Document_and_Entity_Informatio
Document and Entity Information Document | 9 Months Ended | |||
Sep. 30, 2013 | Nov. 01, 2013 | Nov. 01, 2013 | Nov. 01, 2013 | |
Common | Subordinated | General Partner | ||
Entity Information [Line Items] | ' | ' | ' | ' |
Entity Registrant Name | 'Delek Logistics Partners, LP | ' | ' | ' |
Entity Central Index Key | '0001552797 | ' | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' | ' |
Document Type | '10-Q | ' | ' | ' |
Document Period End Date | 30-Sep-13 | ' | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' | ' |
Document Fiscal Period Focus | 'Q3 | ' | ' | ' |
Amendment Flag | 'false | ' | ' | ' |
Entity Partnership Units Outstanding | ' | 12,036,821 | 11,999,258 | 490,532 |
Entity Well-known Seasoned Issuer | 'No | ' | ' | ' |
Entity Voluntary Filers | 'No | ' | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2012 | Dec. 31, 2011 | ||||
In Thousands, unless otherwise specified | ||||||||
Current assets: | ' | ' | ' | ' | ||||
Cash and cash equivalents | $6,712 | [1] | $23,452 | [2] | $213 | [1] | $35 | [1] |
Accounts receivable | 34,611 | 27,725 | [2] | ' | ' | |||
Inventory | 21,239 | 14,351 | [2] | ' | ' | |||
Deferred tax assets | 14 | 14 | [2] | ' | ' | |||
Other current assets | 592 | 169 | [2] | ' | ' | |||
Total current assets | 63,168 | 65,711 | [2] | ' | ' | |||
Property, plant and equipment: | ' | ' | ' | ' | ||||
Property, plant and equipment | 229,753 | 216,048 | [2] | ' | ' | |||
Less: accumulated depreciation | -33,264 | -24,991 | [2] | ' | ' | |||
Property, plant and equipment, net | 196,489 | 191,057 | [2] | ' | ' | |||
Goodwill | 10,454 | 10,454 | [2] | ' | ' | |||
Intangible assets, net | 11,647 | 12,430 | [2] | ' | ' | |||
Other non-current assets | 5,620 | 3,664 | [2] | ' | ' | |||
Total assets | 287,378 | 283,316 | [2] | 284,826 | ' | |||
Current liabilities: | ' | ' | ' | ' | ||||
Accounts payable | 26,995 | 21,849 | [2] | ' | ' | |||
Accounts payable to related parties | 14,908 | 10,148 | [2] | ' | ' | |||
Fuel and other taxes payable | 6,683 | 4,650 | [2] | ' | ' | |||
Accrued expenses and other current liabilities | 6,348 | 3,650 | [2] | ' | ' | |||
Total current liabilities | 54,934 | 40,297 | [2] | ' | ' | |||
Non-current liabilities: | ' | ' | ' | ' | ||||
Revolving credit facility | 161,000 | 90,000 | [2] | ' | ' | |||
Asset retirement obligations | 3,340 | 3,177 | [2] | ' | ' | |||
Deferred tax liability | 59 | 17 | [2] | ' | ' | |||
Other non-current liabilities | 7,965 | 9,810 | [2] | ' | ' | |||
Total non-current liabilities | 172,364 | 103,004 | [2] | ' | ' | |||
Equity: | ' | ' | ' | ' | ||||
Predecessors division equity | 0 | 35,590 | [2] | ' | ' | |||
Common unitholders - public; 9,237,563 units issued and outstanding at September 30, 2013 (9,200,000 at December 31, 2012) | 184,656 | 178,728 | [2] | ' | ' | |||
Common unitholders - Delek; 2,799,258 units issued and outstanding at September 30, 2013 (2,799,258 at December 31, 2012) | -181,071 | -127,129 | [2] | ' | ' | |||
Subordinated unitholder - Delek; 11,999,258 units issued and outstanding at September 30, 2013 (11,999,258 at December 31, 2012) | 58,697 | 52,875 | [2] | ' | ' | |||
General Partner unitholder - Delek; 490,532 units issued and outstanding at September 30, 2013 (489,766 at December 31, 2012) | -2,202 | -49 | [2] | ' | ' | |||
Total equity | 60,080 | 140,015 | [2] | ' | ' | |||
Total liabilities and equity | $287,378 | $283,316 | [2] | ' | ' | |||
[1] | Adjusted to include the historical cash flows of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||||
[2] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) | Sep. 30, 2013 | Dec. 31, 2012 |
Common unitholders - public, units issued | 9,237,563 | 9,200,000 |
Common unitholders - Delek, units issued | 2,799,258 | 2,799,258 |
Subordinated unitholders - Delek, units issued | 11,999,258 | 11,999,258 |
General partner - Delek, units issued | 490,532 | 489,766 |
Common unitholders - public, units outstanding | 9,237,563 | 9,200,000 |
Common unitholders - Delek US, units outstanding | 2,799,258 | 2,799,258 |
Subordinated unitholders - Delek US, units outstanding | 11,999,258 | 11,999,258 |
General partner - Delek US, units outstanding | 490,532 | 489,766 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Net sales | $243,295 | [1] | $271,806 | [1] | $684,331 | [1] | $773,369 | [1] |
Operating costs and expenses: | ' | ' | ' | ' | ||||
Operating costs and expenses: | 218,222 | [1] | 255,281 | [1] | 614,048 | [1] | 729,750 | [1] |
Operating expenses | 7,474 | [1] | 9,540 | [1] | 23,075 | [1] | 20,637 | [1] |
General and administrative expenses | 1,868 | [1] | 1,804 | [1] | 5,172 | [1] | 6,937 | [1] |
Depreciation and amortization | 2,844 | [1] | 2,616 | [1] | 9,074 | [1],[2] | 7,720 | [1],[2] |
Loss on sale of assets | 0 | [1] | 5 | [1] | 0 | [2] | 5 | [1],[2] |
Total operating costs and expenses | 230,408 | [1] | 269,246 | [1] | 651,369 | [1] | 765,049 | [1] |
Operating income | 12,887 | [1] | 2,560 | [1] | 32,962 | [1] | 8,320 | [1] |
Interest expense, net | 1,194 | [1] | 667 | [1] | 2,763 | [1] | 1,777 | [1] |
Income before income tax expense | 11,693 | [1] | 1,893 | [1] | 30,199 | [1] | 6,543 | [1] |
Income tax expense | 307 | [1] | 2,437 | [1] | 547 | [1] | 5,183 | [1] |
Net income (loss) | 11,386 | [1] | -544 | [1] | 29,652 | [1],[2] | 1,360 | [1],[2] |
Less: (loss) income attributable to Predecessors | -1,159 | [1] | -544 | [1] | -6,853 | [1] | 1,360 | [1] |
Net income attributable to partners | 12,545 | [1] | 0 | [1] | 36,505 | [1] | 0 | [1] |
Comprehensive income attributable to partners | 12,545 | 0 | 36,505 | 0 | ||||
Less: General partner's interest in net income (2%) | 250 | [1] | ' | 729 | [1] | ' | ||
Limited partners' interest in net income | $12,295 | [1] | ' | $35,776 | [1] | ' | ||
Net income per limited partner unit: | ' | ' | ' | ' | ||||
Common units - (basic) | $0.51 | [1] | ' | $1.49 | [1] | ' | ||
Common units - (diluted) | $0.51 | [1] | ' | $1.48 | [1] | ' | ||
Subordinated units - Delek (basic and diluted) | $0.51 | [1] | ' | $1.49 | [1] | ' | ||
Weighted average limited partner units outstanding: | ' | ' | ' | ' | ||||
Common units - (basic) | 12,036,821 | ' | 12,014,445 | ' | ||||
Common units - (diluted) | 12,188,342 | ' | 12,152,657 | ' | ||||
Subordinated units - Delek (basic and diluted) | 11,999,258 | ' | 11,999,258 | ' | ||||
Cash distribution per unit | $0.41 | [1] | ' | $1.19 | [1] | ' | ||
[1] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||||
[2] | Adjusted to include the historical cash flows of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows ( Unaudited) (USD $) | 9 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | ||
Net income | $29,652 | [1],[2] | $1,360 | [1],[2] |
Adjustments to reconcile net income to net cash provided by operating activities: | ' | ' | ||
Depreciation and amortization | 9,074 | [1],[2] | 7,720 | [1],[2] |
Amortization of unfavorable contract liability to revenue | -1,956 | [1] | 0 | [1] |
Amortization of debt issuance costs | 560 | [1] | 146 | [1] |
Accretion of asset retirement obligations | 163 | [1] | 79 | [1] |
Deferred income taxes | 42 | [1] | -135 | [1] |
Loss on sale of assets | 0 | [1] | 5 | [1],[2] |
Unit-based compensation expense | 179 | [1] | 92 | [1] |
Changes in assets and liabilities, net of acquisitions: | ' | ' | ||
Accounts receivable | -6,886 | [1] | -14,605 | [1] |
Inventories and other current assets | -7,311 | [1] | -13,742 | [1] |
Accounts payable and other current liabilities | 9,907 | [1] | 16,134 | [1] |
Accounts payable from related parties | 4,760 | [1] | -369 | [1] |
Non-current assets and liabilities, net | -2,700 | [1] | -1,217 | [1] |
Net cash provided by (used in) operating activities | 35,484 | [1] | -4,532 | [1] |
Cash flows from investing activities: | ' | ' | ||
Business combinations | -5,722 | [1] | -23,272 | [1] |
Purchases of property, plant and equipment | -7,881 | [1] | -16,700 | [1] |
Proceeds from sale of property, plant and equipment | 0 | [1] | 2 | [1] |
Net cash used in investing activities | -13,603 | [1] | -39,970 | [1] |
Cash flows from financing activities: | ' | ' | ||
Distributions to general partner | -492 | [1] | 0 | [1] |
Distributions to common unitholders - Public | -9,252 | [1] | 0 | [1] |
Distributions to common unitholders - Delek | -2,810 | [1] | 0 | [1] |
Distributions to subordinated unitholders - Delek | -12,047 | [1] | 0 | [1] |
Distributions to Delek for contribution of Tyler Terminal and Tank Assets | -94,800 | [1] | 0 | [1] |
Proceeds from revolving credit facility | 138,000 | [1] | 226,200 | [1] |
Payments of revolving credit facility | -67,000 | [1] | -203,300 | [1] |
Tax benefit from exercise of stock-based compensation | 0 | [1] | 25 | [1] |
Deferred financing costs paid | 0 | [1] | -97 | [1] |
Capital contributions by Predecessors | 9,317 | [1] | 21,852 | [1] |
Reimbursement of capital expenditures by sponsor | 463 | [1] | 0 | [1] |
Net cash (used in) provided by financing activities | -38,621 | [1] | 44,680 | [1] |
Net (decrease) increase in cash and cash equivalents | -16,740 | [1] | 178 | [1] |
Cash and cash equivalents at the beginning of the period | 23,452 | [3] | 35 | [1] |
Cash and cash equivalents at the end of the period | 6,712 | [1] | 213 | [1] |
Cash paid during the period for: | ' | ' | ||
Interest | 1,906 | [1] | 1,633 | [1] |
Income taxes | 30 | [1] | 1,316 | [1] |
Non-cash financing activities: | ' | ' | ||
Working capital retained by Sponsor | 213 | [1] | 0 | [1] |
Sponsor contribution of fixed assets | $105 | $0 | ||
[1] | Adjusted to include the historical cash flows of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||
[2] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||
[3] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Organization_and_Basis_of_Pres
Organization and Basis of Presentation (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization and Basis of Presentation | ' |
Organization and Basis of Presentation | |
As used in this report, the terms "Delek Logistics Partners, LP," the "Partnership," "we," "us," or "our" may refer to Delek Logistics Partners, LP, one or more of its consolidated subsidiaries or all of them taken as a whole. References in this report to "Delek" refer collectively to Delek US Holdings, Inc. and any of its subsidiaries, other than Delek Logistics Partners, LP, its subsidiaries and its general partner. | |
The Partnership is a Delaware limited partnership formed in April 2012 by Delek Logistics GP, LLC, a subsidiary of Delek and our general partner. On November 7, 2012, we completed our initial public offering (the "Offering") of 9,200,000 common units representing limited partner interests. | |
The information presented in this Quarterly Report on Form 10-Q contains the unaudited condensed combined financial results of Delek Logistics Partners, LP Predecessor ("the DKL Predecessor"), our predecessor for accounting purposes, for the three and nine months ended September 30, 2012. The DKL Predecessor includes the financial results of the initial assets acquired from Delek during the Offering. The unaudited condensed consolidated financial results for the three and nine months ended September 30, 2013 include the results of operations for the Partnership. The balance sheet as of September 30, 2013 presents solely the condensed consolidated financial position of the Partnership. | |
Upon completion of the Offering, the Partnership consisted of the assets, liabilities and results of operations of certain crude oil and refined product pipelines and transportation, wholesale marketing and terminalling assets previously operated or held by Delek and certain of its subsidiaries including Delek Marketing & Supply, LLC ("Delek Marketing"), Paline Pipeline Company, LLC ("Paline") and Lion Oil Company ("Lion Oil"). Prior to the completion of the Offering, the assets, liabilities, and results of operations of the aforementioned assets related to the DKL Predecessor. | |
Transfers between entities under common control are accounted for as if the transfer occurred at the beginning of the period, and prior years are retrospectively adjusted to furnish comparative information. As an entity under common control with Delek, we record the assets that Delek has contributed to us on our balance sheet at Delek's historical basis instead of fair value. | |
On July 26, 2013, we acquired from Delek (i) the refined products terminal (the “Tyler Terminal”) located at Delek's Tyler, Texas Refinery (the "Tyler Refinery") and (ii) ninety-six storage tanks and certain ancillary assets (the "Tyler Tank Assets" and together, with the Tyler Terminal, the “Tyler Terminal and Tank Assets”) adjacent to the Tyler Refinery (such transaction, the “Tyler Acquisition”). The Tyler Acquisition was a transfer between entities under common control. Accordingly, the accompanying financial statements and related notes of the DKL Predecessor and the Partnership have been retrospectively adjusted to include the historical results of the Tyler Terminal and Tank Assets for all periods presented through July 26, 2013 (the "Tyler Predecessor"). We refer to the historical results of the DKL Predecessor and the Tyler Predecessor collectively as our "Predecessors." See Note 2 for information regarding the Tyler Acquisition. | |
The accompanying unaudited condensed combined financial statements and related notes for the three and nine months ended September 30, 2012 present the consolidated financial position, results of operations, cash flows and division equity of our Predecessors. The financial statements of our Predecessors have been prepared from the separate records maintained by Delek and may not necessarily be indicative of the conditions that would have existed or the results of operations if our Predecessors had been operated as an unaffiliated entity. Our Predecessors did not record all revenues for intercompany gathering, pipeline transportation, terminalling and storage services. | |
Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") have been condensed or omitted, although management believes that the disclosures herein are adequate to make the financial information presented not misleading. Our unaudited condensed consolidated financial statements have been prepared in conformity with U.S. GAAP applied on a consistent basis with those of the annual audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2012 (our "Annual Report on Form 10-K"). These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2012 included in our Annual Report on Form 10-K. | |
In the opinion of management, all adjustments necessary for a fair presentation of the financial position and the results of operations for the interim periods presented have been included. All significant intercompany transactions and account balances have been eliminated in the consolidation. Such intercompany transactions do not include those with Delek or our general partner. All adjustments are of a normal, recurring nature. Operating results for the interim period should not be viewed as representative of results that may be expected for any future interim period or for the full year. | |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
New Accounting Pronouncements | |
