, 2015 (in millions) Balance Sheet Location Assets Liabilities Commodity instruments: Swaps Accrued liabilities $ 0.1 $ 1.2 Swaps Other liabilities — 0.4 Futures Accrued liabilities 1.9 2.0 Forwards Other current assets 2.2 — Forwards Accrued liabilities — 1.8 Total $ 4.2 $ 5.4 December 31, 2014 (in millions) Balance Sheet Location Assets Liabilities Commodity instruments: Swaps Other current assets $ 1.3 $ — Swaps Accrued liabilities — 2.9 Swaps Other liabilities — 0.4 Futures Other current assets 0.4 — Futures Accrued liabilities — 1.2 Total $ 1.7 $ 4.5 |
Recognized Gains and Losses on Derivatives | Recognized gains and losses on derivatives were as follows: Three Months Ended Six Months Ended (in millions) June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Gain (loss) on the change in fair value of outstanding derivatives $ 0.5 $ 0.5 $ 1.6 $ 0.3 Settled derivative gains (losses) (2.9 ) (2.4 ) (2.8 ) (3.1 ) Total recognized gain (loss) $ (2.4 ) $ (1.9 ) $ (1.2 ) $ (2.8 ) Gain (loss) recognized in cost of sales $ (1.5 ) $ (1.9 ) $ (0.1 ) $ (2.8 ) Gain (loss) recognized in operating expenses (0.9 ) — (1.1 ) — Total recognized net gain (loss) on derivatives $ (2.4 ) $ (1.9 ) $ (1.2 ) $ (2.8 ) |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Equity [Abstract] | |
Distributions Paid During or Pertaining to Available Cash Generated | The following table details the quarterly distributions paid to common unitholders for each of the quarters in the year ended December 31, 2014 and the six months ended June 30, 2015 : Date Declared Date Paid Common Units and equivalents at record date (in millions) Distribution per common unit and equivalent Total Distribution (in millions) 2014 Distributions: February 7, 2014 February 28, 2014 92.7 $ 0.41 $ 38.0 May 6, 2014 May 30, 2014 93.0 0.77 71.6 August 5, 2014 August 29, 2014 93.0 0.53 49.3 November 4, 2014 November 25, 2014 93.1 1.00 92.9 Total distributions paid during 2014 $ 2.71 $ 251.8 2015 Distributions: February 5, 2015 February 27, 2015 93.7 $ 0.49 $ 45.9 May 5, 2015 May 29, 2015 93.7 1.08 100.8 Total distributions paid during 2015 $ 1.57 $ 146.7 |
Schedule of Limited Partners' Capital Account by Class | Changes in Partners' Equity (in millions) Partners' Capital Accumulated Other Comprehensive Income Total Partners' Equity Balance at December 31, 2014 $ 406.9 $ (3.2 ) $ 403.7 Net income 240.1 — 240.1 Distributions (146.7 ) — (146.7 ) Equity-based compensation expense 5.5 — 5.5 Amortization of net prior service cost and deferred loss on defined benefit plans — 0.1 0.1 Balance at June 30, 2015 $ 505.8 $ (3.1 ) $ 502.7 |
Computation of Basic and Diluted Earnings Per Unit | Three Months Ended Six Months Ended (in millions, except unit and per-unit data) June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 Net income available to common unitholders $ 128.9 $ 57.9 $ 240.1 $ 129.4 Less: income allocated to participating securities (0.3 ) (0.4 ) (0.6 ) (0.5 ) Net income attributable to unrestricted common units $ 128.6 $ 57.5 $ 239.5 $ 128.9 Weighted average unrestricted common units - basic 92,500,750 92,427,069 92,479,790 92,296,346 Plus: dilutive potential common securities 278,929 27,854 227,948 10,515 Weighted average unrestricted common units - diluted 92,779,679 92,454,923 92,707,738 92,306,861 Basic earnings per unit $ 1.39 $ 0.62 $ 2.59 $ 1.40 Diluted earnings per unit $ 1.39 $ 0.62 $ 2.58 $ 1.40 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Carried at Fair Value Measured on Recurring Basis | The Company’s current asset and liability accounts contain certain financial instruments, the most significant of which are |
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). June 30, 2015 December 31, 2014 (in millions) Carrying Amount Fair Value Carrying Amount Fair Value 2020 Secured Notes $ 353.9 $ 365.8 $ 354.2 $ 351.3 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Changes in Asset Retirement Obligations | The following table summarizes the changes in asset retirement obligations: Six Months Ended (in millions) June 30, 2015 June 30, 2014 Asset retirement obligation balance at beginning of period $ 2.4 $ 2.2 Costs incurred to remediate (0.2 ) (0.2 ) Accretion expense 0.1 0.2 Asset retirement obligation balance at end of period $ 2.3 $ 2.2 |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
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 Value Until Maturity Nonvested at December 31, 2014 396.2 $ 24.73 1.3 Awarded 1.0 24.90 2.5 Vested (66.3 ) 25.82 — Nonvested at June 30, 2015 330.9 $ 24.51 1.5 |
Summary of performance share awards valuation assumptions | The assumptions used in the Monte Carlo simulation used to value our market condition awards as of June 30, 2015 are presented below: Expected volatility 34.10 % Risk-free interest rate 0.84 % |
Phantom common unit activity | A summary of all phantom common unit activity is set forth below: Number of phantom common units Weighted Weighted (in thousands) Average Grant Average Term Service-Based Performance-Based Total Date Value Until Maturity Nonvested at December 31, 2014 337.7 — 337.7 $ 26.99 2.0 Awarded 419.1 181.0 600.1 23.27 2.4 Incremental performance units — 67.9 67.9 23.44 2.2 Forfeited (80.6 ) — (80.6 ) 26.56 — Vested (111.2 ) — (111.2 ) 27.01 — Nonvested at June 30, 2015 565.0 248.9 813.9 $ 24.04 2.2 |
Supplemental Cash Flow Inform33
