Document_And_Entity_Informatio
Document And Entity Information | 3 Months Ended | ||
Mar. 31, 2014 | 2-May-14 | 2-May-14 | |
Common Units [Member] | Subordinated Units [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q1 | ' | ' |
Entity Registrant Name | 'SUSSER PETROLEUM PARTNERS LP | ' | ' |
Entity Central Index Key | '0001552275 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 11,020,764 | 10,939,436 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $5,957 | $8,150 |
Accounts receivable, net of allowance for doubtful accounts of $323 at December 31, 2013, and $457 at March 31, 2014 | 97,875 | 69,005 |
Receivables from affiliates | 60,086 | 49,879 |
Inventories, net | 35,805 | 11,122 |
Other current assets | 329 | 66 |
Total current assets | 200,052 | 138,222 |
Property and equipment, net | 206,144 | 180,127 |
Other assets: | ' | ' |
Marketable securities | 0 | 25,952 |
Goodwill | 22,823 | 22,823 |
Intangible assets, net | 24,954 | 22,772 |
Other noncurrent assets | 190 | 188 |
Total assets | 454,163 | 390,084 |
Current liabilities: | ' | ' |
Accounts payable | 123,017 | 110,432 |
Accrued expenses and other current liabilities | 15,177 | 11,427 |
Current maturities of long-term debt | 525 | 525 |
Total current liabilities | 138,719 | 122,384 |
Revolving line of credit | 230,000 | 156,210 |
Long-term debt | 3,543 | 29,416 |
Deferred tax liability, long-term portion | 193 | 222 |
Other noncurrent liabilities | 1,827 | 2,159 |
Total liabilities | 374,282 | 310,391 |
Partners' equity: | ' | ' |
Total equity | 79,881 | 79,693 |
Total liabilities and equity | 454,163 | 390,084 |
Common Units - Public [Member] | ' | ' |
Partners' equity: | ' | ' |
Total equity | 210,364 | 210,269 |
Common Units - Affiliates [Member] | ' | ' |
Partners' equity: | ' | ' |
Total equity | 1,559 | 1,562 |
Subordinated Units [Member] | ' | ' |
Partners' equity: | ' | ' |
Total equity | ($132,042) | ($132,138) |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Allowance for doubtful accounts | $457 | $323 |
Common Units - Affiliates [Member] | ' | ' |
Partners' equity: | ' | ' |
Limited Partners' Capital Account, Units Issued | 79,308 | 79,308 |
Limited Partners' Capital Account, Units Outstanding | 79,308 | 79,308 |
Common Units - Public [Member] | ' | ' |
Partners' equity: | ' | ' |
Limited Partners' Capital Account, Units Issued | 10,941,456 | 10,936,352 |
Limited Partners' Capital Account, Units Outstanding | 10,941,456 | 10,936,352 |
Subordinated Units [Member] | ' | ' |
Partners' equity: | ' | ' |
Limited Partners' Capital Account, Units Issued | 10,939,436 | 10,939,436 |
Limited Partners' Capital Account, Units Outstanding | 10,939,436 | 10,939,436 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenues: | ' | ' |
Motor fuel sales to third parties | $444,566 | $356,762 |
Motor fuel sales to affiliates | 766,090 | 730,727 |
Rental Income | 3,923 | 1,629 |
Other income | 2,008 | 1,299 |
Total revenues | 1,216,587 | 1,090,417 |
Cost of sales: | ' | ' |
Motor fuel cost of sales to third parties | 435,723 | 350,965 |
Motor fuel cost of sales to affiliates | 757,723 | 723,309 |
Other | 1,021 | 587 |
Total cost of sales | 1,194,467 | 1,074,861 |
Gross profit | 22,120 | 15,556 |
Operating expenses: | ' | ' |
General and administrative | 4,870 | 3,899 |
Other operating | 2,034 | 631 |
Rent | 249 | 204 |
Loss on disposal of assets | 0 | 22 |
Depreciation, amortization and accretion | 3,326 | 1,821 |
Total operating expenses | 10,479 | 6,577 |
Income from operations | 11,641 | 8,979 |
Interest expense, net | -1,502 | -683 |
Income before income taxes | 10,139 | 8,296 |
Income tax expense | -7 | -69 |
Net Income Allocated to Limited Partners | 10,132 | 8,227 |
Cash distribution per unit | $0.50 | $0.44 |
Common Units - Public [Member] | ' | ' |
Operating expenses: | ' | ' |
Weighted Average Limited Partnership Units Outstanding | 10,938,053 | 10,925,000 |
Common Units - Affiliates [Member] | ' | ' |
Operating expenses: | ' | ' |
Weighted Average Limited Partnership Units Outstanding | 79,308 | 14,436 |
Subordinated Units [Member] | ' | ' |
Operating expenses: | ' | ' |
Net Income Allocated to Limited Partners | $5,047 | $4,114 |
Net income per limited partner unit: | $0.46 | $0.38 |
Weighted Average Limited Partnership Units Outstanding | 10,939,436 | 10,939,436 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flows from operating activities: | ' | ' |
Net Income Allocated to Limited Partners | $10,132 | $8,227 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ' | ' |
Depreciation, amortization and accretion | 3,326 | 1,821 |
Amortization of deferred financing fees | 96 | 95 |
Loss on disposal of assets | 0 | 22 |
Non-cash stock based compensation | 707 | 405 |
Deferred income tax | -29 | 152 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -28,871 | -8,541 |
Accounts receivable from affiliates | -10,207 | 2,242 |
Inventories | -24,683 | -21,027 |
Other assets | -265 | 691 |
Accounts payable | 12,585 | 30,668 |
Accrued liabilities | 3,325 | 2,625 |
Other noncurrent liabilities | -332 | -285 |
Net Cash Provided by (Used in) Operating Activities, Continuing Operations | -34,216 | 17,095 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -28,424 | -27,538 |
Purchase of intangibles | -2,790 | -314 |
Purchase of marketable securities | 0 | -312,899 |
Redemption of marketable securities | 25,952 | 338,896 |
Proceeds from disposal of property and equipment | 17 | 0 |
Net Cash Used in Investing Activities, Continuing Operations | -5,245 | -1,855 |
Cash flows from financing activities: | ' | ' |
Increase in additional borrowings | 73,790 | 23,010 |
Payments on long-term debt | -25,872 | -26,105 |
Distributions to Parent | -5,345 | -4,792 |
Distribution Made to Unitholders, Cash Distributions Paid | -5,305 | -4,780 |
Net cash provided by (used in) financing activities | 37,268 | -12,667 |
Net increase (decrease) in cash | -2,193 | 2,573 |
Cash and cash equivalents at beginning of year | 8,150 | 6,752 |
Cash and cash equivalents at end of period | $5,957 | $9,325 |
Organization_and_Principles_of
Organization and Principles of Consolidation | 3 Months Ended | |
Mar. 31, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' | |
Organization and Principles of Consolidation | ' | |
Organization and Principles of Consolidation | ||
The consolidated financial statements are composed of Susser Petroleum Partners LP (the "Partnership", "SUSP", "we", "us" or "our"), a publicly traded Delaware limited partnership, and its consolidated subsidiaries, which distribute motor fuels in Texas, New Mexico, Oklahoma and Louisiana. SUSP was formed in June 2012 by Susser Holdings Corporation (“SUSS” or the “Parent”) and its wholly owned subsidiary, Susser Petroleum Partners GP LLC, our general partner. On September 25, 2012, we completed our initial public offering (“IPO”) of 10,925,000 common units representing limited partner interests. | ||
SUSS currently owns 50.2% of the SUSP limited partner units, all of the incentive distribution rights and 100% of our general partner, which has a 0.0% non-economic general partner interest in SUSP. SUSS is the primary beneficiary of our earnings and cash flows and therefore SUSS consolidates us into their financial results. | ||
The consolidated financial statements include the accounts of the Partnership and all of its subsidiaries. The Partnership operates in one operating segment, with primary operations conducted by the following consolidated wholly owned subsidiaries: | ||
• | Susser Petroleum Operating Company LLC, a Delaware limited liability company, distributes motor fuel to SUSS' retail and consignment locations, as well as third party customers in Texas, New Mexico, Oklahoma and Louisiana. | |
• | T&C Wholesale LLC and Susser Energy Services LLC, both Texas limited liability companies, distribute motor fuels, propane and lubricating oils, primarily in Texas and Oklahoma. | |
• | Susser Petroleum Property Company LLC (“PropCo”), a Delaware limited liability company, primarily owns and leases convenience store properties. | |
All significant intercompany accounts and transactions have been eliminated in consolidation. | ||
The consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The interim consolidated financial statements have been prepared from the accounting records of the Partnership and its subsidiaries, and all amounts at March 31, 2014 and for the three months ended March 31, 2013 and March 31, 2014 are unaudited. Pursuant to Regulation S-X, certain information and note disclosures normally included in the annual financial statements have been condensed or omitted. The information furnished reflects all adjustments which are, in the opinion of management, necessary for a fair statement of the results for the interim periods presented and which are of a normal, recurring nature. | ||