In February 2013, the Financial Accounting Standards Board ("FASB") issued guidance requiring companies to report, in one place, either on the face of the financial statements or in the notes, information about reclassifications out of accumulated other comprehensive income ("AOCI"). The guidance also requires companies to present current-period reclassifications out of AOCI and other amounts of current-period other comprehensive income ("OCI") separately for each component of OCI on the face of the financial statements or in the notes, whereas companies were previously required to present total changes in AOCI by component on the face of the financial statements or in the notes. For each significant reclassification to net income in its entirety during their reporting period, companies must identify the line item(s) affected in the statement where net income is presented. For any significant reclassifications that are not reclassified directly to net income in their entirety during the reporting period, cross-references to the note where additional details about the effects of the reclassification are disclosed are required. Companies can choose to present this information before tax or after tax, provided that they comply with the existing tax disclosure requirements in Statement of Accounting Standards Codification ("ASC") 220, Comprehensive Income. The guidance is effective for interim and annual reporting periods beginning after December 15, 2012, or the first quarter of 2013 for calendar-year companies and should be applied prospectively. The adoption of this guidance did not affect our business, financial position or results of operations, but may result in additional disclosures. We did not reclassify amounts out of AOCI during the three and nine months ended September 30, 2013. | |
In July 2012, the FASB issued guidance regarding testing indefinite-lived intangible assets for impairment that gives companies the option to perform a qualitative assessment before calculating the fair value of the indefinite-lived intangible asset. Under the guidance, if this option is selected, a company is not required to calculate the fair value of the indefinite-lived intangible unless the entity determines it is more likely than not that its fair value is less than its carrying amount. In October 2012, the FASB issued guidance regarding the application of the qualitative assessment permitted under the Accounting Standards Update 2012-02, issued in July. The guidance requires companies to focus on the significant inputs used to determine the fair value of indefinite-lived intangible assets when companies opt to perform the qualitative assessment. Companies must then evaluate the impact of certain events and circumstances that could have affected those inputs and weigh the identified factors prior to concluding whether the asset is impaired. As significant judgment is applied to conclude that an indefinite-lived intangible asset is not impaired based on a qualitative assessment, the analyses performed by the Company should be supported by clear documentation of the factors considered, including any necessary quantitative calculations. The guidance is effective for interim and annual reporting periods beginning January 1, 2013. The adoption of this guidance did not affect our business, financial position or results of operations. | |
In December 2011, the FASB issued guidance requiring the disclosure of information about offsetting and related arrangements to enable users of financial statements to understand the effect of these arrangements on financial position. The guidance requires the disclosure of both gross information and net information about both instruments and transactions eligible for offset in the balance sheet and instruments and transactions subject to an agreement similar to a master netting arrangement. In January 2013, the FASB issued an update limiting the scope of the offsetting disclosure requirements established by the original guidance, to certain derivatives (including bifurcated embedded derivatives), repurchase agreements and reverse repurchase agreements, and securities lending and securities borrowing transactions that are eligible for offset on the balance sheet or are subject to an agreement similar to a master netting arrangement, irrespective of whether they are offset on the balance sheet. This update amends the guidance that required companies to apply the requirements to all recognized financial instruments. The original and updated guidance is effective for interim and annual reporting periods beginning January 1, 2013 and retrospectively for all periods presented on the balance sheet. The adoption of this guidance did not affect our business, financial position or results of operations, but may result in additional disclosures (see Note 11). |
Acquisitions_Notes
Acquisitions (Notes) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Acquisitions [Abstract] | ' | ||||||||||||
Acquisitions | ' | ||||||||||||
Acquisitions | |||||||||||||
Nettleton Acquisition | |||||||||||||
On January 31, 2012, Delek completed the acquisition of an approximately 35-mile long, eight and ten-inch pipeline system (the "Nettleton Pipeline") from Plains Marketing, L.P. (“Plains”), which was subsequently contributed to the Partnership in connection with the Offering. The Nettleton Pipeline is used to transport crude oil from our tank farms in and around Nettleton, Texas to the Bullard Junction at the Tyler Refinery. Prior to the acquisition of the Nettleton Pipeline, Delek leased the Nettleton Pipeline from Plains under the terms of the Pipeline Capacity Lease Agreement dated April 12, 1999, as amended, which was terminated in connection with the acquisition of the Nettleton Pipeline. | |||||||||||||
The aggregate purchase price of the Nettleton Pipeline was approximately $12.3 million. The allocation of the purchase price was based primarily upon a preliminary valuation. During 2012, we adjusted certain of the acquisition-date fair values previously disclosed, based primarily on the finalization of goodwill and intangible amounts, which were obtained subsequent to the acquisition. | |||||||||||||
The allocation of the aggregate purchase price of the Nettleton Pipeline as of December 31, 2012 is summarized as follows (in thousands): | |||||||||||||
Property, plant and equipment | $ | 8,590 | |||||||||||
Intangible assets | 2,240 | ||||||||||||
Goodwill (all expected to be deductible for tax purposes) | 1,415 | ||||||||||||
Total | $ | 12,245 | |||||||||||
Big Sandy Acquisition | |||||||||||||
On February 7, 2012, Delek purchased (i) a light petroleum products terminal located in Big Sandy, Texas, the underlying real property, and other related assets from Sunoco Partners Marketing & Terminals L.P. (the "Big Sandy Terminal") and (ii) the 19-mile, eight-inch diameter Hopewell - Big Sandy Pipeline originating at the Hopewell Station in Smith County, Texas and terminating at the Big Sandy Station in Big Sandy, Texas from Sunoco Pipeline L.P (the "Big Sandy Pipeline"). The Big Sandy Terminal and Big Sandy Pipeline were subsequently contributed to the Partnership in connection with the Offering. The Big Sandy Terminal was supplied by the Tyler Refinery but has been idle since November 2008. | |||||||||||||
The aggregate purchase price of the Big Sandy Terminal and Big Sandy Pipeline was approximately $11.0 million. The allocation of the purchase price was based primarily upon a preliminary valuation. During 2012, we adjusted certain of the acquisition-date fair values previously disclosed, based primarily on the finalization of goodwill and intangible amounts. | |||||||||||||
The allocation of the aggregate purchase price of the Big Sandy Terminal and Big Sandy Pipeline as of December 31, 2012 is summarized as follows (in thousands): | |||||||||||||
Property, plant and equipment | $ | 8,258 | |||||||||||
Intangible assets | 1,229 | ||||||||||||
Goodwill (all expected to be deductible for tax purposes) | 1,540 | ||||||||||||
Total | $ | 11,027 | |||||||||||
Pro Forma Financial Information - Nettleton and the Big Sandy Terminal | |||||||||||||
We began consolidating the results of operations of the Nettleton Pipeline and the Big Sandy Terminal on January 31, 2012 and February 7, 2012, respectively. The Nettleton Pipeline contributed $1.2 million and $4.4 million to net sales for the three and nine months ended September 30, 2013, respectively, and $0.8 million and $3.0 million to net income for the three and nine months ended September 30, 2013, respectively. The Big Sandy Terminal contributed $0.4 million and $1.1 million to net sales for the three and nine months ended September 30, 2013, respectively, and $0.3 million and $0.9 million to net income for the three and nine months ended September 30, 2013, respectively. | |||||||||||||
Below are the unaudited pro forma consolidated results of operations for the three and nine months ended September 30, 2012, as if these acquisitions had occurred on January 1, 2011 (amounts in thousands): | |||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||
30-Sep-12 | 30-Sep-12 | ||||||||||||
Predecessors | Predecessors | ||||||||||||
Net sales | $ | 271,935 | $ | 773,498 | |||||||||
Net (loss) income | $ | (421 | ) | $ | 1,420 | ||||||||
Hopewell Acquisition | |||||||||||||
On July 19, 2013, the Partnership purchased from Enterprise TE Products Pipeline Company LLC a 13.5 mile pipeline (the "Hopewell Pipeline") that originates at the Tyler Refinery and terminates at the Hopewell Station, where it effectively connects to the Big Sandy Pipeline. The Hopewell Pipeline and the Big Sandy Pipeline form essentially one pipeline link between the Tyler Refinery and the Big Sandy Terminal (the "Tyler-Big Sandy Pipeline"). The aggregate purchase price was approximately $5.7 million in cash, which has been preliminarily allocated to property, plant and equipment. The property, plant and equipment valuation is subject to change during the purchase price allocation period. | |||||||||||||
Amended and Restated Services Agreement (Big Sandy Terminal and Pipeline). In connection with the acquisition of the Hopewell Pipeline, on July 25, 2013, the Partnership and Delek entered into the Amended and Restated Services Agreement (Big Sandy Terminal and Pipeline), which amended and restated the Terminalling Services Agreement dated November 7, 2012 for the Big Sandy Terminal to include, among other things, a minimum throughput commitment and a per barrel throughput fee that Delek will pay us for throughput along the Tyler-Big Sandy Pipeline. See Note 13 for additional information on this agreement. | |||||||||||||
Pro Forma Financial Information - Hopewell Acquisition | |||||||||||||
We began consolidating the results of operations of the Hopewell Pipeline on July 19, 2013. Although the Hopewell Pipeline has not been operational, Delek paid to us pipeline fees for the Hopewell Pipeline in the third quarter 2013. The Hopewell Pipeline contributed $0.2 million to net sales for both the three and nine months ended September 30, 2013 and a nominal amount to net income for the three and nine months ended September 30, 2013. As the Hopewell Pipeline has not been operational since prior to January 1, 2012, there are no proforma revenue adjustments for the three and nine months ended September 30, 2013 or September 30, 2012. | |||||||||||||
Tyler Acquisition | |||||||||||||
On July 26, 2013, the Partnership completed the Tyler Acquisition and acquired the Tyler Terminal and Tank Assets. The purchase price paid for the assets acquired was $94.8 million in cash. The assets acquired consisted of the following: | |||||||||||||
• | The Tyler Terminal. The refined products terminal located at the Tyler Refinery, which consists of a truck loading rack with nine loading bays supplied by pipelines from storage tanks, also owned by the Partnership, located adjacent to the Tyler Refinery, along with certain ancillary assets. Total throughput capacity for the Tyler Terminal is approximately 72,000 barrels per day ("bpd"). | ||||||||||||
• | The Tyler Tank Assets. Ninety-six storage tanks and certain ancillary assets (such as tank pumps and piping) located adjacent to the Tyler Refinery with an aggregate shell capacity of approximately 2.0 million barrels (the "Tyler Storage Tanks"). | ||||||||||||
Delek retained any current assets, current liabilities and environmental liabilities related to the Tyler Terminal and Tank Assets as of the date of the Tyler Acquisition. The only historical balance sheet items that transferred to the Partnership in the Acquisition were property, plant and equipment assets and asset retirement obligations which were recorded by us at historical cost. | |||||||||||||
In connection with the Tyler Acquisition, the Partnership and Delek (i) entered into an asset purchase agreement, (ii) amended and restated the omnibus agreement (iii) entered into a throughput and tankage agreement with respect to the Tyler Terminal and Tank Assets, (iv) entered into a lease and access agreement and (v) entered into a site services agreement. See Note 13 for additional information regarding these agreements. | |||||||||||||
Tyler Terminal and Tank Assets Financial Results | |||||||||||||
The acquisition of the Tyler Terminal and Tank Assets was considered a transfer of a business between entities under common control. Accordingly, the Tyler Acquisition was recorded at amounts based on the historical carrying value of the Tyler Terminal and Tank Assets as of July 26, 2013, which was $38.3 million. Our historical financial statements have been retrospectively adjusted to reflect the results of operations, financial position, cash flows and equity attributable to the Tyler Terminal and Tank Assets as if we owned the assets for all periods presented. The results of the Tyler Terminal and the Tyler Tank Assets are included in the wholesale marketing and terminalling segment and the pipelines and transportation segment, respectively. | |||||||||||||
The results of the Tyler Terminal and Tank Assets operations prior to the completion of the Tyler Acquisition on July 26, 2013 have been included in the Tyler Predecessor results in the tables below. The results of the Tyler Terminal and Tank Assets subsequent to July 26, 2013 have been included in the Partnership's results. Accordingly, for the three and nine months ended September 30, 2013, total operating revenues of $3.3 million and net income attributable to the Partnership of $2.1 million associated with the Tyler Terminal and Tank Assets are included in the condensed combined consolidated statements of operations of the Partnership. Nominal costs associated with the Tyler Acquisition are included in general and administrative expenses for the three and nine months ended September 30, 2013, respectively. | |||||||||||||
The tables on the following page present our results of operations, the effect of including the results of the Tyler Terminal and Tank Assets and the adjusted total amounts included in our condensed combined consolidated financial statements. | |||||||||||||
Condensed Combined Consolidated Balance Sheet as of December 31, 2012 | |||||||||||||
Delek Logistics | Tyler Terminal and Tank Assets | Delek Logistics Partners, LP | |||||||||||
Partners, LP | (Tyler Predecessor) | December 31, 2012 | |||||||||||
(In thousands) | |||||||||||||
ASSETS | |||||||||||||
Current Assets: | |||||||||||||
Cash and cash equivalents | $ | 23,452 | $ | — | $ | 23,452 | |||||||
Accounts receivable | 27,725 | — | 27,725 | ||||||||||