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Supplemental cash flow information is as follows: Six Months Ended (in millions) June 30, 2015 June 30, 2014 Net cash from operating activities included: Interest paid $ 13.6 $ 11.3 Income taxes paid 0.9 — Noncash investing and financing activities include: Capital expenditures included in accounts payable $ 5.5 $ 3.3 PP&E derecognized from sale leaseback continuing involvement release 1.8 — Distributions accrued on unvested equity awards 1.2 — |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Operating Results for Operating Segments | Operating results for the Company’s operating segments are as follows: Three Months Ended June 30, 2015 (in millions) Refining Retail Other Total Revenues Customer $ 660.6 $ 299.2 $ — $ 959.8 Intersegment 179.2 — — 179.2 Segment revenues 839.8 299.2 — 1,139.0 Elimination of intersegment revenues — — (179.2 ) (179.2 ) Total revenues $ 839.8 $ 299.2 $ (179.2 ) $ 959.8 Income (loss) from operations $ 140.5 $ 5.6 $ (6.8 ) $ 139.3 Income from equity method investment $ 4.2 $ — $ — $ 4.2 Depreciation and amortization $ 8.8 $ 1.9 $ 0.1 $ 10.8 Capital expenditures $ 9.7 $ 1.2 $ 0.2 $ 11.1 Three Months Ended June 30, 2014 (in millions) Refining Retail Other Total Revenues Customer $ 1,231.6 $ 370.9 $ — $ 1,602.5 Intersegment 255.1 — — 255.1 Segment revenues 1,486.7 370.9 — 1,857.6 Elimination of intersegment revenues — — (255.1 ) (255.1 ) Total revenues $ 1,486.7 $ 370.9 $ (255.1 ) $ 1,602.5 Income (loss) from operations $ 72.8 $ 5.0 $ (12.2 ) $ 65.6 Income from equity method investment $ (2.4 ) $ — $ — $ (2.4 ) Depreciation and amortization $ 8.3 $ 1.7 $ 0.2 $ 10.2 Capital expenditures $ 11.9 $ 3.2 $ — $ 15.1 Six Months Ended June 30, 2015 (in millions) Refining Retail Other Total Revenues Customer $ 1,205.7 $ 547.9 $ — $ 1,753.6 Intersegment 323.7 — — 323.7 Segment revenues 1,529.4 547.9 — 2,077.3 Elimination of intersegment revenues — — (323.7 ) (323.7 ) Total revenues $ 1,529.4 $ 547.9 $ (323.7 ) $ 1,753.6 Income (loss) from operations $ 263.6 $ 8.3 $ (13.1 ) $ 258.8 Income from equity method investment $ 7.8 $ — $ — $ 7.8 Depreciation and amortization $ 17.5 $ 3.7 $ 0.4 $ 21.6 Capital expenditures $ 14.3 $ 3.1 $ 0.3 $ 17.7 Six Months Ended June 30, 2014 (in millions) Refining Retail Other Total Revenues Customer $ 2,242.8 $ 706.0 $ — $ 2,948.8 Intersegment 487.5 — — 487.5 Segment revenues 2,730.3 706.0 — 3,436.3 Elimination of intersegment revenues — — (487.5 ) (487.5 ) Total revenues $ 2,730.3 $ 706.0 $ (487.5 ) $ 2,948.8 Income (loss) from operations $ 170.6 $ 6.7 $ (33.9 ) $ 143.4 Income (loss) from equity method investment $ (0.9 ) $ — $ — $ (0.9 ) Depreciation and amortization $ 16.3 $ 3.4 $ 0.4 $ 20.1 Capital expenditures $ 20.7 $ 4.3 $ 0.1 $ 25.1 |
Total Assets by Segment | Total assets by segment were as follows: (in millions) Refining Retail Other Total At June 30, 2015 $ 1,022.4 $ 136.8 $ 149.4 $ 1,308.6 At December 31, 2014 $ 932.9 $ 134.0 $ 113.5 $ 1,180.4 |
Reorganization and Related Co35
Reorganization and Related Costs (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Reorganization Reserve | Six Months Ended (in millions) June 30, 2015 June 30, 2014 Unpaid restructuring costs at beginning of period $ 0.8 $ — 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 (0.3 ) (6.2 ) Ending liability for cash portion of reorganization costs $ 0.5 $ 1.9 |
Description of the Business a36
Description of the Business and Basis of Presentation - Additional Information (Details) - Jun. 30, 2015 | Storesharesbbl |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Number of stores | 264 |
Western Refining, Inc. | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Ownership interest | 100.00% |
Common units owned | shares | 35,622,500 |
Western Refining, Inc. | Northern Tier Energy GP LLC | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Ownership interest | 100.00% |
Western Refining, Inc. | Limited Partner | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Ownership interest | 38.40% |
Minnesota Pipe Line Company | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Membership interest | 17.00% |
Preferred interest by parent | 100.00% |
Crude oil pipeline capacity (in barrels) | bbl | 465,000 |
St Paul Park Refining Company | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Number of barrels of refinery crude oil capacity per stream day | bbl | 97,800 |
Northern Tier Retail Company | Company-owned | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Number of stores | 165 |
Super America Franchising Company | Franchised Units [Member] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Number of stores | 99 |
Northern Tier Energy LLC | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Line Items] | |
Membership interest | 100.00% |
Summary of Principal Accounti37
Summary of Principal Accounting Policies - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015USD ($)Store | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)StoreSegment | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Deferred Finance Costs, Noncurrent, Net | $ 6.7 | $ 6.7 | $ 7.3 | ||
Income from equity method investment | 4.2 | $ (2.4) | 7.8 | $ (0.9) | |
Investment in MPLI at cost | $ 6.8 | $ 6.8 | $ 6.8 | ||
Reportable operating segments | Segment | 2 | ||||
Retail operated convenience stores | Store | 264 | 264 | |||
Required Frequency of the maintenance, minimum | 2 years | ||||