The consolidated financial statements and notes included herein should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2013 filed with the SEC on March 14, 2014. | ||
Certain line items have been reclassified for presentation purposes. In the fourth quarter of 2013, the Partnership revised its presentation of fuel taxes on motor fuel sales at its consignment locations to present such fuel taxes gross in motor fuel sales and motor fuel cost of sales to be consistent with its Parent's presentation of retail motor fuel sales. The effect of this immaterial error was to increase motor fuel sales and motor fuel cost of sales by $9.3 million for the three months ended March 31, 2013. This revision had no impact on gross margin, income from operations, net income and comprehensive income, or the balance sheets or statements of cash flows. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Summary of Significant Accounting Policies | ' |
New Accounting Pronouncements | |
FASB ASU No. 2013-11. In July 2013, the FASB issued ASU No. 2013-11, "Income Taxes - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists- Subtopic 740-10." An unrecognized tax benefit, or a portion of an unrecognized tax benefit, shall be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The ASU was effective for annual and interim periods beginning after December 15, 2013. The adoption of this guidance did not have an impact on the presentation of our financial statements. |
Accounts_Receivable
Accounts Receivable | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Accounts Receivable, Net [Abstract] | ' | |||||||
Accounts Receivable | ' | |||||||
Accounts Receivable | ||||||||
Accounts receivable, excluding receivables from affiliates, consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Accounts receivable, trade | $ | 68,473 | $ | 98,085 | ||||
Other receivables | 855 | 247 | ||||||
Allowance for uncollectible accounts, trade | (323 | ) | (457 | ) | ||||
Accounts receivable, net | $ | 69,005 | $ | 97,875 | ||||
Accounts receivable from affiliates are $49.9 million and $60.1 million as of December 31, 2013 and March 31, 2014, respectively. For additional information regarding our affiliated receivables, see Note 14. |
Inventories
Inventories | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Inventories | ' | |||||||
Inventories | ||||||||
Inventories consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Fuel-consignment | $ | 2,103 | $ | 2,128 | ||||
Fuel-other wholesale | 8,160 | 32,798 | ||||||
Other | 859 | 879 | ||||||
Inventories, net | $ | 11,122 | $ | 35,805 | ||||
Property_And_Equipment
Property And Equipment | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Property and Equipment | ' | |||||||
Property and Equipment | ||||||||
Property and equipment consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Land | $ | 68,213 | $ | 76,412 | ||||
Buildings and leasehold improvements | 83,328 | 98,604 | ||||||
Equipment | 34,703 | 39,880 | ||||||
Construction in progress | 7,322 | 7,096 | ||||||
Total property and equipment | 193,566 | 221,992 | ||||||
Less: Accumulated depreciation | (13,439 | ) | (15,848 | ) | ||||
Property and equipment, net | $ | 180,127 | $ | 206,144 | ||||
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Goodwill and Other Intangible Assets | ' | |||||||||||||||||||||||
Goodwill and Other Intangible Assets | ||||||||||||||||||||||||
Goodwill is not amortized, but is tested annually for impairment, or more frequently if events and circumstances indicate that the asset might be impaired. The annual impairment test is performed as of the first day of the fourth quarter of the fiscal year. At December 31, 2013 and March 31, 2014, we had $22.8 million of goodwill recorded in conjunction with past business combinations. The 2013 impairment analysis indicated no impairment in goodwill. As of March 31, 2014, we evaluated potential impairment indicators and we believe no indicators of impairment occurred during the first quarter of 2014, and we believe the assumptions used in the analysis performed in 2013 are still relevant and indicative of our current operating environment. As a result, no impairment was recorded to goodwill during the first three months of 2014. | ||||||||||||||||||||||||
The Partnership has finite‑lived intangible assets recorded that are amortized. The finite‑lived assets consist of supply agreements, favorable/unfavorable leasehold arrangements, non-competes and loan origination costs, all of which are amortized over the respective lives of the agreements or over the period of time the assets are expected to contribute directly or indirectly to the Partnership's future cash flows. Supply agreements are being amortized over a weighted-average period of approximately five years. Favorable/unfavorable leasehold arrangements are being amortized over an average period of approximately 10 years. Non-competes are being amortized over the terms of the agreement and are included in other intangibles below. Loan origination costs are amortized over the life of the underlying debt as an increase to interest expense. | ||||||||||||||||||||||||
Included in supply agreement at March 31, 2014, are approximately $2.5 million related to the acquisition of 19 fuel distribution contract during the first quarter. The following table presents the gross carrying amount and accumulated amortization for each major class of intangible assets, excluding goodwill: | ||||||||||||||||||||||||
December 31, 2013 | March 31, 2014 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
Carrying | Amortization | Amount | Carrying | Amortization | Amount | |||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Finite-lived | ||||||||||||||||||||||||
Supply agreements | $ | 31,982 | $ | 11,705 | $ | 20,277 | $ | 35,083 | $ | 12,502 | $ | 22,581 | ||||||||||||
Favorable leasehold arrangements, net | 236 | 51 | 185 | 236 | 54 | 182 | ||||||||||||||||||
Loan origination costs | 2,437 | 483 | 1,954 | 2,437 | 578 | 1,859 | ||||||||||||||||||
Other intangibles | 389 | 33 | 356 | 389 | 57 | 332 | ||||||||||||||||||
Intangible assets, net | $ | 35,044 | $ | 12,272 | $ | 22,772 | $ | 38,145 | $ | 13,191 | $ | 24,954 | ||||||||||||
LongTerm_Debt
Long-Term Debt | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Long-Term Debt | ' | |||||||
Long-Term Debt | ||||||||
Long-term debt consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
SUSP Term loan, bearing interest at Prime or LIBOR plus an applicable margin | $ | 25,866 | $ | — | ||||
SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin | 156,210 | 230,000 | ||||||
Notes payable, bearing interest at 6% and 4% | 4,075 | 4,068 | ||||||
Total debt | 186,151 | 234,068 | ||||||
Less: Current maturities | 525 | 525 | ||||||
Long-term debt, net of current maturities | $ | 185,626 | $ | 233,543 | ||||
Term Loan and Security Agreement | ||||||||
On September 25, 2012, in connection with the IPO, we entered into a Term Loan and Security Agreement with Bank of America, N.A. for a $180.7 million term loan facility, expiring September 25, 2015 (the “SUSP Term Loan”). Borrowings under the SUSP Term Loan bear interest at (i) a base rate (a rate based off of the higher of (a) the Federal Funds Rate plus 0.5%, (b) Bank of America's prime rate or (c) LIBOR plus 1.00%) or (ii) LIBOR plus 0.25%. In order to obtain the SUSP Term Loan on more favorable terms, SUSP pledged investment grade securities in an amount equal to or greater than 98% of the outstanding principal amount of the SUSP Term Loan (the “Collateral Account”). As of March 31, 2014, the SUSP Term Loan had been repaid and the Collateral Account had been liquidated. | ||||||||
Revolving Credit Agreement | ||||||||
On September 25, 2012, we entered into a $250 million revolving credit agreement with a syndicate of banks (the “SUSP Revolver”) expiring September 25, 2017. In December 2013, the SUSP Revolver commitments were increased by $150 million to a total of $400 million while retaining the ability to increase the SUSP Revolver by an additional $100 million. Borrowings under the revolving credit facility bear interest at (i) a base rate plus an applicable margin ranging from 1.00% to 2.25% or (ii) LIBOR plus an applicable margin ranging from 2.00% to 3.25%, (determined with reference to our consolidated total leverage ratio). In addition, the unused portion of our revolving credit facility is subject to a commitment fee ranging from 0.375% to 0.50%, based on our consolidated total leverage ratio. | ||||||||