Inventory | 14,351 | — | 14,351 | ||||||||||
Deferred tax assets | 14 | — | 14 | ||||||||||
Other current assets | 169 | — | 169 | ||||||||||
Total current assets | 65,711 | — | 65,711 | ||||||||||
Property, plant and equipment: | |||||||||||||
Property, plant and equipment | 172,300 | 43,748 | 216,048 | ||||||||||
Less: accumulated depreciation | (18,790 | ) | (6,201 | ) | (24,991 | ) | |||||||
Property, plant and equipment, net | 153,510 | 37,547 | 191,057 | ||||||||||
Goodwill | 10,454 | — | 10,454 | ||||||||||
Intangible assets, net | 12,430 | — | 12,430 | ||||||||||
Other non-current assets | 3,664 | — | 3,664 | ||||||||||
Total assets | $ | 245,769 | $ | 37,547 | $ | 283,316 | |||||||
LIABILITIES AND EQUITY | |||||||||||||
Current liabilities: | |||||||||||||
Accounts payable | $ | 21,849 | $ | — | $ | 21,849 | |||||||
Accounts payable to related parties | 10,148 | — | 10,148 | ||||||||||
Fuel and other taxes payable | 4,650 | — | 4,650 | ||||||||||
Accrued expenses and other current liabilities | 3,615 | 35 | 3,650 | ||||||||||
Total current liabilities | 40,262 | 35 | 40,297 | ||||||||||
Non-current liabilities: | |||||||||||||
Revolving credit facility | 90,000 | — | 90,000 | ||||||||||
Asset retirement obligations | 1,440 | 1,737 | 3,177 | ||||||||||
Deferred tax liability | 17 | — | 17 | ||||||||||
Other non-current liabilities | 9,625 | 185 | 9,810 | ||||||||||
Total non-current liabilities | 101,082 | 1,922 | 103,004 | ||||||||||
Equity: | |||||||||||||
Predecessors division equity | — | 35,590 | 35,590 | ||||||||||
Common unitholders - public (9,200,000 units issued and outstanding) | 178,728 | — | 178,728 | ||||||||||
Common unitholders - Delek (2,799,258 units issued and outstanding) | (127,129 | ) | — | (127,129 | ) | ||||||||
Subordinated unitholders - Delek (11,999,258 units issued and outstanding) | 52,875 | — | 52,875 | ||||||||||
General Partner unitholders - Delek (489,766 units issued and outstanding) | (49 | ) | — | (49 | ) | ||||||||
Total equity | 104,425 | 35,590 | 140,015 | ||||||||||
Total liabilities and equity | $ | 245,769 | $ | 37,547 | $ | 283,316 | |||||||
Condensed Statements of Combined Consolidated Operations | |||||||||||||
Delek Logistics | Tyler Terminal and Tank Assets | Three Months Ended | |||||||||||
Partners, LP | (Tyler Predecessor) | September 30, 2013 | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 243,295 | $ | — | $ | 243,295 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 218,222 | — | 218,222 | ||||||||||
Operating expenses | 6,645 | 829 | 7,474 | ||||||||||
General and administrative expenses | 1,782 | 86 | 1,868 | ||||||||||
Depreciation and amortization | 2,600 | 244 | 2,844 | ||||||||||
Total operating costs and expenses | 229,249 | 1,159 | 230,408 | ||||||||||
Operating income (loss) | 14,046 | (1,159 | ) | 12,887 | |||||||||
Interest expense, net | 1,194 | — | 1,194 | ||||||||||
Net income (loss) before income tax expense | 12,852 | (1,159 | ) | 11,693 | |||||||||
Income tax expense | 307 | — | 307 | ||||||||||
Net income (loss) | 12,545 | (1,159 | ) | 11,386 | |||||||||
Less: (Loss) attributable to Predecessors | — | (1,159 | ) | (1,159 | ) | ||||||||
Net income attributable to partners | $ | 12,545 | $ | — | $ | 12,545 | |||||||
Delek Logistics | Tyler Terminal and | Three Months Ended | |||||||||||
Partners, LP | Tank Assets | September 30, 2012 | |||||||||||
(DKL Predecessor) | (Tyler Predecessor) | (Predecessors) | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 271,806 | $ | — | $ | 271,806 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 255,281 | — | 255,281 | ||||||||||
Operating expenses | 6,579 | 2,961 | 9,540 | ||||||||||
General and administrative expenses | 1,614 | 190 | 1,804 | ||||||||||
Depreciation and amortization | 2,255 | 361 | 2,616 | ||||||||||
Loss on sale of assets | 5 | — | 5 | ||||||||||
Total operating costs and expenses | 265,734 | 3,512 | 269,246 | ||||||||||
Operating income (loss) | 6,072 | (3,512 | ) | 2,560 | |||||||||
Interest expense, net | 667 | — | 667 | ||||||||||
Income (loss) before income tax expense | 5,405 | (3,512 | ) | 1,893 | |||||||||
Income tax expense | 2,437 | — | 2,437 | ||||||||||
Net income (loss) | 2,968 | (3,512 | ) | (544 | ) | ||||||||
Less: Income (loss) attributable to Predecessors | 2,968 | (3,512 | ) | (544 | ) | ||||||||
Net income attributable to partners | $ | — | $ | — | $ | — | |||||||
Delek Logistics | Tyler Terminal and Tank Assets | Nine Months Ended | |||||||||||
Partners, LP | (Tyler Predecessor) | September 30, 2013 | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 684,331 | $ | — | $ | 684,331 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 614,048 | — | 614,048 | ||||||||||
Operating expenses | 18,574 | 4,501 | 23,075 | ||||||||||
General and administrative expenses | 4,570 | 602 | 5,172 | ||||||||||
Depreciation and amortization | 7,324 | 1,750 | 9,074 | ||||||||||
Total operating costs and expenses | 644,516 | 6,853 | 651,369 | ||||||||||
Operating income (loss) | 39,815 | (6,853 | ) | 32,962 | |||||||||
Interest expense, net | 2,763 | — | 2,763 | ||||||||||
Net income (loss) before income tax expense | 37,052 | (6,853 | ) | 30,199 | |||||||||
Income tax expense | 547 | — | 547 | ||||||||||
Net income (loss) | 36,505 | (6,853 | ) | 29,652 | |||||||||
Less: (Loss) attributable to Predecessors | — | (6,853 | ) | (6,853 | ) | ||||||||
Net income attributable to partners | $ | 36,505 | $ | — | $ | 36,505 | |||||||
Delek Logistics | Tyler Terminal and | Nine Months Ended | |||||||||||
Partners, LP | Tank Assets | September 30, 2012 | |||||||||||
(DKL Predecessor) | (Tyler Predecessor) | (Predecessors) | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 773,369 | $ | — | $ | 773,369 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 729,750 | — | 729,750 | ||||||||||
Operating expenses | 15,673 | 4,964 | 20,637 | ||||||||||
General and administrative expenses | 6,367 | 570 | 6,937 | ||||||||||
Depreciation and amortization | 6,649 | 1,071 | 7,720 | ||||||||||
Loss on sale of assets | 5 | — | 5 | ||||||||||
Total operating costs and expenses | 758,444 | 6,605 | 765,049 | ||||||||||
Operating income (loss) | 14,925 | (6,605 | ) | 8,320 | |||||||||
Interest expense, net | 1,777 | — | 1,777 | ||||||||||
Net income (loss) before income tax expense | 13,148 | (6,605 | ) | 6,543 | |||||||||
Income tax expense | 5,183 | — | 5,183 | ||||||||||
Net income (loss) | 7,965 | (6,605 | ) | 1,360 | |||||||||
Less: Income (loss) attributable to Predecessors | 7,965 | (6,605 | ) | 1,360 | |||||||||
Net income attributable to partners | $ | — | $ | — | $ | — | |||||||
Inventory_Notes
Inventory (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Inventory Disclosure [Abstract] | ' |
Inventory | ' |
Inventory | |
Inventories consisted of $21.2 million and $14.4 million of refined petroleum products as of September 30, 2013 and December 31, 2012, respectively. Cost of inventory is stated at the lower of cost or market, determined on a first-in, first-out basis. |
Amended_and_Restated_Credit_Ag
Amended and Restated Credit Agreement (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Long-Term Obligations and Short-Term Note Payable [Abstract] | ' |
Amended and Restated Credit Agreement | ' |
Amended and Restated Credit Agreement | |
We entered into a $175.0 million senior secured revolving credit agreement concurrent with the completion of the Offering on November 7, 2012, with Fifth Third Bank, as administrative agent, and a syndicate of lenders, which was amended and restated on July 9, 2013 (the “Amended and Restated Credit Agreement”). Under the terms of the Amended and Restated Credit Agreement, the lender commitments were increased from $175.0 million to $400.0 million and a dual currency borrowing tranche was added that permits draw downs in U.S. or Canadian dollars. The Amended and Restated Credit Agreement also contains an accordion feature whereby the Partnership can increase the size of the credit facility to an aggregate of $450.0 million, subject to receiving increased or new commitments from lenders and the satisfaction of certain other conditions precedent. The Amended and Restated Credit Agreement matures on November 7, 2017. | |
Borrowings denominated in U.S. dollars under the Amended and Restated Credit Agreement bear interest at either a U.S. dollar prime rate, plus an applicable margin, or a LIBOR rate, plus an applicable margin, at the election of the borrowers. Borrowings denominated in Canadian dollars under the Amended and Restated Credit Agreement bear interest at either a Canadian dollar prime rate, plus an applicable margin, or a CDOR (Canadian Dealer Offered Rate), plus an applicable margin, at the election of the borrowers. The applicable margin in each case varies based upon the Partnership's most recently reported leverage ratio. At September 30, 2013, the weighted average interest rate was approximately 2.0%. Additionally, the Amended and Restated Credit Facility requires us to pay a leverage ratio dependent quarterly fee on the average unused revolving commitment. As of September 30, 2013, this fee was 0.25% per year. | |
The obligations under the Amended and Restated Credit Agreement remain secured by first priority liens on substantially all of the Partnership's and its U.S. subsidiaries' tangible and intangible assets. Additionally, Delek Marketing continues to provide a limited guaranty of the Partnership's obligations under the Amended and Restated Credit Agreement. Delek Marketing's guaranty is (i) limited to an amount equal to the principal amount, plus unpaid and accrued interest, of a promissory note made by Delek US in favor of Delek Marketing (the "Holdings Note") and (ii) secured by Delek Marketing's pledge of the Holdings Note to our lenders under the Amended and Restated Credit Agreement. As of September 30, 2013, the principal amount of the Holdings Note was $102.0 million, plus unpaid interest accrued since the issuance date. | |
As of September 30, 2013, we had $161.0 million of outstanding borrowings under the Amended and Restated Credit Agreement. Additionally, we had in place letters of credit totaling approximately $13.5 million with Fifth Third Bank, primarily securing obligations with respect to gasoline and diesel purchases. No amounts were outstanding under these letters of credit at September 30, 2013. Amounts available under the Amended and Restated Credit Agreement as of September 30, 2013 were approximately $225.5 million. |
Income_Taxes_Notes
Income Taxes (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
Our effective income tax rate decreased to 2.6% for the three months ended September 30, 2013 compared to the DKL Predecessor's effective income tax rate of 128.7% for the three months ended September 30, 2012. The decrease in our effective tax rate is due to the fact that we are not a taxable entity for federal income tax purposes or the income taxes of those states that follow the federal income tax treatment of partnerships. The effective tax rate for the three months ended September 30, 2012 is significantly higher than that of the three months ended September 30, 2013 due to the impact of the additional expense in connection with the Tyler Terminal and Tank Assets and the application of a federal income tax in 2012. For tax purposes, each partner of the Partnership is required to take into account its share of income, gain, loss and deduction in computing its federal and state income tax liabilities, regardless of whether cash distributions are made to such partner by the Partnership. The taxable income reportable to each partner takes into account differences between the tax basis and fair market value of our assets, the acquisition price of such partner's units and the taxable income allocation requirements under our partnership agreement. | |
Prior to the Offering, the DKL Predecessor was an entity included in its parent's consolidated tax return. As such, the DKL Predecessor was subject to both federal and state income taxes and recorded deferred income taxes for the differences between the book and tax bases of its assets and liabilities, which are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. |
Net_Income_Per_Unit_Notes
Net Income Per Unit (Notes) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Net Income (Loss), Per Outstanding Limited Partnership and General Partnership Unit, Basic and Diluted, Net of Tax [Abstract] | ' | ||||||||||||||||
Net Income Per Unit | ' | ||||||||||||||||
Net Income Per Unit | |||||||||||||||||
We use the two-class method when calculating the net income per unit applicable to limited partners because we have more than one participating security. The two-class method is based on the weighted-average number of common units outstanding during the period. Basic net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners’ interest in net income, after deducting our general partner’s 2% interest and incentive distributions, if any, by the weighted-average number of outstanding common and subordinated units. Our net income is allocated to our general partner and limited partners in accordance with their respective partnership percentages after giving effect to priority income allocations for incentive distributions, if any, to our general partner, which is the holder of the incentive distribution rights pursuant to our partnership agreement, which are declared and paid following the close of each quarter. | |||||||||||||||||
Net income per unit is only calculated for periods after the Offering as no units were outstanding prior to November 7, 2012. Earnings in excess of distributions are allocated to our general partner and 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. The basic weighted-average number of units outstanding for the nine months ended September 30, 2013 increased to 24,503,469 units from 24,492,095 units in the second quarter 2013. | |||||||||||||||||
Diluted net income per unit applicable to common limited partners includes the effects of potentially dilutive units on our common units. At present, the only potentially dilutive units outstanding consist of unvested 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. | |||||||||||||||||
Our distributions are declared subsequent to quarter end. Therefore, the table represents total cash distributions applicable to the period in which the distributions are earned. The calculation of net income per unit is as follows (dollars in thousands, except per unit amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net Income | $ | 12,545 | $ | — | $ | 36,505 | $ | — | |||||||||
Less: General partner's distribution | 198 | — | 580 | — | |||||||||||||
Less: Limited partners' distribution | 4,875 | — | 14,249 | — | |||||||||||||
Less: Subordinated partner's distribution | 4,860 | — | 14,219 | — | |||||||||||||
Earnings in excess of distributions | $ | 2,612 | $ | — | $ | 7,457 | $ | — | |||||||||
General partner's earnings: | |||||||||||||||||
Distributions | $ | 198 | — | $ | 580 | — | |||||||||||
Allocation of earnings in excess of distributions | 52 | — | 149 | — | |||||||||||||
Total general partner's earnings | $ | 250 | $ | — | $ | 729 | $ | — | |||||||||
Limited partners' earnings on common units: | |||||||||||||||||
Distributions | $ | 4,875 | — | $ | 14,249 | — | |||||||||||
Allocation of earnings in excess of distributions | 1,282 | — | 3,658 | — | |||||||||||||