Required Frequency of the maintenance, maximum | 6 years | ||||
Excise and Sales Taxes | $ 107 | 103.2 | $ 203 | 192.1 | |
Derivative gain | (2.4) | (1.9) | (1.2) | (2.8) | |
Gain (loss) recognized in Cost of sales | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Derivative gain | $ (1.5) | $ (1.9) | $ (0.1) | $ (2.8) | |
Northern Tier Retail Company | Company-owned | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Retail operated convenience stores | Store | 165 | 165 | |||
Super America Franchising Company | Franchised Units [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Retail operated convenience stores | Store | 99 | 99 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Investor | |||||
Related Party Transaction [Line Items] | |||||
Common units owned | 35,622,500 | 35,622,500 | |||
Ownership interest | 100.00% | ||||
Investor | Limited Partner | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 38.40% | ||||
Investor | Northern Tier Energy GP LLC | |||||
Related Party Transaction [Line Items] | |||||
Ownership interest | 100.00% | ||||
Western Refining, Inc. | |||||
Related Party Transaction [Line Items] | |||||
Receivables, less allowance for doubtful accounts | $ 5.8 | $ 5.8 | $ 5.1 | ||
Western Refining, Inc. | Crude and feedstock purchases | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | 0 | $ 0 | 0 | $ 6.3 | |
Western Refining, Inc. | Asphalt sales | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | 15.5 | 3.8 | 27.8 | 4.8 | |
Western Refining, Inc. | Feedstock sales | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | 0.5 | 0 | 0.5 | 0 | |
Western Refining, Inc. | Railcar lease sales | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | 0.2 | 0 | 0.2 | 0.1 | |
Western Refining, Inc. | Shared services purchases | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | 0.9 | 0 | 1.6 | 0 | |
Minnesota Pipe Line Company, LLC | |||||
Related Party Transaction [Line Items] | |||||
Accounts payable | $ (2.7) | $ (2.7) | $ (2.1) | ||
Membership interest | 17.00% | 17.00% | |||
Minnesota Pipe Line Company, LLC | Pipeline transportation purchases | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | $ 14.7 | 0 | $ 27.4 | 0 | |
Minnesota Pipe Line Company, LLC | Equity distributions | |||||
Related Party Transaction [Line Items] | |||||
Related party transaction, amounts of transaction | $ 2.1 | $ 1.4 | $ 5.8 | $ 1.4 | |
Minnesota Pipe Line Company [Member] | |||||
Related Party Transaction [Line Items] | |||||
Membership interest | 17.00% | 17.00% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||||
Effective tax rate | 2.20% | 2.50% | 1.50% | 1.20% |
Combined federal income tax rate and state income tax rate, net of federal benefit | 41.70% | 41.50% |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Crude oil and refinery feedstocks | $ 139.6 | $ 137.5 |
Refined products | 153.9 | 150 |
Merchandise | 24 | 22.3 |
Supplies and sundry items | 19.2 | 15.9 |
Inventory, Net Before Adjustments | 336.7 | 325.7 |
Lower of cost or market inventory reserve | (24.6) | (73.6) |
Total | $ 312.1 | $ 252.1 |
Inventories - Additional Inform
Inventories - Additional Information (Details) bbl in Millions, $ in Millions | Sep. 30, 2014bbl | Jun. 30, 2015USD ($) | Dec. 31, 2014USD ($) |
Inventory Disclosure [Abstract] | |||
Percentage of LIFO Inventory | 87.00% | 88.00% | |
BARRELS OF CRUDE OIL PURCHASED | 1.2 | ||
Inventory Valuation Reserves | $ | $ 24.6 | $ 73.6 |
Equity Method Investment - Addi
Equity Method Investment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Equity Method Investments and Joint Ventures [Abstract] | |||||
Equity Method Investment, Difference Between Carrying Amount and Underlying Equity | $ 6.1 | $ 6.1 | $ 6.2 | ||
Distributions Receivable From Equity Method Investee | 2.1 | $ 1.4 | 5.8 | $ 1.4 | |
(Income) loss from equity method investment | (4.2) | $ 2.4 | $ (7.8) | $ 0.9 | |
Common interest in Minnesota Pipe Line | 17.00% | ||||
Carrying value of equity method investment | $ 82.6 | $ 82.6 | $ 80.7 |
Property, Plant and Equipment43
Property, Plant and Equipment (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Gross | $ 602.5 | $ 584.9 |
Less: accumulated depreciation | (159.4) | (139.1) |
Property, plant and equipment, net | 443.1 | 445.8 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Gross | 9 | 9 |
Retail stores and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Gross | $ 65.9 | 65.7 |
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 | $ 449.9 | 444.6 |
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 | $ 10.1 | 10.2 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Gross | $ 18.9 | 18.8 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives | 5 years | |
Gross | $ 4.8 | 4.7 |
Other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Gross | $ 9.8 | 9.1 |
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 | $ 23.9 | $ 12.6 |
Property, Plant and Equipment -
Property, Plant and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | |||||
Gross assets acquired under capital leases | $ 8.8 | $ 8.8 | $ 10.8 | ||
Accumulated depreciation | 1.8 | 1.8 | $ 1.7 | ||
Capitalized Software | |||||
Property, Plant and Equipment [Line Items] | |||||
Depreciation expense | $ 0.9 | $ 0.9 | $ 1.8 | $ 1.8 |
Intangible Assets - Additional
Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Franchise rights acquisition | $ 12.4 | $ 12.4 |
Trademarks acquisition | 21.4 | 21.4 |