The SUSP Revolver requires us to maintain a minimum consolidated interest coverage ratio of not less than 2.50 to 1.00, and a consolidated total leverage ratio of not more than 4.50 to 1.00, subject to certain adjustments. Indebtedness under the SUSP Revolver is secured by a security interest in, among other things, all of our present and future personal property and all of the personal property of our guarantors, the capital stock of our subsidiaries, and any intercompany debt. Additionally, if our consolidated total leverage ratio exceeds 3.00 to 1.00 at the end of any fiscal quarter, we will be required, upon request of the lenders, to grant mortgage liens on all real property owned by the Partnership and its subsidiary guarantors. | ||||||||
As of March 31, 2014, the balance on the SUSP Revolver was $230.0 million, and $10.9 million in standby letters of credit were outstanding. The unused availability on the SUSP Revolver at March 31, 2014 was $159.1 million. SUSP was in compliance with all financial covenants at March 31, 2014. | ||||||||
Guaranty by SUSS of SUSP Term Loan and SUSP Revolver | ||||||||
SUSS entered into a Guaranty of Collection (the “Guaranty”) in connection with the SUSP Term Loan and the SUSP Revolver. Pursuant to the Guaranty, SUSS guarantees the collection of (i) the principal amount outstanding under the SUSP Term Loan and (ii) the SUSP Revolver. SUSS' obligation under the Guaranty is limited to $180.7 million. SUSS is not required to make payments under the Guaranty unless and until (a) SUSP has failed to make a payment on the SUSP Term Loan or SUSP Revolver, (b) the obligations under such facilities have been accelerated, (c) all remedies of the applicable lenders to collect the unpaid amounts due under such facilities, whether at law or equity, have been exhausted and (d) the applicable lenders have failed to collect the full amount owing on such facilities. In addition, SUSS entered into a Reimbursement Agreement with PropCo, whereby SUSS is obligated to reimburse PropCo for any amounts paid by PropCo under the guaranty of the SUSP Revolver executed by SUSP's subsidiaries. SUSS' exposure under this reimbursement agreement is limited, when aggregated with its obligation under the Guaranty, to $180.7 million. | ||||||||
Other Debt | ||||||||
In August 2010 we entered into a mortgage note for an aggregate initial borrowing amount of $1.2 million. Pursuant to the terms of the mortgage note, we make monthly installment payments that are comprised of principal and interest through the maturity date of July 1, 2016. The balance outstanding at December 31, 2013 and March 31, 2014 was $1.1 million. The mortgage note bears interest at a fixed rate of 6.0%. The mortgage note is secured by a first priority security interest in a property owned by the Partnership. | ||||||||
In September 2013, we assumed a $3.0 million term loan obligation from SUSS as part of the contribution of net assets of Gainesville Fuel business ("GFI Contribution"). The term loan had an outstanding balance of $3.0 million as of March 31, 2014 and bears a 4.0% fixed rate. | ||||||||
The estimated fair value of long-term debt is calculated using Level 3 inputs. The fair value of debt as of March 31, 2014, is estimated to be approximately $234.6 million, based on the current balance of the SUSP Revolver and an analysis of the net present value of remaining payments on the other notes payable at a rate calculated off U.S. Treasury Securities. | ||||||||
Fair Value Measurements | ||||||||
We use fair value measurements to measure, among other items, purchased assets and investments, leases and derivative contracts. We also use them to assess impairment of properties, equipment, intangible assets and goodwill. Fair value is defined as the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Where available, fair value is based on observable market prices or parameters, or is derived from such prices or parameters. Where observable prices or inputs are not available, use of unobservable prices or inputs is used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued. | ||||||||
ASC 820 “Fair Value Measurements and Disclosures” prioritizes the inputs used in measuring fair value into the following hierarchy: | ||||||||
Level 1 | Quoted prices (unadjusted) in active markets for identical assets or liabilities; | |||||||
Level 2 | Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; | |||||||
Level 3 | Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing. | |||||||
Debt or equity securities are classified into the following reporting categories: held-to-maturity, trading or available-for-sale securities. Marketable securities were liquidated in the first quarter of 2014. The investments in debt securities, which typically mature in one year or less, were classified as held-to-maturity and valued at amortized cost, which approximates fair value. The fair value of marketable securities as of December 29, 2013 were measured using Level 1 inputs. |
Commitments_And_Contingencies
Commitments And Contingencies | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Leases [Abstract] | ' | |||||||
Commitments and Contingencies | ' | |||||||
Commitments and Contingencies | ||||||||
Leases | ||||||||
The Partnership leases certain convenience store and other properties under non-cancellable operating leases whose initial terms are typically 5 to 15 years, along with options that permit renewals for additional periods. Minimum rent is expensed on a straight-line basis over the term of the lease. We typically are responsible for payment of real estate taxes, maintenance expenses and insurance. These properties are primarily sublet to third parties. | ||||||||
The components of net rent expense are as follows: | ||||||||
Three Months Ended | ||||||||
March 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Cash rent: | ||||||||
Store base rent | $ | 204 | $ | 196 | ||||
Equipment rent | — | 48 | ||||||
Total cash rent | 204 | 244 | ||||||
Non-cash rent: | ||||||||
Straight-line rent | — | 5 | ||||||
Net rent expense | $ | 204 | $ | 249 | ||||
Equipment rent consists primarily of store equipment and vehicles. | ||||||||
Letters of Credit | ||||||||
We were contingently liable for $10.9 million related to irrevocable letters of credit required by various third parties at March 31, 2014, under the SUSP Revolver. |
Interest_Expense_And_Interest_
Interest Expense And Interest Income | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Interest Income (Expense), Net [Abstract] | ' | |||||||
Interest Expense and Interest Income | ' | |||||||
Interest Expense and Interest Income | ||||||||
The components of net interest expense are as follows: | ||||||||
Three Months Ended | ||||||||
March 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Cash interest expense | $ | 696 | $ | 1,429 | ||||
Amortization of loan costs | 95 | 96 | ||||||
Cash interest income | (108 | ) | (23 | ) | ||||
Interest expense, net | $ | 683 | $ | 1,502 | ||||
Income_Tax
Income Tax | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Income Tax Disclosure [Abstract] | ' | |||||||||||||
Income Tax | ' | |||||||||||||
Income Tax | ||||||||||||||
As a limited partnership, we are generally not subject to state and federal income tax, with the exception of the state of Texas. Included in our provision for income tax is a tax imposed by the state of Texas of 0.5% of gross margin in Texas (“franchise tax”). Our taxable income or loss, which may vary substantially from the net income or net loss reported in the Consolidated Statements of Operations and Comprehensive Income, is includable in the federal and state income tax returns of each unitholder. We are, however, subject to a statutory requirement that our non-qualifying income cannot exceed 10% of our total gross income, determined on a calendar year basis under the applicable income tax provisions. If the amount of our non-qualifying income exceeds this statutory limit, we would be taxed as a corporation. Accordingly, certain activities that generate non-qualifying income are conducted through a taxable corporate subsidiary, PropCo. PropCo is subject to federal and state income tax and pays any income taxes related to the results of its operations. For the year ended December 31, 2013 and the three months ended March 31, 2014, our non-qualifying income did not exceed the statutory limit. | ||||||||||||||
Three Months Ended | ||||||||||||||
March 31, 2013 | March 31, 2014 | |||||||||||||
(in thousands) | Tax rate % | (in thousands) | Tax rate % | |||||||||||
Tax at statutory federal rate | $ | 2,928 | 35 | % | $ | 3,549 | 35 | % | ||||||
Partnership earnings not subject to tax | (2,928 | ) | (35.0 | )% | (3,610 | ) | (35.6 | )% | ||||||
State and local tax, net of federal benefit | 69 | 0.8 | % | 68 | 0.7 | % | ||||||||