Total limited partners' earnings on common units | $ | 6,157 | $ | — | $ | 17,907 | $ | — | |||||||||
Limited partners' earnings on subordinated units: | |||||||||||||||||
Distributions | $ | 4,860 | — | $ | 14,219 | — | |||||||||||
Allocation of earnings in excess of distributions | 1,278 | — | 3,650 | — | |||||||||||||
Total limited partner's earnings on subordinated units | $ | 6,138 | $ | — | $ | 17,869 | $ | — | |||||||||
Weighted average limited partner units outstanding: | |||||||||||||||||
Common units - (basic) | 12,036,821 | 12,014,445 | |||||||||||||||
Common units - (diluted) | 12,188,342 | 12,152,657 | |||||||||||||||
Subordinated units - Delek (basic and diluted) | 11,999,258 | 11,999,258 | |||||||||||||||
Net income per limited partner unit: | |||||||||||||||||
Common - (basic) | $ | 0.51 | $ | 1.49 | |||||||||||||
Common - (diluted) | $ | 0.51 | $ | 1.48 | |||||||||||||
Subordinated - (basic and diluted) | $ | 0.51 | $ | 1.49 | |||||||||||||
Equity_Notes
Equity (Notes) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||||||
Equity | ' | ||||||||||||||||||||||||
Equity | |||||||||||||||||||||||||
We had 9,237,563 common limited partner units held by the public outstanding as of September 30, 2013. Additionally, as of September 30, 2013, Delek owned a 60.3% limited partner interest in us, consisting of 2,799,258 common limited partner units and 11,999,258 subordinated limited partner units as well as a 98.6% interest in our general partner, which owns the entire 2.0% general partner interest consisting of 490,532 general partner units. In accordance with our partnership agreement, Delek's subordinated units may convert to common units once specified distribution targets and other requirements have been met. | |||||||||||||||||||||||||
Equity Activity | |||||||||||||||||||||||||
The summarized changes in the carrying amount of our equity are as follows: | |||||||||||||||||||||||||
Equity of Predecessors | Common - public | Common - Delek | Subordinated | General Partner | Total | ||||||||||||||||||||
Balance at December 31, 2012 | $ | 35,590 | $ | 178,728 | $ | (127,129 | ) | $ | 52,875 | $ | (49 | ) | $ | 140,015 | |||||||||||
Income attributable to Predecessors | (6,853 | ) | — | — | — | — | (6,853 | ) | |||||||||||||||||
Sponsor contributions of equity to the Predecessors | 9,317 | — | — | — | — | 9,317 | |||||||||||||||||||
Liabilities not assumed by the Partnership | 213 | — | — | — | — | 213 | |||||||||||||||||||
Allocation of net assets acquired by the unitholders (1) | (38,267 | ) | — | 37,502 | — | 765 | — | ||||||||||||||||||
Cash Distributions (1) | — | (9,252 | ) | (95,714 | ) | (12,047 | ) | (2,388 | ) | (119,401 | ) | ||||||||||||||
Sponsor contribution of fixed assets | — | — | 101 | — | 4 | 105 | |||||||||||||||||||
Partnership Earnings | — | 13,738 | 4,169 | 17,869 | 729 | 36,505 | |||||||||||||||||||
Unit-based compensation | — | 1,442 | — | — | (1,263 | ) | 179 | ||||||||||||||||||
Balance at September 30, 2013 | $ | — | $ | 184,656 | $ | (181,071 | ) | $ | 58,697 | $ | (2,202 | ) | $ | 60,080 | |||||||||||
(1) Cash distributions include $94.8 million in cash payments for the Tyler Acquisition. As an entity under common control with Delek, we record the assets that we acquire from Delek on our balance sheet at Delek's historical book value instead of fair value. Additionally, any excess of cash paid over the historical book value of the assets acquired from Delek is recorded within equity. As a result of the Tyler Acquisition, our equity balance decreased $56.5 million from December 31, 2012 to September 30, 2013. | |||||||||||||||||||||||||
Allocations of Net Income | |||||||||||||||||||||||||
Our partnership agreement contains provisions for the allocation of net income and loss to the unitholders and our general partner. 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 our general partner. | |||||||||||||||||||||||||
Cash Distributions | |||||||||||||||||||||||||
Our partnership agreement sets forth the calculation to be used to determine the amount and priority of cash distributions that the common and subordinated unitholders and general partner will receive. Our distributions are declared subsequent to quarter end. The table below summarizes the quarterly distributions related to our quarterly financial results: | |||||||||||||||||||||||||
Quarter Ended | Total Quarterly Distribution Per Unit | Total Quarterly Distribution Per Unit, Annualized | Total Cash Distribution (in thousands) | Date of Distribution | Unitholders Record Date | ||||||||||||||||||||
December 31, 2012 (1) | $ | 0.224 | $ | 0.9 | $ | 5,486 | February 14, 2013 | February 6, 2013 | |||||||||||||||||
31-Mar-13 | $ | 0.385 | $ | 1.54 | $ | 9,428 | May 15, 2013 | May 7, 2013 | |||||||||||||||||
30-Jun-13 | $ | 0.395 | $ | 1.58 | $ | 9,687 | August 13, 2013 | August 6, 2013 | |||||||||||||||||
September 30, 2013 (2) | $ | 0.405 | $ | 1.62 | $ | 9,933 | November 14, 2013 | November 7, 2013 | |||||||||||||||||
(1) Represents the period from November 7, 2012, the date of the Offering, to December 31, 2012 | |||||||||||||||||||||||||
(2) Declared on October 25, 2013. | |||||||||||||||||||||||||
The allocation of total quarterly cash distributions expected to be made to general and limited partners is as follows for the three and nine months ended September 30, 2013. Our distributions are declared subsequent to quarter end. Therefore, the table below represents total cash distributions applicable to the period in which the distributions are earned (in thousands, except per unit amounts): | |||||||||||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||
General partner's interest | $ | 198 | $ | — | $ | 580 | $ | — | |||||||||||||||||
Limited partners' distribution: | |||||||||||||||||||||||||
Common | 4,875 | $ | — | 14,249 | $ | — | |||||||||||||||||||
Subordinated | 4,860 | — | 14,219 | — | |||||||||||||||||||||
Total cash distributions | $ | 9,933 | $ | — | $ | 29,048 | $ | — | |||||||||||||||||
Cash distributions per unit | $ | 0.405 | $ | 1.185 | |||||||||||||||||||||
Equity_Based_Compensation_Note
Equity Based Compensation (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Share-based Compensation [Abstract] | ' |
Equity Based Compensation | ' |
Equity Based Compensation | |
We incurred $0.1 million and $0.2 million of unit-based compensation expense related to the Partnership during the three and nine months ended September 30, 2013, respectively. The fair value of our phantom units is determined based on the closing price of our common limited partner units on the grant date. The estimated fair value of our phantom units is amortized over the vesting period using the straight line method. Awards vest over a five-year service period. As of September 30, 2013, there was $1.1 million of total unrecognized compensation cost related to non-vested equity-based compensation arrangements, which is expected to be recognized over a weighted-average period of 4.2 years. | |
Sponsor's Stock-Based Compensation | |
Certain employees supporting the DKL Predecessor's operations received long-term incentive compensation that is part of the Delek US Holdings, Inc. 2006 Long-Term Incentive Plan, as amended (the “2006 Plan”). The 2006 Plan allows Delek to grant stock options, stock appreciation rights ("SARs"), restricted stock units and other stock-based awards denominated in shares of Delek's common stock to certain directors, officers, employees, consultants and other individuals who perform services for Delek or its affiliates, including these employees. Delek uses the Black-Scholes-Merton option-pricing model to determine the fair value of stock option and SAR awards, of the SARs granted to certain executive employees, which are valued under the Monte-Carlo simulation model. Restricted stock units are measured based on the fair market value of the underlying stock on the date of grant. Compensation expense related to stock-based awards is generally recognized with graded or cliff vesting on a straight-line basis over the vesting period. | |
Certain Delek employees supporting the DKL Predecessor's operations were historically granted these types of awards. These costs were recorded as compensation expense and additional paid-in capital and totaled a nominal amount related to the DKL Predecessor's employees for the three and nine months ended September 30, 2012. The DKL Predecessor recognized additional compensation expense related to equity-based compensation awards to related party employees of $0.2 million and $0.5 million for the three and nine months ended September 30, 2012 for allocated related party services and an allocation of director and executive officer equity-based compensation. | |
As of September 30, 2012, there was $0.5 million of total unrecognized compensation cost related to non-vested equity-based compensation arrangements for the DKL Predecessor's employees, which was expected to be recognized over a weighted-average period of 3.0 years. Subsequent to the Offering, these costs are allocated to the Partnership as part of the administrative fees under the omnibus agreement. |
Segment_Data_Notes
Segment Data (Notes) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||
Segment Data | ' | ||||||||||||
Segment Data | |||||||||||||
We report our assets and operating results in two reportable segments: (i) pipelines and transportation and (ii) wholesale marketing and terminalling: | |||||||||||||
• | The pipelines and transportation segment provides crude oil gathering, transportation and storage services to Delek's refining operations and independent third parties. | ||||||||||||
• | The wholesale marketing and terminalling segment provides marketing and terminalling services to Delek's refining operations and independent third parties. | ||||||||||||
Our operating segments adhere to the same accounting polices used for our consolidated financial statements. Our operating segments are managed separately because each segment requires different industry knowledge, technology and marketing strategies. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of its reportable segments based on the segment contribution margin. Segment contribution margin is defined as net sales less cost of sales and operating expenses, excluding depreciation and amortization. | |||||||||||||
On July 26, 2013, we acquired the Tyler Terminal and Tank Assets from Delek. Our and our Predecessors' historical financial statements have been retrospectively adjusted to reflect the results of operations attributable to the Tyler Terminal and Tank Assets as if we owned the assets for all periods presented. The results of the Tyler Terminal and the Tyler Tank Assets are included in the wholesale marketing and terminalling segment and the pipelines and transportation segment, respectively. | |||||||||||||
The following is a summary of business segment operating performance as measured by contribution margin for the period indicated (in thousands): | |||||||||||||
Three Months Ended September 30, 2013 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 15,743 | $ | 227,552 | $ | 243,295 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 218,222 | 218,222 | ||||||||||
Operating expenses | 5,660 | 1,814 | 7,474 | ||||||||||
Segment contribution margin | $ | 10,083 | $ | 7,516 | 17,599 | ||||||||
General and administrative expenses | 1,868 | ||||||||||||
Depreciation and amortization | 2,844 | ||||||||||||
Operating income | $ | 12,887 | |||||||||||
Total assets | $ | 164,963 | $ | 122,415 | $ | 287,378 | |||||||
Capital spending (excluding business combinations) (1) | 1,065 | 517 | $ | 1,582 | |||||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Three Months Ended September 30, 2012 | |||||||||||||
Predecessors | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Combined | |||||||||||
Net sales | $ | 7,960 | $ | 263,846 | $ | 271,806 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 255,281 | 255,281 | ||||||||||
Operating expenses | 7,241 | 2,299 | 9,540 | ||||||||||
Segment contribution margin | $ | 719 | $ | 6,266 | 6,985 | ||||||||
General and administrative expenses | 1,804 | ||||||||||||
Depreciation and amortization | 2,616 | ||||||||||||
Loss on sale of assets | 5 | ||||||||||||
Operating income | $ | 2,560 | |||||||||||
Total assets | $ | 145,380 | $ | 139,446 | $ | 284,826 | |||||||
Capital spending (excluding business combinations) (1) | $ | 5,064 | $ | 324 | $ | 5,388 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Nine Months Ended September 30, 2013 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 43,008 | $ | 641,323 | $ | 684,331 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 614,048 | 614,048 | ||||||||||
Operating expenses | 18,193 | 4,882 | 23,075 | ||||||||||
Segment contribution margin | $ | 24,815 | $ | 22,393 | 47,208 | ||||||||
General and administrative expenses | 5,172 | ||||||||||||
Depreciation and amortization | 9,074 | ||||||||||||
Operating income | $ | 32,962 | |||||||||||
Capital spending (excluding business combinations) (1) | 6,513 | 1,368 | $ | 7,881 | |||||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||
Predecessors | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Combined | |||||||||||
Net sales | $ | 21,440 | $ | 751,929 | $ | 773,369 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 729,750 | 729,750 | ||||||||||
Operating expenses | 16,149 | 4,488 | 20,637 | ||||||||||
Segment contribution margin | $ | 5,291 | $ | 17,691 | 22,982 | ||||||||
General and administrative expenses | 6,937 | ||||||||||||
Depreciation and amortization | 7,720 | ||||||||||||
Loss on sale of assets | 5 | ||||||||||||
Operating income | $ | 8,320 | |||||||||||
Capital spending (excluding business combinations) (1) | $ | 15,400 | $ | 1,300 | $ | 16,700 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment as of and for the three and nine months ended September 30, 2013 were as follows (in thousands): | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Property, plant and equipment | $ | 173,962 | $ | 55,791 | $ | 229,753 | |||||||
Less: accumulated depreciation | (20,278 | ) | (12,986 | ) | (33,264 | ) | |||||||
Property, plant and equipment, net | $ | 153,684 | $ | 42,805 | $ | 196,489 | |||||||
Depreciation expense for the three months ended September 30, 2013 | $ | 2,144 | $ | 469 | $ | 2,613 | |||||||
Depreciation expense for the nine months ended September 30, 2013 | $ | 6,856 | $ | 1,421 | $ | 8,277 | |||||||
In accordance with ASC 360, Property, Plant & Equipment, we evaluate the realizability of property, plant and equipment as events occur that might indicate potential impairment. |
Fair_Value_Measurements_Notes
Fair Value Measurements (Notes) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Measurements [Abstract] | ' | ||||||||||||||||
Fair Value Measurements | ' | ||||||||||||||||
Fair Value Measurements | |||||||||||||||||
The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of our assets and liabilities that fall under the scope of ASC 825, Financial Instruments. | |||||||||||||||||
We apply the provisions of ASC 820, Fair Value Measurements ("ASC 820"), which defines fair value, establishes a framework for its measurement and expands disclosures about fair value measurements. ASC 820 applies to our interest rate and commodity derivatives that are measured at fair value on a recurring basis. The standard also requires that we assess the impact of nonperformance risk on our derivatives. Nonperformance risk is not considered material at this time. | |||||||||||||||||