Intangible assets | $ 33.8 | $ 33.8 |
Derivatives Notional Amounts an
Derivatives Notional Amounts and Derivative Maturities (Details) bbl in Thousands, MMBTU in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015MMBTUbbl | Dec. 31, 2014MMBTUbbl | |
Future [Member] | Crude Oil And Refined Products [Member] | Long [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 35 | 60 |
Future [Member] | Crude Oil And Refined Products [Member] | Long [Member] | 2015 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 35 | |
Future [Member] | Crude Oil And Refined Products [Member] | Long [Member] | 2016 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 0 | |
Future [Member] | Crude Oil And Refined Products [Member] | Short [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 432 | 184 |
Future [Member] | Crude Oil And Refined Products [Member] | Short [Member] | 2015 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 432 | |
Future [Member] | Crude Oil And Refined Products [Member] | Short [Member] | 2016 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 0 | |
Forwards [Member] | Crude Oil And Refined Products [Member] | Long [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 3,377 | 3,868 |
Forwards [Member] | Crude Oil And Refined Products [Member] | Long [Member] | 2015 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 3,377 | |
Forwards [Member] | Crude Oil And Refined Products [Member] | Long [Member] | 2016 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 0 | |
Forwards [Member] | Crude Oil And Refined Products [Member] | Short [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 2,454 | 924 |
Forwards [Member] | Crude Oil And Refined Products [Member] | Short [Member] | 2015 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 2,454 | |
Forwards [Member] | Crude Oil And Refined Products [Member] | Short [Member] | 2016 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 0 | |
Swaps [Member] | Crude Oil And Refined Products [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 900 | 0 |
Swaps [Member] | Crude Oil And Refined Products [Member] | 2015 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 900 | |
Swaps [Member] | Crude Oil And Refined Products [Member] | 2016 [Member] | ||
Derivative [Line Items] | ||
Crude oil and refined products (in barrels) | 0 | |
Swaps [Member] | Natural Gas [Member] | Long [Member] | ||
Derivative [Line Items] | ||
Natural gas swaps, net long positions (in MMBTUs) | MMBTU | 2,642 | 3,424 |
Swaps [Member] | Natural Gas [Member] | Long [Member] | 2015 [Member] | ||
Derivative [Line Items] | ||
Natural gas swaps, net long positions (in MMBTUs) | MMBTU | 1,814 | |
Swaps [Member] | Natural Gas [Member] | Long [Member] | 2016 [Member] | ||
Derivative [Line Items] | ||
Natural gas swaps, net long positions (in MMBTUs) | MMBTU | 828 |
Derivatives Fair Value Amounts
Derivatives Fair Value Amounts of Outstanding Derivative Instruments (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Derivative [Line Items] | ||
Derivative, Collateral, Right to Reclaim Cash | $ 2.3 | $ 0.6 |
Accrued liabilities [Member] | Swaps [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | (1.2) | (2.9) |
Accrued liabilities [Member] | Future [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | (2) | (1.2) |
Accrued liabilities [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | (1.8) | |
Other liabilities [Member] | Swaps [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | (0.4) | (0.4) |
Assets [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | 4.2 | 1.7 |
Other current assets [Member] | Swaps [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | 1.3 | |
Other current assets [Member] | Future [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | (0.4) | |
Other current assets [Member] | Forwards [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | 2.2 | |
Liabilities [Member] | ||
Derivative [Line Items] | ||
Fair value of derivative assets (liabilities) | $ (5.4) | $ (4.5) |
Derivatives Recognized Gains an
Derivatives Recognized Gains and Losses on Derivative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (loss) on the change in fair value of outstanding derivatives | $ 0.5 | $ 0.5 | $ 1.6 | $ 0.3 |
Settled derivative gains (losses) | (2.9) | (2.4) | (2.8) | (3.1) |
Total recognized gain (loss) | (2.4) | (1.9) | (1.2) | (2.8) |
Gain (loss) recognized in Cost of sales | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total recognized gain (loss) | (1.5) | (1.9) | (0.1) | (2.8) |
Operating Expense [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Total recognized gain (loss) | $ (0.9) | $ 0 | $ (1.1) | $ 0 |
Debt - Additional Information (
Debt - Additional Information (Details) - USD ($) | Sep. 29, 2014 | Sep. 27, 2014 | Jun. 30, 2015 | Dec. 31, 2014 | Nov. 08, 2012 |
Debt Instrument [Line Items] | |||||
premium percentage | 105.75% | ||||
Debt Instrument, Unamortized Premium | $ 4,200,000 | ||||
Proceeds from Issuance of Senior Long-term Debt | 79,200,000 | ||||
Debt principal amount | $ 353,900,000 | $ 354,200,000 | |||
Commitment amount | $ 500,000,000 | ||||
Debt, interest rate description | (a) an alternative base rate, plus an applicable margin (ranging between 1.00% and 1.50%) or (b) a LIBOR rate plus applicable margin (ranging between 2.00% and 2.50%). The alternate base rate is the greater of (a) the prime rate, (b) the Federal Funds Effective rate plus 50 basis points, or (c) 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 | $ 284,100,000 | ||||