Net income tax expense | $ | 69 | 0.8 | % | $ | 7 | 0.1 | % | ||||||
Equity
Equity | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Equity [Abstract] | ' | ||||||||
Equity | ' | ||||||||
Equity | |||||||||
As of March 31, 2014, SUSS owned 79,308 common units and 10,939,436 subordinated units, which together constitute a 50.2% ownership interest in us. As of March 31, 2014 the public owned 10,941,456 units. | |||||||||
Allocations of Net Income | |||||||||
Our partnership agreement contains provisions for the allocation of net income and loss to the unitholders. For purposes of maintaining partner capital accounts, the partnership agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions allocated 100% to SUSS. | |||||||||
The calculation of net income allocated to the partners is as follows (in thousands, except per unit amounts): | |||||||||
Attributable to Common Units | |||||||||
Three Months Ended | |||||||||
31-Mar-13 | 31-Mar-14 | ||||||||
Distributions (a) | $ | 4,786 | $ | 5,535 | |||||
Distributions in excess of income | (672 | ) | (450 | ) | |||||
Limited partners' interest in net income | $ | 4,114 | $ | 5,085 | |||||
Attributable to Subordinated Units | |||||||||
Three Months Ended | |||||||||
31-Mar-13 | 31-Mar-14 | ||||||||
Distributions (a) | $ | 4,786 | $ | 5,491 | |||||
Distributions in excess of income | (672 | ) | (444 | ) | |||||
Limited partners' interest in net income | $ | 4,114 | $ | 5,047 | |||||
(a) Distributions declared per unit to unitholders as of record date | $0.44 | $0.50 | |||||||
Incentive Distribution Rights | |||||||||
The following table illustrates the percentage allocations of available cash from operating surplus between the unitholders and SUSS (in its capacity as the holder of our incentive distribution rights or "IDRs") based on the specified target distribution levels. The amounts set forth under “marginal percentage interest in distributions” are the percentage interests of SUSS and the unitholders in any available cash from operating surplus we distribute up to and including the corresponding amount in the column “total quarterly distribution per unit target amount”. The percentage interests shown for our unitholders and SUSS for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. The percentage interests set forth below for SUSS assume that there are no arrearages on common units and that SUSS continues to own all of the IDRs. | |||||||||
Marginal percentage interest in distributions | |||||||||
Total quarterly distribution per unit target amount | Unitholders | SUSS | |||||||
Minimum Quarterly Distribution | $0.44 | 100 | % | — | |||||
First Target Distribution | Above $0.4375 up to $0.503125 | 100 | % | — | |||||
Second Target Distribution | Above $0.503125 up to $0.546875 | 85 | % | 15 | % | ||||
Third Target Distribution | Above $0.546875 up to $0.656250 | 75 | % | 25 | % | ||||
Thereafter | Above $0.656250 | 50 | % | 50 | % | ||||
Cash Distributions | |||||||||
Our partnership agreement, as amended, sets forth the calculation to be used to determine the amount and priority of cash distributions that the common and subordinated unitholders will receive. The following table summarizes the cash distributions paid or payable for 2014. | |||||||||
Payment Date | Per Unit Distribution | Total Cash Distribution | |||||||
( in thousands) | |||||||||
28-Feb-14 | $ | 0.4851 | $ | 10,650 | |||||
30-May-14 | $ | 0.5021 | $ | 11,026 | |||||
EquityBased_Compensation
Equity-Based Compensation | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Share-based Compensation [Abstract] | ' | |||||||
Share-Based Compensation | ' | |||||||
Equity-Based Compensation | ||||||||
Unit-based compensation expense related to the Partnership that was included in our Consolidated Statements of Operations and Comprehensive Income was as follows (in thousands): | ||||||||
Three Months Ended | ||||||||
31-Mar-13 | 31-Mar-14 | |||||||
Phantom common units | $ | 123 | $ | 109 | ||||
SUSS allocated expense | 282 | 598 | ||||||
Total equity-based compensation expense | $ | 405 | $ | 707 | ||||
Phantom Common Unit Awards | ||||||||
During the first quarter of 2014, 6,354 grants were issued. The fair value of each phantom unit on the grant date is equal to the market price of our common unit on that date reduced by the present value of estimated dividends over the vesting period, since the phantom units do not receive dividends until vested. The estimated fair value of our phantom units is amortized over the vesting period using the straight-line method. Non-employee director awards vest over a one-to-three-year period and employee awards vest ratably over a two-to-five-year service period. The fair value of nonvested service phantom units outstanding as of March 31, 2014, totaled $0.9 million which will be amortized to expense over the requisite service period. | ||||||||
A summary of our phantom unit award activity is set forth below: | ||||||||
Number of Phantom Common Units | Weighted-Average Grant Date Fair Value | |||||||
Nonvested at December 31, 2012 | 32,500 | $ | 18.93 | |||||
Granted | 15,815 | 27.15 | ||||||
Vested | (11,352 | ) | 21.5 | |||||
Nonvested at December 31, 2013 | 36,963 | 21.66 | ||||||
Granted | 6,354 | 33.24 | ||||||
Vested | (5,104 | ) | 26.79 | |||||
Nonvested at March 31, 2014 | 38,213 | $ | 22.84 | |||||
Net_Income_per_Unit_Notes
Net Income per Unit (Notes) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Net Income Per Unit [Abstract] | ' | |||||||
Net Income per Unit | ' | |||||||
Net Income per Unit | ||||||||
Net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units. Our net income is allocated to the limited partners in accordance with their respective partnership percentages, after giving effect to any priority income allocations for incentive distributions to SUSS, the holder of the IDRs, pursuant to our partnership agreement which are declared and paid following the close of each quarter. Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to our unitholders are determined in relation to actual distributions declared and are not based on the net income allocations used in the calculation of net income per unit. | ||||||||
In addition to the common and subordinated units, we have also identified the IDRs as participating securities and use the two-class method when calculating the net income per unit applicable to limited partners, which is based on the weighted-average number of common units outstanding during the period. Diluted net income per unit includes the effects of potentially dilutive units on our common units, consisting of nonvested phantom units. Basic and diluted net income per unit applicable to subordinated limited partners are the same because there are no potentially dilutive subordinated units outstanding. | ||||||||
We also disclose limited partner units issued and outstanding. A reconciliation of the numerators and denominators of the basic and diluted per unit computations is as follows: | ||||||||
Three Months Ended | ||||||||
31-Mar-13 | 31-Mar-14 | |||||||
(in thousands, except units and per unit amounts) | ||||||||
Net income | $ | 8,227 | $ | 10,132 | ||||
Less: General partner's interest in net income | — | — | ||||||
Limited partners' interest in net income | $ | 8,227 | $ | 10,132 | ||||
Weighted average limited partner units outstanding: | ||||||||
Common - basic | 10,939,436 | 11,017,361 | ||||||
Common - equivalents | 12,154 | 24,837 | ||||||
Common - diluted | 10,951,590 | 11,042,198 | ||||||
Subordinated - SUSS (basic and diluted) | 10,939,436 | 10,939,436 | ||||||
Net income per limited partner unit: | ||||||||
Common - basic and diluted | $ | 0.38 | $ | 0.46 | ||||
Subordinated - SUSS (basic and diluted) | $ | 0.38 | $ | 0.46 | ||||
RelatedParty_Transactions
Related-Party Transactions | 3 Months Ended | |
Mar. 31, 2014 | ||
Related Party Transactions [Abstract] | ' | |
Related-Party Transactions | ' | |
Related-Party Transactions | ||
We entered into two long-term, fee-based commercial agreements with SUSS in connection with our IPO, summarized as follows: | ||
• | Distribution contract - a 10-year agreement under which we are the exclusive distributor of motor fuel to SUSS' existing Stripes® convenience stores and independently operated consignment locations, and to all future sites purchased by SUSP pursuant to the sale and leaseback option under the Omnibus Agreement, at cost, including tax and transportation costs, plus a fixed profit margin of approximately three cents per gallon. In addition, all future motor fuel volumes purchased by SUSS for its own account will be added to the distribution contract pursuant to the terms of the Omnibus Agreement. | |