ASC 820 requires disclosures that categorize assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly or indirectly through market-corroborated inputs. Level 3 inputs are unobservable inputs for the asset or liability reflecting our assumptions about pricing by market participants. | |||||||||||||||||
Over the counter commodity swaps and sale contracts are generally valued using industry-standard models that consider various assumptions, including quoted forward prices, time value, volatility factors and contractual prices for the underlying instruments, as well as other relevant economic measures. The degree to which these inputs are observable in the forward markets determines the classification as Level 2 or 3. Our over the counter commodity swaps are valued using quotations provided by brokers based on exchange pricing and/or price index developers such as Platts or Argus. These are classified as Level 2. | |||||||||||||||||
The fair value hierarchy for our financial assets accounted for at fair value on a recurring basis at September 30, 2013 was as follows (in thousands): | |||||||||||||||||
As of September 30, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Interest rate derivatives | $ | — | $ | 159 | $ | — | $ | 159 | |||||||||
Commodity derivatives | — | 120 | — | 120 | |||||||||||||
Total assets | $ | — | $ | 279 | $ | — | $ | 279 | |||||||||
As of December 31, 2012, there was a nominal amount of financial liabilities accounted for at fair value on a recurring basis. | |||||||||||||||||
The derivative values above are based on analysis of each contract as the fundamental unit of account as required by ASC 820. Derivative assets and liabilities with the same counterparty are not netted where the legal right of offset exists. This differs from the presentation in the financial statements which reflects our policy under the guidance of ASC 815-10-45, Derivatives and Hedging - Other Presentation Matters ("ASC 815-10-45"), wherein we have elected to offset the fair value amounts recognized for multiple derivative instruments executed with the same counterparty where the legal right of offset exists. As of December 31, 2012, a nominal amount of net derivative positions are included in other current assets and other current liabilities, respectively on the accompanying condensed consolidated balance sheets. | |||||||||||||||||
Our policy under the guidance of ASC 815-10-45, is to net the fair value amounts recognized for multiple derivative instruments executed with the same counterparty and offset these values against the cash collateral arising from these derivative positions. As of September 30, 2013 and December 31, 2012, $0.2 million and a nominal amount, respectively, of cash collateral was held by counterparty brokerage firms |
Derivative_Instruments_Notes
Derivative Instruments (Notes) | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||
Derivative Instruments and Hedges, Assets [Abstract] | ' | |||||||||||||||||
Derivative Instruments | ' | |||||||||||||||||
Derivative Instruments | ||||||||||||||||||
From time to time, we enter into forward fuel contracts to limit the exposure to price fluctuations for physical purchases of finished products in the normal course of business. We use derivatives to reduce normal operating and market risks with a primary objective in derivative instrument use being the reduction of the impact of market price volatility on our results of operations. | ||||||||||||||||||
We enter into forward fuel contracts with major financial institutions in which we fix the purchase price of finished grade fuel for a predetermined number of units with fulfillment terms of less than 90 days. During the three and nine months ended September 30, 2013 and September 30, 2012, we did not elect hedge treatment for these derivative positions. As a result, all changes in fair value are marked to market in the accompanying condensed consolidated statements of income. | ||||||||||||||||||
From time to time, we may also enter into interest rate hedging agreements to limit variable interest rate exposure under the Amended and Restated Credit Agreement. The prior credit facility required us to maintain interest rate hedging arrangements on at least 50% of the amount funded on November 7, 2012 under the credit facility, which was required to be in place for at least a three-year period beginning no later than March 7, 2013. Effective February 25, 2013, we entered into interest rate hedges in the form of a LIBOR interest rate cap for a term of three years for a total notional amount of $45.0 million, thereby meeting the requirements. | ||||||||||||||||||
The table below presents the fair value of our derivative instruments, as of September 30, 2013. As of December 31, 2012, there was a nominal amount of financial liabilities accounted for at fair value on a recurring basis (in thousands). | ||||||||||||||||||
30-Sep-13 | ||||||||||||||||||
Derivative Type | Balance Sheet Location | Assets | Liabilities | |||||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||
Interest rate derivatives | Other long term assets | $ | 159 | $ | — | |||||||||||||
Commodity derivatives | Other current assets | $ | 120 | $ | — | |||||||||||||
Total net fair value of derivatives | $ | 279 | $ | — | ||||||||||||||
Gains (losses) recognized associated with derivatives not designated as hedging instruments for the three and nine months ended September 30, 2013 were as follows (in thousands): | ||||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||
Derivative Type | Income Statement Location | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Predecessors | Predecessors | |||||||||||||||||
Interest rate derivatives | Interest expense | $ | (88 | ) | $ | — | $ | (63 | ) | $ | — | |||||||
Commodity derivatives | Cost of goods sold | (311 | ) | 71 | (481 | ) | 304 | |||||||||||
Total | $ | (399 | ) | $ | 71 | $ | (544 | ) | $ | 304 | ||||||||
As of December 31, 2012, unrealized gains or losses held on the condensed consolidated balance sheets were nominal. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Commitments and Contingencies | |
Litigation | |
In the ordinary conduct of our business, we are from time to time subject to lawsuits, investigations and claims, including environmental claims and employee-related matters. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations and claims asserted against us, including civil penalties or other enforcement actions, we do not believe that any currently pending legal proceeding or proceedings to which we are a party will have a material adverse effect on our business, financial condition or results of operations. | |
Rate Regulation of Petroleum Pipelines | |
The rates and terms and conditions of service on certain of our pipelines are subject to regulation by the Federal Energy Regulatory Commission (“FERC”) under the Interstate Commerce Act (“ICA”) and by the state regulatory commissions in the states in which we transport crude oil and refined products, including the Railroad Commission of Texas, the Louisiana Public Service Commission, and the Arkansas Public Service Commission. Certain of our pipeline systems are subject to such regulation and have filed tariffs with the appropriate entities. We also comply with the reporting requirements for these pipelines. Other of our pipelines have received a waiver from application of FERC's tariff requirements but will comply with other regulatory requirements. | |
FERC regulates interstate transportation under the ICA, the Energy Policy Act of 1992 and the rules and regulations promulgated under those laws. The ICA and its implementing regulations require that tariff rates for interstate service on oil pipelines, including pipelines that transport crude oil and refined products in interstate commerce (collectively referred to as “petroleum pipelines”), be just and reasonable and non-discriminatory and that such rates and terms and conditions of service be filed with FERC. Under the ICA, shippers may challenge new or existing rates or services. FERC is authorized to suspend the effectiveness of a challenged rate for up to seven months, though rates are typically not suspended for the maximum allowable period. Tariff rates are typically contractually subject to increase or decrease on July 1 of each year, beginning on July 1, 2013, by the amount of any change in FERC oil pipeline index or, in the case of the east Texas marketing agreement and the Tyler Throughput and Tankage Agreement to other inflation based indexes; provided, however, that in no event will the fees be adjusted below the amount initially set forth in the applicable agreement. | |
While FERC regulates rates for shipments of crude oil or refined products in interstate commerce, state agencies may regulate rates and service for shipments in intrastate commerce. We own pipeline assets in Texas, Arkansas, and Louisiana. | |
Environmental Health and Safety | |
We are subject to various federal, state and local environmental and safety laws enforced by agencies including the U.S. Environmental Protection Agency (the "EPA"), the U.S. Department of Transportation ("DOT") / Pipeline and Hazardous Materials Safety Administration, the U.S. Department of Labor / Occupational Safety and Health Administration, the Texas Commission on Environmental Quality, the Texas Railroad Commission, the Arkansas Department of Environmental Quality (the "ADEQ") and the Tennessee Department of Environment and Conservation as well as other state and federal agencies. Numerous permits or other authorizations are required under these laws for the operation of our terminals, pipelines, and related operations, and may be subject to revocation, modification and renewal. | |
These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters which could include soil and water contamination, air pollution, personal injury and property damage allegedly caused by substances which we manufactured, handled, used, released or disposed, or that relate to pre-existing conditions for which we have assumed responsibility. We believe that our current operations are in substantial compliance with existing environmental and safety requirements. However, there have been and will continue to be ongoing discussions about environmental and safety matters between us and federal and state authorities, including notices of violations, citations and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures. While it is often difficult to quantify future environmental or safety related expenditures, we anticipate that continuing capital investments and changes in operating procedures will be required for the foreseeable future to comply with existing and new requirements as well as evolving interpretations and more strict enforcement of existing laws and regulations. | |
Magnolia Station Crude Oil Release | |
On March 9, 2013, a release of crude oil was detected within a pumping facility at our Magnolia Station located west of Delek's El Dorado, Arkansas refinery (the "El Dorado Refinery"). The pumping facility is owned by our subsidiary SALA Gathering Systems, LLC. Since detecting the release we have worked to contain the release, recover the released crude oil and remediate those areas impacted by the release, coordinating our efforts with the EPA and state authorities to restore the impacted area to the satisfaction of the appropriate regulatory authorities. As of the date of this filing, we believe we have substantially completed all necessary remediation, restoration and monitoring of the areas affected by the crude oil release, although there are on-going discussions with ADEQ regarding whether additional monitoring or remediation of soil may be necessary. The release did not impact the delivery of crude oil from the Magnolia Station to the El Dorado Refinery and did not interrupt the operations of the El Dorado Pipeline connected to the Magnolia Station. | |
We believe the total costs and liabilities associated with this event are immaterial to our operations and financial results as Delek is required, pursuant to the terms of the omnibus agreement (as described in Note 13—Related Party Transactions) to pay to us any costs in excess of $0.25 million with respect to this event that we incurred as a result of the failure at the pumping facility and resulting release. | |
Contracts and Agreements | |
Substantially all of the petroleum products we sell in west Texas are purchased from two suppliers, Noble Petro, Inc. ("Noble Petro") and Magellan Asset Services, L.P. ("Magellan"). Under the terms of a supply contract (the "Abilene Contract") with Noble Petro, we are able to purchase up to 20,350 bpd of petroleum products at the Abilene, Texas terminal, which we own, for sales at the Abilene and San Angelo terminals and to exchange barrels with third parties. We lease the Abilene and San Angelo, Texas terminals to Noble Petro, under a separate Terminal and Pipeline Lease and Operating Agreement, with a term that runs concurrent with that of the Abilene Contract. The Abilene Contract expires on December 31, 2017. There are no options to renew the contract. | |
Under the terms of our contract with Magellan (the "East Houston Contract"), we can purchase up to 7,000 bpd of refined products for delivery into the Magellan pipeline system in East Houston, Texas. This contract currently expires on December 31, 2015, but can also terminate earlier if Magellan's underlying supply contract with a third party is ever terminated or expires. While the primary purpose of the East Houston Contract is to supply products at Magellan's Aledo, Texas terminal, the agreement allows us to redirect products to other terminals along the Magellan pipeline. | |
Letters of Credit | |
As of September 30, 2013, we had in place letters of credit totaling approximately $13.5 million under the Amended and Restated Credit Agreement primarily securing obligations with respect to gasoline and diesel purchases. No amounts were outstanding under these letters of credit at September 30, 2013. | |
Operating Leases | |
We lease certain equipment and have surface leases under various operating lease arrangements, most of which provide the option, after the initial lease term, to renew the leases. None of these lease arrangements include fixed rental rate increases. Lease expense for all operating leases totaled $0.1 million and $0.3 million, respectively for the three and nine months ended September 30, 2013 and $0.1 million and $0.2 million for the three and nine months ended September 30, 2012, respectively. | |
We have a five-year ground lease agreement with Lion Oil effective November 7, 2012 for the land on which an above ground storage tank and related facilities are located. The land measures approximately seven acres of Lion Oil's refinery site. The tank and related facilities are used for the storage and throughput of such crude oil or other hydrocarbon substances or any resulting refined products. The fees paid to Lion Oil were nominal for the three and nine months ended September 30, 2013. | |