Availability under the revolving credit facility | 253,500,000 | ||||
Outstanding letter of credit | 30,600,000 | ||||
Credit facility outstanding | $ 0 | ||||
Minimum | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | 0.25% | ||||
Letter of Credit, percentage fee | 1.50% | ||||
Maximum | |||||
Debt Instrument [Line Items] | |||||
Line of Credit Facility, Commitment Fee Percentage | 0.375% | ||||
Letter of Credit, percentage fee | 2.00% | ||||
Base Rate Loans [Member] | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | ||||
Base Rate Loans [Member] | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | ||||
Libor Indexed Loans [Member] | Minimum | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | ||||
Libor Indexed Loans [Member] | Maximum | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | ||||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Maturity date of revolving credit facility | Sep. 29, 2019 | ||||
Asset-based credit facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Payments of Debt Issuance Costs | $ 3,000,000 | ||||
Secured Notes 2020 Issue | |||||
Debt Instrument [Line Items] | |||||
Debt interest rate | 7.125% | ||||
Proceeds from Issuance of Senior Long-term Debt | 75,000,000 | ||||
Payments of Debt Issuance Costs | $ 2,500,000 | ||||
Percentage of ownership of direct and indirect subsidiaries, subject to guarantee agreement | 100.00% |
Equity - Additional Information
Equity - Additional Information (Details) - Subsequent Event Type [Domain] - USD ($) $ / shares in Units, $ in Millions | Nov. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Limited Partners' Capital Account [Line Items] | |||||
Number of days after the end of the quarter to make cash distributions to units holders | 60 days | ||||
Quarterly distribution declared to common unitholders | $ 1.08 | $ 0.77 | $ 1.57 | $ 1.18 | |
Distribution paid | $ 92.9 | $ 146.7 | |||
Increase in units issued and outstanding | 119,466 |
Distributions Paid During or Pe
Distributions Paid During or Pertaining to Available Cash Generated (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 05, 2015 | May. 06, 2015 | Feb. 07, 2015 | Nov. 05, 2014 | Aug. 06, 2014 | May. 06, 2014 | Feb. 07, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Feb. 06, 2015 | Nov. 04, 2014 | Aug. 05, 2014 |
Distribution Made to Limited Partner [Line Items] | |||||||||||||||
Common Units and equivalents | 92,832,210 | 92,832,210 | 92,712,744 | ||||||||||||
Quarterly distribution declared to common unitholders | $ 1.08 | $ 0.77 | $ 1.57 | $ 1.18 | |||||||||||
Total Distribution | $ 92.9 | $ 146.7 | |||||||||||||
Cash Distribution | |||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||
Date Declared | May 5, 2015 | Feb. 5, 2015 | Nov. 4, 2014 | Aug. 5, 2014 | May 6, 2014 | Feb. 7, 2014 | |||||||||
Date Paid | May 29, 2015 | Feb. 27, 2015 | Nov. 25, 2014 | Aug. 29, 2014 | May 30, 2014 | Feb. 28, 2014 | |||||||||
Common Units and equivalents | 93,700,000 | 93,000,000 | 92,700,000 | 93,700,000 | 93,100,000 | 93,000,000 | |||||||||
Quarterly distribution declared to common unitholders | $ 1.08 | $ 0.49 | $ 1 | $ 0.53 | $ 0.77 | $ 0.41 | $ 1.57 | $ 2.71 | |||||||
Total Distribution | $ 100.8 | $ 45.9 | $ 49.3 | $ 71.6 | $ 38 | $ 146.7 | $ 251.8 | ||||||||
Subsequent Event | Cash Distribution | |||||||||||||||
Distribution Made to Limited Partner [Line Items] | |||||||||||||||
Date Declared | Aug. 4, 2015 | ||||||||||||||
Date Paid | Aug. 28, 2015 | ||||||||||||||
Quarterly distribution declared to common unitholders | $ 1.19 | ||||||||||||||
Distribution date of record | Aug. 17, 2015 | ||||||||||||||
Total Distribution | $ 111.3 |
Equity Partners' Capital Accoun
Equity Partners' Capital Account (Details) - USD ($) $ in Millions | Nov. 05, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Balance | $ 403.7 | ||||
Net income | $ 128.9 | $ 57.9 | 240.1 | $ 129.4 | |
Distributions | $ (92.9) | (146.7) | |||
Equity-based compensation expense | 2.9 | 5.5 | $ 10.3 | ||
Balance | 502.7 | 502.7 | |||
Other Comprehensive (Income) Loss, Amortization Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Prior Service Cost (Credit), Net of Tax | 0.1 | ||||
Partners' Capital | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Balance | 406.9 | ||||
Net income | 240.1 | ||||
Distributions | (146.7) | ||||
Equity-based compensation expense | 5.5 | ||||
Balance | 505.8 | 505.8 | |||
Accumulated Other Comprehensive Income | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Balance | (3.2) | ||||
Net income | 0 | ||||
Distributions | 0 | ||||
Equity-based compensation expense | 0 | ||||
Balance | $ (3.1) | (3.1) | |||
Other Comprehensive (Income) Loss, Amortization Adjustment from AOCI, Pension and Other Postretirement Benefit Plans, for Net Prior Service Cost (Credit), Net of Tax | $ 0.1 |
Computation of Basic and Dilute
Computation of Basic and Diluted Earnings Per Unit (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Equity [Abstract] | ||||
Net income available to common unitholders | $ 128.9 | $ 57.9 | $ 240.1 | $ 129.4 |
Less: income allocated to participating securities | (0.3) | (0.4) | (0.6) | (0.5) |
Net income attributable to unrestricted common units | $ 128.6 | $ 57.5 | $ 239.5 | $ 128.9 |