• | Transportation contract - a 10-year transportation logistics agreement, pursuant to which SUSS will arrange for motor fuel to be delivered from our suppliers to our customers at rates consistent with those charged by SUSS to third parties for the delivery of motor fuel. | |
Omnibus Agreement | ||
In addition to the commercial agreements described above, we also entered into an Omnibus Agreement with SUSS pursuant to which, among other things, we received a three-year option to purchase from SUSS up to 75 of SUSS' new or recently constructed Stripes® convenience stores at their cost and lease the stores back to them at a specified rate for a 15-year initial term, and SUSP will be the exclusive distributor of motor fuel to such stores for a period of ten years from the date of purchase. We also received a ten-year right to participate in acquisition opportunities with SUSS, to the extent SUSP and SUSS are able to reach an agreement on terms, and the exclusive right to distribute motor fuel to certain of SUSS' newly constructed convenience stores and independently operated consignment locations. In addition, we agreed to reimburse our general partner and its affiliates for the costs incurred in managing and operating SUSP. The Omnibus Agreement also provides for certain indemnification obligations between SUSS and SUSP. | ||
Summary of Transactions | ||
Related-party transactions with SUSS are as follows: | ||
• | The Partnership sells motor fuel to SUSS for resale at its Stripes® convenience stores and independently operated consignment locations. Motor fuel sales to affiliates for the three months ended March 31, 2014 and 2013, were $766.1 million and $730.7 million, resulting in gross profit of $8.4 million and $7.4 million, respectively. Additionally, we collect credit card receipts from the motor fuel suppliers on SUSS' behalf. | |
• | SUSS charged us for general and administrative services under the Omnibus Agreement for oversight of the Partnership. Such amounts include certain expenses allocated by SUSS for general corporate services, such as finance, internal audit and legal services, which are included in general and administrative expenses. These expenses were charged or allocated to the Partnership based on the nature of the expenses and our proportionate share of employee time and headcount, which management believes to be reasonable. SUSS charged us $0.8 million and $0.5 million during the quarter ended March 31, 2014 and 2013, including non-cash stock based compensation. | |
• | We reimbursed SUSS for costs of employees supporting our operations of $3.4 million and $2.7 million during the quarter ended March 31, 2014 and 2013, respectively. | |
• | We distributed $5.3 million and $4.8 million during the three months ended March 31, 2014 and 2013, respectively, to SUSS as regular distributions on its common and subordinated units. | |
• | SUSS charged us for transportation services under the Transportation Contract for delivery of motor fuel to our customers of $13.3 million and $11.6 million for the three months ended March 31, 2014 and 2013. | |
• | We acquired seven convenience store properties from SUSS for $27.3 million during the quarter ended March 31, 2014. Since our IPO, we have acquired a total of 40 convenience store properties from SUSS, for a total cost of $160.7 million which also includes final true up adjustments, through March 31, 2014. | |
• | We charged SUSS rent on the convenience store properties which were purchased by us and leased back to them. For the three months ended March 31, 2014 and 2013, we charged $3.0 million and $0.8 million, respectively, to SUSS on these leases. | |
• | Net accounts receivable from SUSS were $49.9 million and $60.1 million at December 31, 2013 and March 31, 2014, respectively, which are primarily related to fuel purchases from us. |
Subsequent_Event_Notes
Subsequent Event (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
Subsequent Event | |
On April 27, 2014, SUSS entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Energy Transfer Partners, L.P. (“ETP”) and certain other related entities, under which ETP will acquire the outstanding common shares of SUSS. By acquiring SUSS, ETP will also own the general partner interest and the incentive distribution rights in SUSP, and approximately 11 million SUSP common units (representing approximately 50.2% of SUSP’s outstanding units). Under the terms of the Merger Agreement, the shareholders of SUSS will have the option to elect to receive either $80.25 in cash or 1.4506 ETP common units, or a combination of both, for each share held. The shareholder election is subject to proration to ensure that aggregate cash paid and common units issued will each represent 50% of the aggregate merger consideration. Unvested phantom units which were outstanding on April 27, 2014 will vest upon completion of the Merger. | |
SUSS’ board of directors has approved and adopted the Merger Agreement and has agreed to recommend that SUSS’ shareholders approve and adopt the Merger Agreement, subject to certain exceptions set forth in the Merger Agreement. SUSS has also agreed not to directly or indirectly solicit competing acquisition proposals or, subject to certain exceptions with respect to unsolicited proposals, to enter into discussions concerning, or provide confidential information in connection with, any alternative business combinations. The Merger Agreement further provides that, upon termination of the Merger Agreement under certain circumstances, including in connection with the acceptance of an alternative transaction, SUSS may be required to pay ETP a termination fee equal to $68 million. Completion of the Merger is subject to certain customary conditions, including approval by SUSS shareholders and receipt of required regulatory approvals. The Merger Agreement also contains customary representations, warranties and covenants by each of the parties thereto. Additional information may be found in SUSS and our filings with the U.S. Securities and Exchange Commission. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
New Accounting Pronouncements | ' |
FASB ASU No. 2013-11. In July 2013, the FASB issued ASU No. 2013-11, "Income Taxes - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists- Subtopic 740-10." An unrecognized tax benefit, or a portion of an unrecognized tax benefit, shall be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The ASU was effective for annual and interim periods beginning after December 15, 2013. The adoption of this guidance did not have an impact on the presentation of our financial statements. |
Accounts_Receivable_Tables
Accounts Receivable (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Accounts Receivable, Net [Abstract] | ' | |||||||
Schedule of Accounts Receivable | ' | |||||||
Accounts receivable, excluding receivables from affiliates, consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Accounts receivable, trade | $ | 68,473 | $ | 98,085 | ||||
Other receivables | 855 | 247 | ||||||
Allowance for uncollectible accounts, trade | (323 | ) | (457 | ) | ||||
Accounts receivable, net | $ | 69,005 | $ | 97,875 | ||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Inventory Disclosure [Abstract] | ' | |||||||
Schedule of Inventories | ' | |||||||
Inventories consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Fuel-consignment | $ | 2,103 | $ | 2,128 | ||||
Fuel-other wholesale | 8,160 | 32,798 | ||||||
Other | 859 | 879 | ||||||
Inventories, net | $ | 11,122 | $ | 35,805 | ||||
Property_And_Equipment_Tables
Property And Equipment (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ' | |||||||
Schedule of Property and Equipment | ' | |||||||
Property and equipment consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Land | $ | 68,213 | $ | 76,412 | ||||
Buildings and leasehold improvements | 83,328 | 98,604 | ||||||
Equipment | 34,703 | 39,880 | ||||||
Construction in progress | 7,322 | 7,096 | ||||||
Total property and equipment | 193,566 | 221,992 | ||||||
Less: Accumulated depreciation | (13,439 | ) | (15,848 | ) | ||||
Property and equipment, net | $ | 180,127 | $ | 206,144 | ||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended | |||||||||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ' | |||||||||||||||||||||||
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets | ' | |||||||||||||||||||||||
December 31, 2013 | March 31, 2014 | |||||||||||||||||||||||
Gross | Accumulated | Net | Gross | Accumulated | Net | |||||||||||||||||||
Carrying | Amortization | Amount | Carrying | Amortization | Amount | |||||||||||||||||||
Amount | Amount | |||||||||||||||||||||||
(in thousands) | ||||||||||||||||||||||||
Finite-lived | ||||||||||||||||||||||||