In connection with the Tyler Acquisition, we and Delek entered into a lease and access agreement with respect to the real property at the Tyler Terminal and Tank Assets. Under this agreement, we will lease from Delek the real property on which the Tyler Terminal and Tank Assets are located for $100.00 annually, paid in advance, with an initial term of 50 years with automatic renewal for a maximum of four successive 10-year periods thereafter. |
Related_Party_Transactions_Not
Related Party Transactions (Notes) | 9 Months Ended | |
Sep. 30, 2013 | ||
Related Party Transactions [Abstract] | ' | |
Related Party Transactions | ' | |
Related Party Transactions | ||
Commercial Agreements in Connection with the Offering | ||
The Partnership entered into various long-term, fee-based commercial agreements with Delek at the completion of the Offering. Except where noted, each of these agreements, described below, became effective on November 7, 2012, concurrent with the completion of the Offering. Each of these agreements include minimum quarterly volume or throughput commitments and have tariffs or fees indexed to inflation, provided that the tariffs or fees will not be decreased below the initial amount. Fees under each agreement are payable to us monthly by Delek or certain third parties to whom Delek has assigned certain of its rights. In most circumstances, if Delek or the applicable third party assignee fails to meet or exceed the minimum volume or throughput commitment during any calendar quarter, Delek, and not any third party assignee, will be required to make a quarterly shortfall payment to us equal to the volume of the shortfall multiplied by the applicable fee. Carry-over of any volumes in excess of such commitment to any subsequent quarter is not permitted. Exceptions to this requirement that Delek make minimum payments under a given agreement can exist if (i) there is an event of force majeure affecting our asset, or (ii) after the first three years of the applicable commercial agreement's term (a) there is an event of force majeure affecting the applicable Delek asset, or (b) if Delek shuts down the applicable refinery upon giving 12 months' notice, which such notice may only be given after the first two years of the applicable commercial agreement's term. In addition, Delek may terminate any of these agreements under certain circumstances. | ||
Under each of these agreements, we are required to maintain the capabilities of our pipelines and terminals such that Delek may throughput and/or store, as the case may be, specified volumes of crude oil and refined products. To the extent that Delek is prevented by our failure to maintain such capacities from throughputting or storing such specified volumes for more than 30 days per year, Delek's minimum throughput commitment will be reduced proportionately and prorated for the portion of the quarter during which the specified throughput capacity was unavailable, and/or the storage fee will be reduced, prorated for the portion of the month during which the specified storage capacity was unavailable. Such reduction would occur even if actual throughput or storage amounts were below the minimum volume commitment levels. | ||
Each of the Partnership's commercial agreements with Delek entered into at the completion of the Offering, other than the marketing agreement described under "Wholesale Marketing and Terminalling—East Texas," has an initial term of five years, which may be extended at the option of Delek for up to two additional five-year terms. The marketing agreement has an initial term of ten years and may be renewed annually, thereafter. | ||
The tariffs, throughput fees and the storage fees under our agreements with Delek are subject to increase or decrease on July 1 of each year, beginning on July 1, 2013, by the amount of any change in FERC oil pipeline index or, in the case of the east Texas marketing agreement and the Tyler Throughput and Tankage agreement, to FERC or other inflation based indexes, the consumer price index; provided, however, that in no event will the fees be adjusted below the amount initially set forth in the applicable agreement. | ||
Lion Pipeline and SALA Gathering Systems. We entered into a pipelines and storage facilities agreement with Delek under which we provide transportation and storage services to the El Dorado Refinery for crude oil and finished products. Under this pipelines and storage facilities agreement, Delek is obligated to meet certain minimum aggregate throughput volumes on the pipelines of our Lion Pipeline System and our SALA Gathering System as follows: | ||
• | Lion Pipeline System. The minimum throughput commitment on the Lion Pipeline System crude oil pipelines is an aggregate of 46,000 bpd (on a quarterly average basis) of crude oil shipped on the El Dorado, Magnolia and rail connection pipelines, other than crude oil volumes gathered on our SALA Gathering System, at a tariff rate of $0.89 per barrel, which tariff runs through June 30, 2014. For the Lion Pipeline System refined products pipelines, the minimum throughput commitment is an aggregate of 40,000 bpd (on a quarterly average basis) of diesel or gasoline shipped on these pipelines at a tariff rate of $0.104 per barrel, which tariff runs through June 30, 2014. Tariff rates are subject to increase or decrease on July 1 of each year by the amount of any change in the FERC oil pipeline index. | |
• | SALA Gathering System. The minimum throughput commitment is an aggregate of 14,000 bpd (on a quarterly average basis) of crude oil transported on the SALA Gathering System at a tariff rate of $2.35 per barrel, which tariff runs through June 30, 2014. Volumes initially gathered on the SALA Gathering System before injection into the Lion Pipeline System are not subject to an additional fee for transportation on our Lion Pipeline System to the El Dorado Refinery. Tariff rates are subject to increase or decrease on July 1 of each year by the amount of any change in the FERC oil pipeline index. | |
For a discussion of a third party's involvement in this agreement, see "El Dorado Refinery Crude Oil and Refined Products Supply and Offtake Arrangement." | ||
East Texas Crude Logistics System. We entered into a five-year pipelines and tankage agreement with Delek pursuant to which we provide crude oil transportation and storage services for the Tyler Refinery. This agreement replaced the pipelines and tankage agreement between Delek and the DKL Predecessor. Going forward, crude oil volumes transported on our East Texas Crude Logistics System will decrease from approximately 55,000 bpd to approximately 12,000 bpd or less. Under the current pipelines and tankage agreement, Delek is obligated to meet minimum aggregate throughput volumes of crude oil of at least 35,000 bpd, calculated on a quarterly average basis, on our East Texas Crude Logistics System for a transportation fee of $0.42 per barrel. For any volumes in excess of 50,000 bpd, calculated on a quarterly average basis, Delek is required to pay an additional fee of $0.22 per barrel. In addition, Delek pays a storage fee of $261,480 per month for the use of our crude oil storage tanks along our East Texas Crude Logistics system. The fees paid to us are subject to increase or decrease on July 1 of each year. | ||
East Texas. We entered into a marketing agreement with Delek pursuant to which we market 100% of the output of the Tyler Refinery, other than jet fuel and petroleum coke. This agreement has a ten year initial term and automatically renews annually thereafter unless notice is given by either party ten months prior to the end of the then current term and replaced the marketing agreement between Delek and the DKL Predecessor. Under the marketing agreement, Delek is obligated to make available to us for marketing and sale at the Tyler Refinery and/or our Big Sandy Terminal an aggregate amount of refined products of at least 50,000 bpd, calculated on a quarterly average basis. In exchange for our marketing services, Delek pays us a base fee of $0.6065 per barrel of products it sells. In addition, Delek has agreed to pay us 50% of the margin, if any, above an agreed base level generated on the sale as an incentive fee, provided that the incentive fee shall not be less than $175,000 nor greater than $500,000 per quarter. Fees are subject to increase or decrease on July 1 of each year by the amount of any change in the consumer price index. | ||
Terminalling. We entered into two five-year terminalling services agreements pursuant to which Delek pays us fees for providing terminalling and other services to Delek at our Memphis and Big Sandy Terminals, as well as for storing product at our Big Sandy Terminal. The minimum throughput commitment under these agreements are 10,000 bpd (on a quarterly average basis) for the Memphis terminal, representing approximately 75% of maximum loading capacity, and 5,000 bpd (on a quarterly average basis) for the Big Sandy Terminal, representing approximately 55% of maximum loading capacity, in each case at a fee of $0.52 per barrel. The fees paid to us are subject to increase or decrease on July 1 of each year. | ||
Even though the Big Sandy Terminal has not been operational because the Hopewell Pipeline, which is necessary for the use of the terminal, is out of service, Delek paid to us terminal fees for the Big Sandy Terminal a minimum of 5,000 bpd of refined products from the Tyler Refinery and a storage fee of $52,250 per month, the minimum payment due per the agreement during the quarter ended September 30, 2013. We expect the Big Sandy Terminal to be operational in the fourth quarter 2013. | ||
On July 19, 2013, we acquired the Hopewell Pipeline in order to effectively connect it with the Big Sandy Pipeline and thereby return the Big Sandy Terminal to operation. In connection with the acquisition, on July 25, 2013, we and Delek entered into the Amended and Restated Services Agreement (Big Sandy Terminal and Pipeline), which amended and restated the terminalling services agreement for the Big Sandy Terminal originally entered into in connection with the Offering. Under the amended and restated agreement, Delek is also obligated to throughput a minimum aggregate volume of at least 5,000 bpd through the Tyler-Big Sandy Pipeline, calculated on a quarterly average basis, and must pay a transportation fee of $0.52 per barrel to us for volumes shipped on the pipeline in addition to its terminal throughput obligations described above. | ||
Commercial Agreements in Connection with the Tyler Acquisition | ||
On July 26, 2013, in connection with the Tyler Acquisition, we and Delek entered into a throughput and tankage agreement with respect to the Tyler Terminal and Tank Assets. Under the agreement, we will provide Delek with throughput and storage services in return for throughput and storage fees. During each calendar quarter, Delek is obligated to throughput an aggregate amount of at least 50,000 bpd of certain refined products through the Tyler Terminal at a throughput fee of $0.35 per barrel (the "Throughput Fee"). Delek is also subject to a $841,667 per month storage fee for the right to use the active shell capacity of the Tyler Storage Tanks. The fees under the agreement are indexed annually, on July 1, for inflation. The initial term of the agreement is eight years and Delek, at its sole option, may extend the term for two renewal terms of four years each. If Delek does not throughput the aggregate amounts equal to the minimum throughput commitments described above during any calendar quarter, Delek shall pay us a shortfall payment equal to the shortfall volume multiplied by the Throughput Fee. Delek paid us approximately $3.3 million pursuant to the agreement for the three and nine months ended September 30, 2013. | ||
As set forth in the agreement, we are obligated to maintain certain throughput and storage capacities. Failure to meet such obligations may result in a reduction of fees payable under the agreement. | ||
Tyler Lease and Access Agreement. In connection with the Tyler Acquisition, we and Delek entered into a lease and access agreement with respect to the real property at the Tyler Terminal and Tank Assets. Under this agreement, we will lease from Delek the real property on which the Tyler Terminal and Tank Assets are located for $100.00 annually, paid in advance, with an initial term of 50 years with automatic renewal for a maximum of four successive 10-year periods thereafter. | ||
Tyler Site Services Agreement. In connection with the Tyler Acquisition, we and Delek entered into a site services agreement. Under the site services agreement, Delek will provide us with shared use of certain services, materials and facilities that are necessary to operate and maintain the Tyler Terminal and Tank Assets as operated and maintained prior to our acquisition. We are subject to an initial annual service fee of $0.2 million with one-twelfth to be paid monthly to Delek. The annual service fee shall be adjusted on July 1 of each calendar year for inflation and may also increase by an amount equal to the actual cost to Delek of providing increased quantities of any items provided under this agreement. The term of the site services agreement is commensurate with the lease and access agreement discussed above. | ||
Payments Made Under Commercial Agreements | ||
The amounts paid under the commercial agreements with Delek described above during the three and nine months ended September 30, 2013 are as follows: | ||
• | Delek paid us approximately $9.8 million and $27.9 million pursuant to the Lion Pipeline System pipeline and storage facilities agreement and the Memphis terminalling agreement during the three and nine months ended September 30, 2013, respectively. Delek paid the DKL Predecessor approximately $4.4 million and $11.5 million for the three and nine months ended September 30, 2012, respectively for similar pipeline and storage facilities services. | |
• | Delek paid us approximately $1.3 million and $6.0 million pursuant to the East Texas Crude Logistics System pipeline and tankage agreement during the three and nine months ended September 30, 2013, respectively, and paid the DKL Predecessor approximately $3.7 million and $8.5 million for the three and nine months ended September 30, 2012, respectively, under a similar pipeline and tankage agreement that was in place during that period but was replaced by the agreement referenced above dated November 7, 2012; | |
• | Delek paid us approximately $3.6 million and $10.3 million pursuant to the East Texas marketing agreement during the three and nine months ended September 30, 2013, respectively, and paid the DKL Predecessor approximately $2.8 million and $9.2 million for the three and nine months ended September 30, 2012, respectively, under a similar marketing agreement that was in place during that period but was replaced by the agreement referenced above dated November 7, 2012; and | |
• | Delek paid us approximately $0.6 million and $1.3 million pursuant to the terminalling agreement for services at our Big Sandy Terminal for the three and nine months ended September 30, 2013, respectively. | |
• | Delek paid us approximately $3.3 million pursuant to the throughput and tankage agreement with respect to the Tyler Terminal and Tank Assets for the three and nine months ended September 30, 2013. | |
El Dorado Refinery Crude Oil and Refined Products Supply and Offtake Arrangement | ||