Weighted average unrestricted common units - basic (in shares) | 92,500,750 | 92,427,069 | 92,479,790 | 92,296,346 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 278,929 | 27,854 | 227,948 | 10,515 |
Weighted average unrestricted common units - diluted (in shares) | 92,779,679 | 92,454,923 | 92,707,738 | 92,306,861 |
Basic earnings per unit (in dollars per share) | $ 1.39 | $ 0.62 | $ 2.59 | $ 1.40 |
Diluted earnings per unit (in dollars per share) | $ 1.39 | $ 0.62 | $ 2.58 | $ 1.40 |
Assets and Liabilities Carried
Assets and Liabilities Carried at Fair Value Measured on Recurring Basis (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
ASSETS | ||
Cash and cash equivalents | $ 127.9 | $ 87.9 |
Other current assets | ||
Derivative asset - current | 2.2 | 1.7 |
Total Assets | 130.1 | 89.6 |
Derivative Liability, Current | 3 | 4.1 |
Derivative Liability, Noncurrent | 0.4 | 0.4 |
Liabilities, Fair Value Disclosure, Recurring | 3.4 | 4.5 |
Quoted prices in active markets (Level 1) | ||
ASSETS | ||
Cash and cash equivalents | 127.9 | 87.9 |
Other current assets | ||
Derivative asset - current | 0 | 0 |
Total Assets | 127.9 | 87.9 |
Derivative Liability, Current | 0 | 0 |
Derivative Liability, Noncurrent | 0 | 0 |
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 |
Significant other observable inputs (Level 2) | ||
ASSETS | ||
Cash and cash equivalents | 0 | 0 |
Other current assets | ||
Derivative asset - current | 2.2 | 1.7 |
Total Assets | 2.2 | 1.7 |
Derivative Liability, Current | 3 | 4.1 |
Derivative Liability, Noncurrent | 0.4 | 0.4 |
Liabilities, Fair Value Disclosure, Recurring | 3.4 | 4.5 |
Unobservable inputs (Level 3) | ||
ASSETS | ||
Cash and cash equivalents | 0 | 0 |
Other current assets | ||
Derivative asset - current | 0 | 0 |
Total Assets | 0 | 0 |
Derivative Liability, Current | 0 | 0 |
Derivative Liability, Noncurrent | 0 | 0 |
Liabilities, Fair Value Disclosure, Recurring | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Transfers between levels | $ 0 | $ 0 | |
Fair value adjustment to assets | 0 | $ 0 | |
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 |
Fair Value of Secured Notes (De
Fair Value of Secured Notes (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Secured Notes, Carrying Amount | $ 353.9 | $ 354.2 |
Secured Notes 2020 Issue | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Secured Notes, Carrying Amount | 353.9 | 354.2 |
Secured Notes, Fair Value | $ 365.8 | $ 351.3 |
Changes in Asset Retirement Obl
Changes in Asset Retirement Obligations (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Asset retirement obligation balance at beginning of period | $ 2.4 | $ 2.2 |
Costs incurred to remediate | (0.2) | (0.2) |
Accretion expense | 0.1 | 0.2 |
Asset retirement obligation balance at end of period | $ 2.3 | $ 2.2 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jan. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity-based compensation expense | $ 2.9 | $ 5.5 | $ 10.3 | |||
Equity based compensation related to reorganization | $ 1.7 | $ 0 | 4.8 | |||
Restricted stock units outstanding | 1,100,000 | 1,100,000 | ||||
LTIP | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common units reserved for issuance | 7,500,000 | 7,500,000 | ||||
Total unrecognized compensation cost | $ 18.2 | $ 18.2 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||
Restricted Stock | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units outstanding | 330,900 | 330,900 | 396,200 | |||
Dividend Payable, Minimum Period to be Paid After Distribution Date | 30 days | |||||
Dividends Payable | $ 0.8 | $ 0.8 | $ 0.4 | |||
Weighted Average Grant Date Price awarded (in dollars per share) | $ 24.90 | |||||
Restricted Stock | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Forfeiture Rate | 30.00% | |||||
Phantom Unit Award with Service-only Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units outstanding | 565,000 | 565,000 | 337,700 | |||
Dividends Payable | $ 1.2 | $ 1.2 | $ 0.8 | |||
Phantom Unit Award with Service-only Conditions | Minimum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Forfeiture Rate | ||||||
Phantom Unit Award with Service-only Conditions | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Forfeiture Rate | 20.00% | |||||
Phantom Awards with Performance Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units outstanding | 200,000 | 200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Target Unit Count | 200.00% | |||||
Phantom Awards with Market Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units outstanding | 100,000 | 100,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Target Unit Count | 75.00% | |||||
Phantom Awards with Performance or Market Conditions | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Restricted stock units outstanding | 248,900 | 248,900 | 300,000 | 0 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||||
Accrued liabilities | $ 0.4 | $ 0.4 | ||||
Phantom Awards with Performance or Market Conditions | Maximum | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Target Unit Count | 200.00% | |||||
Selling, General and Administrative Expenses | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Equity-based compensation expense | $ 1.2 | $ 5.5 |
Summary of Unit Activity (Detai
Summary of Unit Activity (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2015USD ($)$ / sharesshares | Jun. 30, 2014USD ($) | Dec. 31, 2014$ / sharesshares | |
Number of LTIP units | ||||