Supply agreements | $ | 31,982 | $ | 11,705 | $ | 20,277 | $ | 35,083 | $ | 12,502 | $ | 22,581 | ||||||||||||
Favorable leasehold arrangements, net | 236 | 51 | 185 | 236 | 54 | 182 | ||||||||||||||||||
Loan origination costs | 2,437 | 483 | 1,954 | 2,437 | 578 | 1,859 | ||||||||||||||||||
Other intangibles | 389 | 33 | 356 | 389 | 57 | 332 | ||||||||||||||||||
Intangible assets, net | $ | 35,044 | $ | 12,272 | $ | 22,772 | $ | 38,145 | $ | 13,191 | $ | 24,954 | ||||||||||||
LongTerm_Debt_Tables
Long-Term Debt (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ' | |||||||
Schedule of Long-term Debt | ' | |||||||
Long-term debt consisted of the following: | ||||||||
December 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
SUSP Term loan, bearing interest at Prime or LIBOR plus an applicable margin | $ | 25,866 | $ | — | ||||
SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin | 156,210 | 230,000 | ||||||
Notes payable, bearing interest at 6% and 4% | 4,075 | 4,068 | ||||||
Total debt | 186,151 | 234,068 | ||||||
Less: Current maturities | 525 | 525 | ||||||
Long-term debt, net of current maturities | $ | 185,626 | $ | 233,543 | ||||
Commitments_And_Contingencies_
Commitments And Contingencies (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Leases [Abstract] | ' | |||||||
Schedule of Rent Expense | ' | |||||||
The components of net rent expense are as follows: | ||||||||
Three Months Ended | ||||||||
March 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Cash rent: | ||||||||
Store base rent | $ | 204 | $ | 196 | ||||
Equipment rent | — | 48 | ||||||
Total cash rent | 204 | 244 | ||||||
Non-cash rent: | ||||||||
Straight-line rent | — | 5 | ||||||
Net rent expense | $ | 204 | $ | 249 | ||||
Interest_Expense_And_Interest_1
Interest Expense And Interest Income (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Interest Income (Expense), Net [Abstract] | ' | |||||||
Schedule of Interest Expense and Interest Income | ' | |||||||
The components of net interest expense are as follows: | ||||||||
Three Months Ended | ||||||||
March 31, | March 31, | |||||||
2013 | 2014 | |||||||
(in thousands) | ||||||||
Cash interest expense | $ | 696 | $ | 1,429 | ||||
Amortization of loan costs | 95 | 96 | ||||||
Cash interest income | (108 | ) | (23 | ) | ||||
Interest expense, net | $ | 683 | $ | 1,502 | ||||
Income_Tax_Schedule_of_Effecti
Income Tax Schedule of Effective Income Tax Reconciliation (Tables) | 3 Months Ended | |||||||||||||
Mar. 31, 2014 | ||||||||||||||
Income Tax Contingency [Line Items] | ' | |||||||||||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | |||||||||||||
Three Months Ended | ||||||||||||||
March 31, 2013 | March 31, 2014 | |||||||||||||
(in thousands) | Tax rate % | (in thousands) | Tax rate % | |||||||||||
Tax at statutory federal rate | $ | 2,928 | 35 | % | $ | 3,549 | 35 | % | ||||||
Partnership earnings not subject to tax | (2,928 | ) | (35.0 | )% | (3,610 | ) | (35.6 | )% | ||||||
State and local tax, net of federal benefit | 69 | 0.8 | % | 68 | 0.7 | % | ||||||||
Net income tax expense | $ | 69 | 0.8 | % | $ | 7 | 0.1 | % | ||||||
Equity_Tables
Equity (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Equity [Abstract] | ' | ||||||||
Schedule of Net Income Allocation By Partners | ' | ||||||||
The calculation of net income allocated to the partners is as follows (in thousands, except per unit amounts): | |||||||||
Attributable to Common Units | |||||||||
Three Months Ended | |||||||||
31-Mar-13 | 31-Mar-14 | ||||||||
Distributions (a) | $ | 4,786 | $ | 5,535 | |||||
Distributions in excess of income | (672 | ) | (450 | ) | |||||
Limited partners' interest in net income | $ | 4,114 | $ | 5,085 | |||||
Attributable to Subordinated Units | |||||||||
Three Months Ended | |||||||||
31-Mar-13 | 31-Mar-14 | ||||||||
Distributions (a) | $ | 4,786 | $ | 5,491 | |||||
Distributions in excess of income | (672 | ) | (444 | ) | |||||
Limited partners' interest in net income | $ | 4,114 | $ | 5,047 | |||||
(a) Distributions declared per unit to unitholders as of record date | $0.44 | $0.50 | |||||||
Schedule of Incentive Distribution Rights to Limited Partners | ' | ||||||||
Marginal percentage interest in distributions | |||||||||
Total quarterly distribution per unit target amount | Unitholders | SUSS | |||||||
Minimum Quarterly Distribution | $0.44 | 100 | % | — | |||||
First Target Distribution | Above $0.4375 up to $0.503125 | 100 | % | — | |||||
Second Target Distribution | Above $0.503125 up to $0.546875 | 85 | % | 15 | % | ||||
Third Target Distribution | Above $0.546875 up to $0.656250 | 75 | % | 25 | % | ||||
Thereafter | Above $0.656250 | 50 | % | 50 | % | ||||
Distributions Made to Limited Partner, by Distribution [Table Text Block] | ' | ||||||||
The following table summarizes the cash distributions paid or payable for 2014. | |||||||||
Payment Date | Per Unit Distribution | Total Cash Distribution | |||||||
( in thousands) | |||||||||
28-Feb-14 | $ | 0.4851 | $ | 10,650 | |||||
30-May-14 | $ | 0.5021 | $ | 11,026 | |||||
EquityBased_Compensation_Table
Equity-Based Compensation (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Share-based Compensation [Abstract] | ' | |||||||
Schedule of Equity Based Compensation Expense | ' | |||||||
Unit-based compensation expense related to the Partnership that was included in our Consolidated Statements of Operations and Comprehensive Income was as follows (in thousands): | ||||||||
Three Months Ended | ||||||||
31-Mar-13 | 31-Mar-14 | |||||||
Phantom common units | $ | 123 | $ | 109 | ||||
SUSS allocated expense | 282 | 598 | ||||||
Total equity-based compensation expense | $ | 405 | $ | 707 | ||||
Schedule of Nonvested Share Activity | ' | |||||||
A summary of our phantom unit award activity is set forth below: | ||||||||
Number of Phantom Common Units | Weighted-Average Grant Date Fair Value | |||||||
Nonvested at December 31, 2012 | 32,500 | $ | 18.93 | |||||
Granted | 15,815 | 27.15 | ||||||
Vested | (11,352 | ) | 21.5 | |||||
Nonvested at December 31, 2013 | 36,963 | 21.66 | ||||||
Granted | 6,354 | 33.24 | ||||||
Vested | (5,104 | ) | 26.79 | |||||
Nonvested at March 31, 2014 | 38,213 | $ | 22.84 | |||||
Net_Income_per_Unit_Tables
Net Income per Unit (Tables) | 3 Months Ended | |||||||
Mar. 31, 2014 | ||||||||
Net Income Per Unit [Abstract] | ' | |||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | ' | |||||||
A reconciliation of the numerators and denominators of the basic and diluted per unit computations is as follows: | ||||||||
Three Months Ended | ||||||||
31-Mar-13 | 31-Mar-14 | |||||||
(in thousands, except units and per unit amounts) | ||||||||
Net income | $ | 8,227 | $ | 10,132 | ||||
Less: General partner's interest in net income | — | — | ||||||
Limited partners' interest in net income | $ | 8,227 | $ | 10,132 | ||||
Weighted average limited partner units outstanding: | ||||||||
Common - basic | 10,939,436 | 11,017,361 | ||||||
Common - equivalents | 12,154 | 24,837 | ||||||
Common - diluted | 10,951,590 | 11,042,198 | ||||||
Subordinated - SUSS (basic and diluted) | 10,939,436 | 10,939,436 | ||||||
Net income per limited partner unit: | ||||||||
Common - basic and diluted | $ | 0.38 | $ | 0.46 | ||||
Subordinated - SUSS (basic and diluted) | $ | 0.38 | $ | 0.46 | ||||
Organization_and_Principles_of1
Organization and Principles of Consolidation (Details) (USD $) | 3 Months Ended | 18 Months Ended | 3 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 |
Parent Company [Member] | |||
Organization, Consolidation and Presentation of Financial Statements [Line Items] | ' | ' | ' |
Units sold in IPO | ' | 10,925,000 | ' |
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | ' | ' | 100.00% |
Ownership Percentage | ' | ' | 50.20% |
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest | ' | ' | 0.00% |
Excise Taxes | $9.30 | ' | ' |
Accounts_Receivable_Details
Accounts Receivable (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Allowance for uncollectible accounts, trade | ($457) | ($323) |
Accounts receivable, net | 97,875 | 69,005 |
Receivables from affiliates | 60,086 | 49,879 |
Trade Accounts Receivable [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross, current | 98,085 | 68,473 |
Other Receivables [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Accounts receivable, gross, current | 247 | 855 |
Affiliated Entity [Member] | ' | ' |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' |
Receivables from affiliates | $60,086 | $49,879 |
Inventories_Details
Inventories (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Schedule Of Inventory [Line Items] | ' | ' |
Fuel-consignment | $2,128 | $2,103 |
Fuel-other wholesale | 32,798 | 8,160 |
Other | 879 | 859 |
Inventories, net | $35,805 | $11,122 |