Pursuant to an arrangement with Delek and Lion Oil, to which we are not a party, J. Aron & Company ("J. Aron") acquires and holds title to all crude oil and refined products transported on our Lion Pipeline System and SALA Gathering System. J. Aron is therefore considered the shipper on the Lion Pipeline System and the SALA Gathering System. J. Aron also has title to the product stored at our Memphis terminal. Under our pipelines and storage agreement with Lion Oil relating to the Lion Pipeline System and the SALA Gathering System and our terminalling agreement with Lion Oil relating to the Memphis terminal, Lion Oil has assigned to J. Aron certain of its rights under these agreements, including the right to have J. Aron's crude oil and refined products stored in or transported on or through these systems and the Memphis terminal, with Lion Oil acting as J. Aron's agent for scheduling purposes. Accordingly, even though this is effectively a financing arrangement for Delek and J. Aron sells the product back to Delek, J. Aron is our primary customer under each of these agreements. J. Aron will retain these storage and transportation rights for the term of its arrangement with Delek and Lion Oil, which currently runs through April 30, 2014, and will pay us for the transportation and storage services we provide to it. The rights assigned to J. Aron will not alter Lion Oil's obligations to throughput minimum volumes under our agreements with respect to the transportation, terminalling and storage of crude oil and refined products through our facilities, but J. Aron's throughput will be credited toward Lion Oil's minimum throughout commitments. Accordingly, Lion Oil will be responsible to make any shortfall payments incurred under the pipelines and storage agreement or the terminalling agreement which may result from minimum throughputs or volumes not being met. | ||
Other Agreements with Delek | ||
In addition to the commercial agreements described above, the Partnership has entered into the following agreements with Delek: | ||
Omnibus Agreement | ||
The Partnership entered into an omnibus agreement with Delek upon the completion of the Offering. Pursuant to the terms of the omnibus agreement, among other things, the omnibus agreement requires us to pay a $2.7 million annual fee to Delek, indexed for inflation, for Delek's provision of centralized corporate services, including executive management services of Delek employees who devote less than 50% of their time to our business, financial and administrative services, information technology services, legal services, health, safety and environmental services, human resource services, and insurance administration. In addition, the omnibus agreement provides for Delek's reimbursement to us for certain operating expenses and certain maintenance capital expenditures and Delek's indemnification of us for certain matters, including environmental, title and tax matters. The omnibus agreement also requires Delek to indemnify us during the period from November 1, 2012 through December 31, 2013 for any lost service fees attributable to the failure to complete the reversal of the Paline Pipeline System and sign the connection agreement described below under "Other Agreements." | ||
Delek also agreed to reimburse us for any operating expenses in excess of $500,000 per year that we incur for inspections, maintenance and repairs to any of the storage tanks contributed to us by Delek that are necessary to comply with the DOT pipeline integrity rules and certain American Petroleum Institute storage tank standards through November 7, 2017. Furthermore, for each of (i) the twelve months ending September 30, 2013 and (ii) each calendar year through December 31, 2017, Delek will reimburse us for all non-discretionary maintenance capital expenditures, other than those required to comply with applicable environmental laws and regulations, in excess of $3.0 million for such twelve month period and per year that we make with respect to the assets contributed to us by Delek for which we have not been reimbursed as described in the preceding sentence. Delek's reimbursement obligations will not survive any termination of the omnibus agreement. | ||
On July 26, 2013, in connection with the Tyler Acquisition, the Partnership entered into an amendment and restatement to the omnibus agreement with Delek. The amendment and restatement includes the following, among others: (i) certain modifications in the reimbursement by Delek and certain of its subsidiaries for certain operating expenses and capital expenditures incurred by the Partnership or its subsidiaries, (ii) certain modifications of the indemnification provisions in favor of the Partnership with respect to certain environmental matters, and (iii) the increase of the annual administrative fee payable by us to Delek for corporate general and administrative services. | ||
The amendment and restatement also increased the annual administrative fee payable by the Partnership to Delek for corporate general and administrative services that Delek and its affiliates provide under the omnibus agreement, from $2.7 million to $3.0 million, prorated and payable monthly. We paid Delek approximately $1.0 million and $2.8 million during both the three and nine months ended September 30, 2013, respectively, pursuant to this agreement. Delek paid us approximately $0.9 million pursuant to this agreement during the three months ended March 31, 2013 as indemnification relative to the Paline Pipeline System. No indemnification fees with respect to the Paline Pipeline System were paid to us during the three months ended September 30, 2013. | ||
Operation and Management Services Agreement | ||
Our general partner operates our business on our behalf and is entitled under our partnership agreement to be reimbursed for the cost of providing those services. We and our general partner entered into an operation and management services agreement with Delek, pursuant to which our general partner uses employees of Delek to provide operation and management services with respect to our pipelines, storage and terminalling facilities and related assets, including operating and maintaining flow and pressure control, maintaining and repairing our pipelines, storage and terminalling facilities and related assets, conducting routine operational activities, and managing transportation and logistics, contract administration, crude oil and refined product measurement, database mapping, rights-of-way, materials, engineering support and such other services as our general partner and Delek may mutually agree upon from time to time. We and/or our general partner reimburse Delek for such services under the operation and management services agreement. We and our subsidiaries paid Delek approximately $0.9 million and $5.9 million pursuant to this agreement during the three and nine months ended September 30, 2013, respectively. | ||
On July 26, 2013, in connection with the Tyler Acquisition, the Partnership, our general partner and Delek Logistics Services Company terminated the operation and management services agreement. We will continue to reimburse our general partner for the services it provides to us under our partnership agreement. We reimbursed our general partner $1.7 million pursuant to the partnership agreement during the three months ended September 30, 2013. | ||
Other Agreements | ||
Paline Pipeline System Capacity Reservation. In 2011, prior to our purchase of the Paline Pipeline System, a major integrated oil company contracted with the prior owner of the Paline Pipeline System to reverse the pipeline to primarily run southbound. In exchange, the oil company agreed to pay for use of 100% of such southbound capacity for a monthly fee of $450,000 and $529,250 per month in 2012 and 2013, respectively, which will thereafter be subject to annual escalation based on the producer price index during any renewal periods. Under the contract, the pipeline was to be reversed in four segments and the amount of usage fees to be paid is based on the number of segments reversed. The monthly fees payable to us under our agreement with this customer will increase proportionately to the extent throughput volumes are above 30,000 bpd. The agreement extends through December 31, 2014 and will renew automatically each year unless terminated by either party at least six months prior to the year end. | ||
Pursuant to the terms of the usage contract, this customer was required to make only payments of $229,000 per month for this capacity until the final segment of the reversal of the Paline Pipeline System was completed and we entered into a connection agreement with an affiliate of the customer to connect our system with such affiliate's tanks. We completed our work on the fourth segment of the reversal in October 2012. However, a connection agreement was fully executed in April 2013, even though our customer had not yet completed the work on its tanks. Because we completed our necessary work, we believe we were owed the full payment under the contract beginning in November 2012 but our customer paid only $229,000 per month in 2012 and during the first quarter 2013. Pursuant to our omnibus agreement with Delek (described above), Delek indemnified us during the period from November 1, 2012 through December 31, 2013 for any lost service fees attributable to the failure of our customer to pay 100% of the full monthly fee if such failure is attributable to these conditions not being satisfied. Therefore, beginning in the second quarter 2013 and going forward we received the minimum amount payable of $529,250 per month under the contract as well as fees associated with throughput on volumes in excess of 30,000 bpd. | ||
Delek Transactions | ||
In addition to the agreements described above, we purchased finished product from Delek, totaling $22.6 million and $53.2 million during the three and nine months ended September 30, 2013, respectively. We also purchased bulk biofuels totaling $7.0 million and $19.5 million during the three and nine months ended September 30, 2013, respectively, from Delek for sale and exchange at our Abilene and San Angelo, Texas terminals. In addition, we sold Renewable Identification Numbers in the amount of approximately $1.7 million and $5.2 million to Delek during the three and nine months ended September 30, 2013. | ||
DKL Predecessor Transactions | ||
Related-party transactions of the DKL Predecessor were settled through division equity. The balances in receivables and accounts payable with affiliated companies represent the amount owed from or to Delek related to certain affiliate transactions. Revenues from affiliates in the condensed combined statements of income of the DKL Predecessor consist of revenues from gathering, pipeline transportation, storage, wholesale marketing and products terminalling services to Delek and its affiliates based on regulated tariff rates or contractually based fees. | ||
Costs related specifically to us have been identified and included in the accompanying condensed combined statements of income. Prior to the Offering, we were not allocated certain corporate costs from Lion Oil. These costs were allocated as described further below. In the opinion of management, the methods for allocating these costs are reasonable. It is not practicable to estimate the costs that would have been incurred by us if we had been operated on a stand-alone basis. | ||
MAPCO Express, Inc. ("Express"), provided general and administrative support for us, including services such as corporate management, accounting and payroll. In exchange for these services, we paid Express a monthly management fee. Total management fees paid to Express for the three and nine months ended September 30, 2012 were $0.3 million and $0.9 million, respectively, which is recorded in general and administrative expenses in the accompanying condensed combined statement of operations. | ||
Payroll expenses for certain employees of Delek were transferred to us. In the three and nine months ended September 30, 2012, $0.5 million and $1.5 million, respectively in payroll expenses were reclassified to us from Delek and are included in general and administrative expenses in the accompanying condensed combined statements of income. | ||
Lion Oil provided general and administrative support for us, including services such as corporate management, insurance, accounting and payroll. The property and liability insurance costs were allocated to us based on a percentage of property and equipment cost until actual insurance costs were billed. Insurance allocations through June 30, 2012 were reversed during the three months ended September 30, 2012 due to the actual insurance costs being billed during those months, which resulted in a credit of $0.6 million to general and administrative expenses, whereas the actual insurance costs are recorded in operating expenses in the accompanying condensed combined statements of income. The remaining shared services costs were allocated based on a percentage of salaries expense and were $0.4 million and $1.0 million during the three three and nine months ended September 30, 2012. These costs are recorded in general and administrative expenses in the accompanying condensed combined statements of income. | ||
J. Christy Construction Inc., a subsidiary of Lion Oil, provided certain repairs, maintenance, and other contract services to us totaling $0.7 million and $1.3 million for the three and nine months ended September 30, 2012, which are recorded in operating expenses in the accompanying condensed combined statements of income. | ||
We had revenues from Lion Oil related to the SALA Gathering and Lion Pipeline Systems totaling $4.4 million and $11.5 million during the three and nine months ended September 30, 2012. We had revenues from Lion Oil related to the Nashville terminal totaling $0.2 million and $0.6 million during the three and nine months ended September 30, 2012. Following the Offering, the Partnership has third party revenues regarding the SALA Gathering and Lion Pipeline Systems and the Nashville terminal. Historically, we participated in Lion Oil's centralized cash management program under which cash receipts and cash disbursements were processed through Lion Oil's cash accounts with a corresponding credit or charge to an affiliate account. The affiliate account is included in division equity. Following the Offering, the Partnership maintains separate cash accounts. | ||
We entered into a service agreement with Delek effective October 1, 2006, which among other things, required Delek to pay service fees to us based on the number of gallons sold at the Tyler Refinery and a sharing of a portion of the marketing margin achieved in return for providing marketing, sales and customer services. Service fees income received from Delek for the three and nine months ended September 30, 2012 was $2.8 million and $9.2 million, respectively and is recorded in net sales in the accompanying condensed combined statements of income. | ||