Number of LTIP units, outstanding ending balance | 1,100,000 | 1,100,000 | ||
Weighted Average Grant Date Price | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | 67,900 | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Other Share Increase (Decrease) in Period, Weighted Average Exercise Price | $ / shares | $ 23.44 | |||
Weighted Average Term Until Maturity | ||||
Equity-based compensation expense | $ | $ 2.9 | $ 5.5 | $ 10.3 | |
Phantom Unit Award with Service-only Conditions | ||||
Number of LTIP units | ||||
Number of LTIP units, outstanding beginning balance | 337,700 | |||
Number of LTIP units, Awarded | 419,100 | |||
Number of LTIP units, Cancelled | (80,600) | |||
Number of LTIP units, Vested | (111,200) | |||
Number of LTIP units, outstanding ending balance | 565,000 | 565,000 | 337,700 | |
Weighted Average Grant Date Price | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | 0 | |||
Phantom Awards with Performance or Market Conditions | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Number of criteria in a performance-based equity award | 2 | |||
Number of LTIP units | ||||
Number of LTIP units, outstanding beginning balance | 0 | |||
Number of LTIP units, Awarded | 181,000 | |||
Number of LTIP units, Cancelled | 0 | |||
Number of LTIP units, Vested | 0 | |||
Number of LTIP units, outstanding ending balance | 248,900 | 248,900 | 0 | |
Weighted Average Grant Date Price | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Other Share Increase (Decrease) | 67,900 | |||
Phantom Awards with Performance Conditions | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Number of LTIP units | ||||
Number of LTIP units, outstanding ending balance | 200,000 | 200,000 | ||
Weighted Average Term Until Maturity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Target Unit Count | 200.00% | |||
Restricted Stock | ||||
Number of LTIP units | ||||
Number of LTIP units, outstanding beginning balance | 396,200 | |||
Number of LTIP units, Awarded | 1,000 | |||
Number of LTIP units, Vested | (66,300) | |||
Number of LTIP units, outstanding ending balance | 330,900 | 330,900 | 396,200 | |
Weighted Average Grant Date Price | ||||
Weighted Average Grant Date Price outstanding (in dollars per share) | $ / shares | $ 24.73 | |||
Weighted Average Grant Date Price awarded (in dollars per share) | $ / shares | 24.90 | |||
Weighted Average Grant Date Price Vested (in dollars per share) | $ / shares | 25.82 | |||
Weighted Average Grant Date Price outstanding (in dollars per share) | $ / shares | $ 24.51 | $ 24.51 | $ 24.73 | |
Weighted Average Term Until Maturity | ||||
Weighted Average Term Until Maturity Awarded | 2 years 6 months | |||
Weighted Average Term Until Maturity | 1 year 6 months | 1 year 3 months 18 days | ||
Performance Phantom Awards | ||||
Number of LTIP units | ||||
Number of LTIP units, outstanding beginning balance | 337,700 | |||
Number of LTIP units, Awarded | 600,100 | |||
Number of LTIP units, Cancelled | (80,600) | |||
Number of LTIP units, Vested | (111,200) | |||
Number of LTIP units, outstanding ending balance | 813,900 | 813,900 | 337,700 | |
Weighted Average Grant Date Price | ||||
Weighted Average Grant Date Price outstanding (in dollars per share) | $ / shares | $ 26.99 | |||
Weighted Average Grant Date Price awarded (in dollars per share) | $ / shares | 23.27 | |||
Weighted Average Grant Date Price Cancelled (in dollars per share) | $ / shares | 26.56 | |||
Weighted Average Grant Date Price Vested (in dollars per share) | $ / shares | 27.01 | |||
Weighted Average Grant Date Price outstanding (in dollars per share) | $ / shares | $ 24.04 | $ 24.04 | $ 26.99 | |
Weighted Average Term Until Maturity | ||||
Weighted Average Term Until Maturity Awarded | 2 years 4 months 24 days | |||
Weighted Average Term Until Maturity, Incremental Performance Units | 2 years 2 months 12 days | |||
Weighted Average Term Until Maturity | 2 years 2 months 12 days | 2 years | ||
Phantom Awards with Market Conditions | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Number of LTIP units | ||||
Number of LTIP units, outstanding ending balance | 100,000 | 100,000 | ||
Weighted Average Term Until Maturity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Target Unit Count | 75.00% | |||
Minimum [Member] | Phantom Unit Award with Service-only Conditions | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Forfeiture Rate | ||||
Maximum [Member] | Phantom Unit Award with Service-only Conditions | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Forfeiture Rate | 20.00% | |||
Maximum [Member] | Phantom Awards with Performance or Market Conditions | ||||
Weighted Average Term Until Maturity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Percent of Target Unit Count | 200.00% | |||
Maximum [Member] | Restricted Stock | ||||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Forfeiture Rate | 30.00% |
Equity-Based Compensation Valua
Equity-Based Compensation Valuation Assumptions (Details) - Phantom Awards with Market Conditions | 6 Months Ended |
Jun. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 34.10% |
Risk-free interest rate | 0.84% |
Employee Benefit Plans - Additi
Employee Benefit Plans - Additional Information (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015USD ($)plan | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($)plan | Jun. 30, 2014USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Defined Contribution Plan, Number Of Plans | plan | 1 | 1 | ||