Property_And_Equipment_Details
Property And Equipment (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Total property and equipment | $221,992 | $193,566 |
Accumulated depreciation | -15,848 | -13,439 |
Property and equipment, net | 206,144 | 180,127 |
Land [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total property and equipment | 76,412 | 68,213 |
Buildings and leasehold improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total property and equipment | 98,604 | 83,328 |
Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total property and equipment | 39,880 | 34,703 |
Construction in progress [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Total property and equipment | $7,096 | $7,322 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets (Intangible Assets) (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Goodwill and Intangible Assets Disclosure [Abstract] | ' | ' |
Goodwill | $22,823 | $22,823 |
Number of fuel supply contracts | 19 | ' |
Finite-Lived Intangible Assets, Net [Abstract] | ' | ' |
Finite-lived intangible assets, Gross carrying amount | 38,145 | 35,044 |
Finite-lived intangible assets, Accumulated amortization | 13,191 | 12,272 |
Intangible assets, net | 24,954 | 22,772 |
Supply agreements [Member] | ' | ' |
Finite and Indefinite-Lived Intangible Asset by Major Class [Line Items] | ' | ' |
Average amortization period | '5 years | ' |
Finite-Lived Intangible Assets, Net [Abstract] | ' | ' |
Finite-lived intangible assets, Gross carrying amount | 35,083 | 31,982 |
Finite-lived intangible assets, Accumulated amortization | 12,502 | 11,705 |
Finite-lived intangible assets, Net | 22,581 | 20,277 |
(Unfavorable) favorable leasehold arrangements, net [Member] | ' | ' |
Finite and Indefinite-Lived Intangible Asset by Major Class [Line Items] | ' | ' |
Average amortization period | '10 years | ' |
Finite-Lived Intangible Assets, Net [Abstract] | ' | ' |
Finite-lived intangible assets, Gross carrying amount | 236 | 236 |
Finite-lived intangible assets, Accumulated amortization | 54 | 51 |
Finite-lived intangible assets, Net | 182 | 185 |
Loan origination commitments [Member] | ' | ' |
Finite-Lived Intangible Assets, Net [Abstract] | ' | ' |
Finite-lived intangible assets, Gross carrying amount | 2,437 | 2,437 |
Finite-lived intangible assets, Accumulated amortization | 578 | 483 |
Finite-lived intangible assets, Net | 1,859 | 1,954 |
Other [Member] | ' | ' |
Finite-Lived Intangible Assets, Net [Abstract] | ' | ' |
Finite-lived intangible assets, Gross carrying amount | 389 | 389 |
Finite-lived intangible assets, Accumulated amortization | 57 | 33 |
Finite-lived intangible assets, Net | 332 | 356 |
Affiliated Entity [Member] | Supply agreements [Member] | ' | ' |
Finite-Lived Intangible Assets, Net [Abstract] | ' | ' |
Finite-lived intangible assets, Gross carrying amount | $2,500 | ' |
LongTerm_Debt_Details
Long-Term Debt (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ' | ' |
Total debt | $234,068 | $186,151 |
Less: Current maturities | 525 | 525 |
Long-term debt, net of current maturities | 233,543 | 185,626 |
SUSP Term Loan [Member] | Term Loan [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Total debt | 0 | 25,866 |
Susser Petroleum Partners Revolver [Member] | Revolving Credit Agreement [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin | 230,000 | 156,210 |
Notes Payable, Six and Four Percent [Member] | Other Notes Payables [Member] | ' | ' |
Debt Instrument [Line Items] | ' | ' |
Notes payable, bearing interest at 6% and 4% | $4,068 | $4,075 |
LongTerm_Debt_Term_Loans_Detai
Long-Term Debt (Term Loans) (Details) (SUSP Term Loan [Member], Term Loan [Member], USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2014 |
Debt Instrument [Line Items] | ' |
Face amount | 180.7 |
Covenant collateral percentage amount | 98.00% |
Federal Funds Rate [Member] | ' |
Debt Instrument [Line Items] | ' |
Basis spread on variable rate | 0.50% |
LIBOR [Member] | ' |
Debt Instrument [Line Items] | ' |
Basis spread on variable rate | 1.00% |
LIBOR plus Federal Funds Rate or LIBOR plus Prime Rate [Member] | ' |
Debt Instrument [Line Items] | ' |
Basis spread on variable rate | 0.25% |
LongTerm_Debt_Revolving_Credit
Long-Term Debt (Revolving Credit Agreement) (Details) (Revolving Credit Agreement [Member], Susser Petroleum Partners Revolver [Member], USD $) | 12 Months Ended | 3 Months Ended | ||||||||
Dec. 31, 2013 | Mar. 31, 2014 | Sep. 25, 2012 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Standby Letters of Credit [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | ||||
LIBOR [Member] | Applicable Margin Range [Member] | LIBOR [Member] | Applicable Margin Range [Member] | |||||||
Debt Instrument [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum borrowing capactiy | ' | $400,000,000 | $250,000,000 | ' | ' | ' | ' | ' | ' | ' |
Option to Increase Revolver | ' | 100,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, Increase (Decrease), Net | 150,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis spread on variable rate | ' | ' | ' | ' | ' | 1.00% | 2.00% | ' | 2.25% | 3.25% |
Commitment fee percentage | ' | ' | ' | ' | 0.38% | ' | ' | 0.50% | ' | ' |
SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin | 156,210,000 | 230,000,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Consolidated interest coverage ratio | ' | ' | ' | ' | 2.5 | ' | ' | 1 | ' | ' |
Consolidated total leverage ratio | ' | ' | ' | ' | 4.5 | ' | ' | 1 | ' | ' |
Consolidated total leverage ratio at end of fiscal quarter | ' | ' | ' | ' | 3 | ' | ' | 1 | ' | ' |
Letters of Credit Outstanding, Amount | ' | ' | ' | 10,900,000 | ' | ' | ' | ' | ' | ' |
Current borrowing capacity | ' | $159,100,000 | ' | ' | ' | ' | ' | ' | ' | ' |
LongTerm_Debt_Guaranty_of_Debt
Long-Term Debt (Guaranty of Debt) (Details) (Parent [Member], Revolving Credit Facility and Term Loan [Member], Guaranty of Collection [Member], USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Parent [Member] | Revolving Credit Facility and Term Loan [Member] | Guaranty of Collection [Member] | ' |
Debt Instrument [Line Items] | ' |
Amount of debt guaranteed | $180.70 |
LongTerm_Debt_Other_Debt_Detai
Long-Term Debt (Other Debt) (Details) (USD $) | Mar. 31, 2014 | Mar. 31, 2014 | Aug. 31, 2010 | Mar. 31, 2014 |
Notes Payable - 6% [Member] | Notes Payable - 6% [Member] | Notes Payable, Four Percent [Member] | ||
Other Notes Payables [Member] | Predecessor [Member] | Other Notes Payables [Member] | ||
Other Notes Payables [Member] | ||||
Debt Instrument [Line Items] | ' | ' | ' | ' |
Face amount | ' | ' | $1,200,000 | $3,000,000 |
Notes payable | ' | 1,100,000 | ' | ' |
Stated interest rate | ' | 6.00% | ' | 4.00% |
Debt at fair value | $234,600,000 | ' | ' | ' |
Commitments_And_Contingencies_1
Commitments And Contingencies (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Operating Leased Assets [Line Items] | ' | ' |
Store base rent | $196,000 | $204,000 |
Equipment rent | 48,000 | 0 |
Operating Leases, Cash Rent Expense | 244,000 | 204,000 |
Straight Line Rent | 5,000 | 0 |
Net rent expense | 249,000 | 204,000 |
Minimum [Member] | ' | ' |
Operating Leased Assets [Line Items] | ' | ' |
Lease term | '5 years | ' |
Maximum [Member] | ' | ' |
Operating Leased Assets [Line Items] | ' | ' |
Lease term | '15 years | ' |
Standby Letters of Credit [Member] | Susser Petroleum Partners Revolver [Member] | Revolving Credit Agreement [Member] | ' | ' |
Operating Leased Assets [Line Items] | ' | ' |
Letters of Credit Outstanding, Amount | $10,900,000 | ' |
Interest_Expense_And_Interest_2
Interest Expense And Interest Income (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Interest Expense and Interest Income [Line Items] | ' | ' |
Cash interest expense | $1,429 | $696 |
Amortization of loan costs | 96 | 95 |
Cash interest income | -23 | -108 |
Interest expense, net | $1,502 | $683 |
Income_Tax_Details
Income Tax (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Income Tax Contingency [Line Items] | ' | ' |
Tax at Statutory Federal Rate | $3,549 | $2,928 |
Tax at Statutory Federal Rate, Percentage | 35.00% | 35.00% |
Partnership earnings not subject to tax | -3,610 | -2,928 |
Partnership earnings not subject to tax, Percentage | -35.60% | -35.00% |
State and local tax, net of federal benefit | 68 | 69 |
State and local tax, net of federal benefit, Percentage | 0.70% | 0.80% |
Net income tax expense | $7 | $69 |
Effective Income Tax Rate | 0.10% | 0.80% |
Non-qualifying income % | 10.00% | ' |
Margin tax | 0.50% | ' |
Equity_Details
Equity (Details) (USD $) | 0 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | ||||||||||||||||||||||||||||