Cash Balance Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Employers contribution, percent of annual compensation | 5.00% | |||
US treasury bond maturity term used to determine employer contributions | 30 years | |||
Participants full vested period | 3 years | |||
Employer contributions | $ 0.7 | $ 0.6 | $ 1.3 | $ 1.1 |
Retiree Medical Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Participants full vested period | 10 years | |||
Employer contributions | 0.2 | 0.1 | $ 0.3 | 0.3 |
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 | |||
Retirement And Savings Plan | ||||
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Matching contribution rate | 100.00% | |||
Employer contribution, percent of employees' gross pay | 6.00% | |||
Employer contributions, percent non-matching | 3.00% | |||
Employer contributions | $ 1.8 | $ 1.4 | $ 4 | $ 3.8 |
Supplemental Cash Flow Inform62
Supplemental Cash Flow Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net cash from operating activities included: | ||||
Interest paid | $ 13.6 | $ 11.3 | ||
Income Taxes Paid | 0.9 | 0 | ||
Distributions receivable from equity method investee | $ 2.1 | $ 1.4 | 5.8 | 1.4 |
Noncash investing and financing activities include: | ||||
Capital expenditures included in accounts payable | 5.5 | 3.3 | ||
Property Plant And Equipment Recognized Derecognized Related To Sale Lease Back Transactions | 1.8 | 0 | ||
Change in accrued distributions on participating equity awards | $ (1.2) | $ 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Line Items] | ||
Liabilities for remediation | $ 10.2 | $ 8.7 |
Period of remediation liabilities | 22 years | |
Accrual for Environmental Loss Contingencies, Gross | $ 3.3 | |
Accrual for Environmental Loss Contingencies, Discount Rate | 2.90% | |
Receivables for recoverable costs | $ 0.2 | 0.2 |
Super America Franchising Company | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Period for license agreements | 10 years | |
Groundwater Contamination | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Liabilities for remediation | $ 2.6 | $ 2.9 |
Wastewater Lagoon | ||
Commitments and Contingencies Disclosure [Line Items] | ||
Liabilities for remediation | $ 7.6 |
Segment Information - Additiona
Segment Information - Additional Information (Details) - Jun. 30, 2015 | StoreSegment |
Segment Reporting Information [Line Items] | |
Reportable operating segments | Segment | 2 |
Number of convenience stores | 264 |
Company-owned | Northern Tier Retail Company | |
Segment Reporting Information [Line Items] | |
Number of convenience stores | 165 |
Segment Information - Operating
Segment Information - Operating Results for Operating Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues | ||||
Revenues | $ 959.8 | $ 1,602.5 | $ 1,753.6 | $ 2,948.8 |
Operating Income (Loss) | 139.3 | 65.6 | 258.8 | 143.4 |
Income from equity method investment | 4.2 | (2.4) | 7.8 | (0.9) |
Depreciation and amortization | 10.8 | 10.2 | 21.6 | 20.1 |
Capital expenditures | 11.1 | 15.1 | 17.7 | 25.1 |
Operating segment | ||||
Revenues | ||||
Revenues | 1,139 | 1,857.6 | 2,077.3 | 3,436.3 |
Intersegment | ||||
Revenues | ||||
Revenues | (179.2) | (255.1) | (323.7) | (487.5) |
Other | ||||
Revenues | ||||
Operating Income (Loss) | (6.8) | (12.2) | (13.1) | (33.9) |
Income from equity method investment | 0 | 0 | 0 | 0 |
Depreciation and amortization | 0.1 | 0.2 | 0.4 | 0.4 |
Capital expenditures | 0.2 | 0 | 0.3 | 0.1 |
Refining | ||||
Revenues | ||||
Revenues | 660.6 | 1,231.6 | 1,205.7 | 2,242.8 |
Operating Income (Loss) | 140.5 | 72.8 | 263.6 | 170.6 |
Income from equity method investment | 4.2 | (2.4) | 7.8 | (0.9) |
Depreciation and amortization | 8.8 | 8.3 | 17.5 | 16.3 |
Capital expenditures | 9.7 | 11.9 | 14.3 | 20.7 |
Refining | Operating segment | ||||
Revenues | ||||
Revenues | 839.8 | 1,486.7 | 1,529.4 | 2,730.3 |
Refining | Intersegment | ||||
Revenues | ||||
Revenues | (179.2) | (255.1) | (323.7) | (487.5) |
Retail | ||||
Revenues | ||||
Revenues | 299.2 | 370.9 | 547.9 | 706 |
Operating Income (Loss) | 5.6 | 5 | 8.3 | 6.7 |
Income from equity method investment | 0 | 0 | 0 | 0 |
Depreciation and amortization | 1.9 | 1.7 | 3.7 | 3.4 |
Capital expenditures | 1.2 | 3.2 | 3.1 | 4.3 |
Retail | Operating segment | ||||
Revenues | ||||
Revenues | $ 299.2 | $ 370.9 | $ 547.9 | $ 706 |
Segment Information - Total Ass
Segment Information - Total Assets by Segment (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Total Assets | $ 1,308.6 | $ 1,180.4 |
Refining | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 1,022.4 | 932.9 |
Retail | ||
Segment Reporting Information [Line Items] | ||
Total Assets | 136.8 | 134 |
Other | ||
Segment Reporting Information [Line Items] | ||
Total Assets | $ 149.4 | $ 113.5 |
Reorganization and Related Co67
Reorganization and Related Costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Restructuring Cost and Reserve [Line Items] | |||||
Reorganization and related costs incurred during period | $ 0 | $ 12.9 | |||
Less: non-cash equity-based awards with accelerated vesting | $ (1.7) | 0 | (4.8) | ||
Ending liability for cash portion of reorganization costs | $ 1.9 | 0.5 | 1.9 | $ 0.8 | $ 0 |
Employee Severance | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Cash payments made to severed employees | $ (0.3) | $ (6.2) |