In Thousands, except Share data, unless otherwise specified | Feb. 28, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | 30-May-14 | Apr. 27, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 |
Common Units - Affiliates [Member] | Common Units - Affiliates [Member] | Common Unitholders [Member] | Common Unitholders [Member] | Subordinated Units [Member] | Subordinated Units [Member] | Subordinated Units [Member] | Common Units - Public [Member] | Common Units - Public [Member] | Minimum Quarterly Distribution [Member] | Parent [Member] | Parent [Member] | Parent [Member] | Parent [Member] | Parent [Member] | Common Unitholders [Member] | Common Unitholders [Member] | Common Unitholders [Member] | Common Unitholders [Member] | Common Unitholders [Member] | Parent Company [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | |||||
Minimum Quarterly Distribution [Member] | First Target Distribution [Member] | Second Target Distribution [Member] | Third Target Distribution [Member] | Distributions Thereafter [Member] | Minimum Quarterly Distribution [Member] | First Target Distribution [Member] | Second Target Distribution [Member] | Third Target Distribution [Member] | Distributions Thereafter [Member] | First Target Distribution [Member] | Second Target Distribution [Member] | Third Target Distribution [Member] | Distributions Thereafter [Member] | First Target Distribution [Member] | Second Target Distribution [Member] | Third Target Distribution [Member] | ||||||||||||||||||
Schedule of Partners' Capital [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Incentive Distribution Quartely Distribution Target Amount | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.44 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $0.44 | $0.50 | $0.55 | $0.66 | $0.50 | $0.55 | $0.66 |
Distributions Per Limited Partnership and General Partnership Unit, Outstanding, Basic | ' | $0.50 | $0.49 | $0.44 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distribution Made to Limited Partner, Cash Distributions Declared | $10,650 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $11,026 | ' | ' | ' | ' | ' | ' | ' | ' |
Limited Partners' Capital Account, Units Outstanding | ' | ' | ' | ' | 79,308 | 79,308 | ' | ' | 10,939,436 | ' | 10,939,436 | 10,941,456 | 10,936,352 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 11,000,000 | ' | ' | ' | ' | ' | ' | ' |
Ownership Percentage | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.20% | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions Made to Members or Limited Partners [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Distributions | ' | ' | ' | ' | ' | ' | 5,535 | 4,786 | 5,491 | 4,786 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Undistributed earnings | ' | ' | ' | ' | ' | ' | -450 | -672 | -444 | -672 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Incentive Distributions, Members or Limited Partners [Abstract] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Marginal percentage interest in distributions | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.00% | 0.00% | 15.00% | 25.00% | 50.00% | 100.00% | 100.00% | 85.00% | 75.00% | 50.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Income Allocated to Limited Partners | ' | $10,132 | ' | $8,227 | ' | ' | $5,085 | $4,114 | $5,047 | $4,114 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
EquityBased_Compensation_Detai
Equity-Based Compensation (Details) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Equity-based compensation expense | $707 | $405 |
Phantom common units [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Equity-based compensation expense | 109 | 123 |
Allocated From SUSS [Member] | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ' | ' |
Equity-based compensation expense | $598 | $282 |
EquityBased_Compensation_Phant
Equity-Based Compensation (Phantom Common Unit Awards) (Details) (Phantom common units [Member], 2012 Long Term Incentive Plan [Member], USD $) | 3 Months Ended | 12 Months Ended |
In Millions, except Share data, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Nonvested, Number of Shares [Roll Forward] | ' | ' |
Non-vested at beginning of the period, Shares | 36,963 | 32,500 |
Granted, shares | 6,354 | 15,815 |
Vested, shares | -5,104 | -11,352 |
Non-vested at end of period, Shares | 38,213 | 36,963 |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Non-vested at beginning of the period, Weighted Average Grant Date Fair Value | $21.66 | $18.93 |
Granted, Weighted Average Grant Date Fair Value | $33.24 | $27.15 |
Vested, Weighted Average Grant Date Fair Value | $26.79 | $21.50 |
Non-vested at end of period, Weighted Average Grant Date Fair Value | $22.84 | $21.66 |
Fair Value Of Nonvested Service Phantom Units | $0.90 | ' |
Non-employee director [Member] | Minimum [Member] | ' | ' |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Vesting Period | '1 year | ' |
Non-employee director [Member] | Maximum [Member] | ' | ' |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Vesting Period | '3 years | ' |
Employee [Member] | Minimum [Member] | ' | ' |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Vesting Period | '2 years | ' |
Employee [Member] | Maximum [Member] | ' | ' |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ' | ' |
Vesting Period | '5 years | ' |
Net_Income_per_Unit_Details
Net Income per Unit (Details) (USD $) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' |
Net Income Allocated to Limited Partners | $10,132,000 | $8,227,000 |
General partner's interest in net income | 0 | 0 |
Common Units [Member] | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' |
Weighted Average Limited Partnership Units Outstanding, Basic | 11,017,361 | 10,939,436 |
Weighted Average Limited Partnership Units Outstanding, Equivalents | 24,837 | 12,154 |
Weighted Average Limited Partnership Units Outstanding | 11,042,198 | 10,951,590 |
Subordinated Units [Member] | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' |
Net Income Allocated to Limited Partners | 5,047,000 | 4,114,000 |
Weighted Average Limited Partnership Units Outstanding | 10,939,436 | 10,939,436 |
Weighted Average of Limted Partnership Units Outstanding, Basic and Diluted | 10,939,436 | 10,939,436 |
Net income per limited partner unit: | $0.46 | $0.38 |
Common Unitholders [Member] | ' | ' |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ' | ' |
Net Income Allocated to Limited Partners | $5,085,000 | $4,114,000 |
Earnings Per Share, Basic and Diluted | $0.46 | $0.38 |
RelatedParty_Transactions_Deta
Related-Party Transactions (Details) (USD $) | 3 Months Ended | 18 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | |
stores | stores | |||
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Motor fuel sales to affiliates | $766,090,000 | $730,727,000 | ' | ' |
Receivables from affiliates | 60,086,000 | ' | 60,086,000 | 49,879,000 |
Parent [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Number of long-term commercial agreements | 2 | ' | ' | ' |
Distribution agreement term | '10 years | ' | ' | ' |
Margin on transportation costs | 0.03 | ' | ' | ' |
Transportation agreement term | '10 years | ' | ' | ' |
Purchase option term | '3 years | ' | ' | ' |
Number of convenience stores | 75 | ' | ' | ' |
Initial term | '15 years | ' | ' | ' |
Exclusive distributor term | '10 years | ' | ' | ' |
Participation in acquisitions term | '10 years | ' | ' | ' |
Affiliated Entity [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Gross profit from related parties | 8,400,000 | 7,400,000 | ' | ' |
General and administrative expenses from related parties | 800,000 | 500,000 | ' | ' |
Reimbursement costs of employees supporting operations | 3,400,000 | 2,700,000 | ' | ' |
Distribution amount | 5,300,000 | 4,800,000 | ' | ' |
Charge for transportation services | 13,300,000 | 11,600,000 | ' | ' |
Number of convenience store properties acquired | 7 | ' | 40 | ' |
Cost for convenience stores acquired | 27,300,000 | ' | 160,700,000 | ' |
Rent expense | 3,000,000 | 800,000 | ' | ' |
Receivables from affiliates | $60,086,000 | ' | $60,086,000 | $49,879,000 |
Subsequent_Event_Details
Subsequent Event (Details) (Subsequent Event [Member], USD $) | 0 Months Ended | |
Apr. 28, 2014 | Apr. 27, 2014 | |
units | ||
Subsequent Event [Member] | ' | ' |
Subsequent Event [Line Items] | ' | ' |
Limited Partners' Capital Account, Units Outstanding | ' | 11,000,000 |
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | 50.20% | ' |
Cash Paid in Exchange of Each Share | $80.25 | ' |
Number of Shares Received in Exchange of Each Share | ' | 1.4506 |
Percentage of Maximum Cash Consideration in Total Consideration | ' | 50.00% |
Termination Fee upon Termination of Merger Agreement | ' | $68,000,000 |