We and Delek had a service agreement, which among other things, required Delek to pay us throughput and storage fees based on the amount of the crude transported and/or stored. This fee equated to $0.35 per barrel transported into the refinery, plus $0.3 million per month for storage, or $0.7 million, whichever was greater. Additionally, Delek paid us a quarterly fee of approximately $0.2 million to compensate for the tax consequence resulting from the depreciation expense that was not incurred by us due to the accounting treatment of the acquisition of the pipeline assets. Total fees paid to us in conjunction with pipeline storage fees were $3.7 million and $8.5 million during the three and nine months ended September 30, 2012. Total fees paid to us related to tax depreciation were $0.2 million and $0.6 million during the three and nine months ended September 30, 2012 and are recorded as a reduction of general and administrative expenses in the accompanying condensed combined statements of income. | ||
During the three and nine months ended September 30, 2012, Delek sold finished product to us in the amount of $8.6 million and $18.5 million, respectively. During the fourth quarter of 2011, we began selling bulk biofuels fuels primarily to Delek, which totaled $59.4 million and $161.6 million for the three and nine months ended September 30, 2012. | ||
We recognized $0.2 million and $0.5 million for the three and nine months ended September 30, 2012 in compensation expense related to stock-based compensation awards to related party employees for allocated related party services and an allocation of director and executive officer equity-based compensation. |
Subsequent_Events_Notes
Subsequent Events (Notes) | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
Distribution Declaration | |
On October 25, 2013, our general partner's board of directors declared a quarterly cash distribution of 0.405 per unit, payable on November 14, 2013, to unitholders of record on November 7, 2013. | |
North Little Rock Acquisition | |
On October 24, 2013, we purchased a refined product terminal in Little Rock, Arkansas from Enterprise Refined Products Pipeline Company LLC. The aggregate purchase price was approximately $5.0 million in cash, which has been preliminarily allocated to property, plant and equipment. The property, plant and equipment valuation is subject to change during the purchase price allocation period. |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation Organization and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Organization and Basis of Presentation [Abstract] | ' |
Use of Estimates, Policy [Policy Text Block] | ' |
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. | |
New Accounting Pronouncements, Policy [Policy Text Block] | ' |
New Accounting Pronouncements | |
In February 2013, the Financial Accounting Standards Board ("FASB") issued guidance requiring companies to report, in one place, either on the face of the financial statements or in the notes, information about reclassifications out of accumulated other comprehensive income ("AOCI"). The guidance also requires companies to present current-period reclassifications out of AOCI and other amounts of current-period other comprehensive income ("OCI") separately for each component of OCI on the face of the financial statements or in the notes, whereas companies were previously required to present total changes in AOCI by component on the face of the financial statements or in the notes. For each significant reclassification to net income in its entirety during their reporting period, companies must identify the line item(s) affected in the statement where net income is presented. For any significant reclassifications that are not reclassified directly to net income in their entirety during the reporting period, cross-references to the note where additional details about the effects of the reclassification are disclosed are required. Companies can choose to present this information before tax or after tax, provided that they comply with the existing tax disclosure requirements in Statement of Accounting Standards Codification ("ASC") 220, Comprehensive Income. The guidance is effective for interim and annual reporting periods beginning after December 15, 2012, or the first quarter of 2013 for calendar-year companies and should be applied prospectively. The adoption of this guidance did not affect our business, financial position or results of operations, but may result in additional disclosures. We did not reclassify amounts out of AOCI during the three and nine months ended September 30, 2013. | |
In July 2012, the FASB issued guidance regarding testing indefinite-lived intangible assets for impairment that gives companies the option to perform a qualitative assessment before calculating the fair value of the indefinite-lived intangible asset. Under the guidance, if this option is selected, a company is not required to calculate the fair value of the indefinite-lived intangible unless the entity determines it is more likely than not that its fair value is less than its carrying amount. In October 2012, the FASB issued guidance regarding the application of the qualitative assessment permitted under the Accounting Standards Update 2012-02, issued in July. The guidance requires companies to focus on the significant inputs used to determine the fair value of indefinite-lived intangible assets when companies opt to perform the qualitative assessment. Companies must then evaluate the impact of certain events and circumstances that could have affected those inputs and weigh the identified factors prior to concluding whether the asset is impaired. As significant judgment is applied to conclude that an indefinite-lived intangible asset is not impaired based on a qualitative assessment, the analyses performed by the Company should be supported by clear documentation of the factors considered, including any necessary quantitative calculations. The guidance is effective for interim and annual reporting periods beginning January 1, 2013. The adoption of this guidance did not affect our business, financial position or results of operations. | |
In December 2011, the FASB issued guidance requiring the disclosure of information about offsetting and related arrangements to enable users of financial statements to understand the effect of these arrangements on financial position. The guidance requires the disclosure of both gross information and net information about both instruments and transactions eligible for offset in the balance sheet and instruments and transactions subject to an agreement similar to a master netting arrangement. In January 2013, the FASB issued an update limiting the scope of the offsetting disclosure requirements established by the original guidance, to certain derivatives (including bifurcated embedded derivatives), repurchase agreements and reverse repurchase agreements, and securities lending and securities borrowing transactions that are eligible for offset on the balance sheet or are subject to an agreement similar to a master netting arrangement, irrespective of whether they are offset on the balance sheet. This update amends the guidance that required companies to apply the requirements to all recognized financial instruments. The original and updated guidance is effective for interim and annual reporting periods beginning January 1, 2013 and retrospectively for all periods presented on the balance sheet. The adoption of this guidance did not affect our business, financial position or results of operations, but may result in additional disclosures (see Note 11). |
Inventory_Inventory_Policies
Inventory Inventory (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Inventory [Abstract] | ' |
Inventory, Policy [Policy Text Block] | ' |
Cost of inventory is stated at the lower of cost or market, determined on a first-in, first-out basis. |
Net_Income_Per_Unit_Net_Income
Net Income Per Unit Net Income Per Unit (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Net Income Per Unit [Abstract] | ' |
Earnings Per Share, Policy [Policy Text Block] | ' |
We use the two-class method when calculating the net income per unit applicable to limited partners because we have more than one participating security. The two-class method is based on the weighted-average number of common units outstanding during the period. Basic net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners’ interest in net income, after deducting our general partner’s 2% interest and incentive distributions, if any, by the weighted-average number of outstanding common and subordinated units. Our net income is allocated to our general partner and limited partners in accordance with their respective partnership percentages after giving effect to priority income allocations for incentive distributions, if any, to our general partner, which is the holder of the incentive distribution rights pursuant to our partnership agreement, which are declared and paid following the close of each quarter. |
Segment_Data_Segment_Data_Poli
Segment Data Segment Data (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Segment Reporting [Abstract] | ' |
Property, Plant and Equipment, Impairment [Policy Text Block] | ' |
In accordance with ASC 360, Property, Plant & Equipment, we evaluate the realizability of property, plant and equipment as events occur that might indicate potential impairment. |
Fair_Value_Measurements_Fair_V
Fair Value Measurements Fair Value Measurements (Policies) | 9 Months Ended |
Sep. 30, 2013 | |
Fair Value Disclosures [Abstract] | ' |
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' |
ASC 820 requires disclosures that categorize assets and liabilities measured at fair value into one of three different levels depending on the observability of the inputs employed in the measurement. Level 1 inputs are quoted prices in active markets for identical assets or liabilities. Level 2 inputs are observable inputs other than quoted prices included within Level 1 for the asset or liability, either directly or indirectly through market-corroborated inputs. Level 3 inputs are unobservable inputs for the asset or liability reflecting our assumptions about pricing by market participants. | |
Over the counter commodity swaps and sale contracts are generally valued using industry-standard models that consider various assumptions, including quoted forward prices, time value, volatility factors and contractual prices for the underlying instruments, as well as other relevant economic measures. The degree to which these inputs are observable in the forward markets determines the classification as Level 2 or 3. Our over the counter commodity swaps are valued using quotations provided by brokers based on exchange pricing and/or price index developers such as Platts or Argus. These are classified as Level 2. |
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Nettleton Pipeline [Member] | ' | ||||||||||||
Business Acquisition [Line Items] | ' | ||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | ||||||||||||
The allocation of the aggregate purchase price of the Nettleton Pipeline as of December 31, 2012 is summarized as follows (in thousands): | |||||||||||||
Property, plant and equipment | $ | 8,590 | |||||||||||
Intangible assets | 2,240 | ||||||||||||
Goodwill (all expected to be deductible for tax purposes) | 1,415 | ||||||||||||
Total | $ | 12,245 | |||||||||||
Big Sandy Terminal [Member] | ' | ||||||||||||
Business Acquisition [Line Items] | ' | ||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | ||||||||||||
The allocation of the aggregate purchase price of the Big Sandy Terminal and Big Sandy Pipeline as of December 31, 2012 is summarized as follows (in thousands): | |||||||||||||
Property, plant and equipment | $ | 8,258 | |||||||||||
Intangible assets | 1,229 | ||||||||||||
Goodwill (all expected to be deductible for tax purposes) | 1,540 | ||||||||||||
Total | $ | 11,027 | |||||||||||
Nettleton and Big Sandy [Member] | ' | ||||||||||||
Business Acquisition [Line Items] | ' | ||||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | ||||||||||||
Below are the unaudited pro forma consolidated results of operations for the three and nine months ended September 30, 2012, as if these acquisitions had occurred on January 1, 2011 (amounts in thousands): | |||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||
30-Sep-12 | 30-Sep-12 | ||||||||||||
Predecessors | Predecessors | ||||||||||||
Net sales | $ | 271,935 | $ | 773,498 | |||||||||
Net (loss) income | $ | (421 | ) | $ | 1,420 | ||||||||
Tyler Terminal and Tanks [Member] | ' | ||||||||||||
Business Acquisition [Line Items] | ' | ||||||||||||
Business Combination, Financial Information [Table Text Block] | ' | ||||||||||||
Tyler Terminal and Tank Assets Financial Results | |||||||||||||
The acquisition of the Tyler Terminal and Tank Assets was considered a transfer of a business between entities under common control. Accordingly, the Tyler Acquisition was recorded at amounts based on the historical carrying value of the Tyler Terminal and Tank Assets as of July 26, 2013, which was $38.3 million. Our historical financial statements have been retrospectively adjusted to reflect the results of operations, financial position, cash flows and equity attributable to the Tyler Terminal and Tank Assets as if we owned the assets for all periods presented. The results of the Tyler Terminal and the Tyler Tank Assets are included in the wholesale marketing and terminalling segment and the pipelines and transportation segment, respectively. | |||||||||||||
The results of the Tyler Terminal and Tank Assets operations prior to the completion of the Tyler Acquisition on July 26, 2013 have been included in the Tyler Predecessor results in the tables below. The results of the Tyler Terminal and Tank Assets subsequent to July 26, 2013 have been included in the Partnership's results. Accordingly, for the three and nine months ended September 30, 2013, total operating revenues of $3.3 million and net income attributable to the Partnership of $2.1 million associated with the Tyler Terminal and Tank Assets are included in the condensed combined consolidated statements of operations of the Partnership. Nominal costs associated with the Tyler Acquisition are included in general and administrative expenses for the three and nine months ended September 30, 2013, respectively. | |||||||||||||
The tables on the following page present our results of operations, the effect of including the results of the Tyler Terminal and Tank Assets and the adjusted total amounts included in our condensed combined consolidated financial statements. | |||||||||||||
Condensed Combined Consolidated Balance Sheet as of December 31, 2012 | |||||||||||||
Delek Logistics | Tyler Terminal and Tank Assets | Delek Logistics Partners, LP | |||||||||||
Partners, LP | (Tyler Predecessor) | December 31, 2012 | |||||||||||
(In thousands) | |||||||||||||
ASSETS | |||||||||||||
Current Assets: | |||||||||||||
Cash and cash equivalents | $ | 23,452 | $ | — | $ | 23,452 | |||||||
Accounts receivable | 27,725 | — | 27,725 | ||||||||||
Inventory | 14,351 | — | 14,351 | ||||||||||
Deferred tax assets | 14 | — | 14 | ||||||||||
Other current assets | 169 | — | 169 | ||||||||||
Total current assets | 65,711 | — | 65,711 | ||||||||||
Property, plant and equipment: | |||||||||||||
Property, plant and equipment | 172,300 | 43,748 | 216,048 | ||||||||||
Less: accumulated depreciation | (18,790 | ) | (6,201 | ) | (24,991 | ) | |||||||
Property, plant and equipment, net | 153,510 | 37,547 | 191,057 | ||||||||||
Goodwill | 10,454 | — | 10,454 | ||||||||||
Intangible assets, net | 12,430 | — | 12,430 | ||||||||||
Other non-current assets | 3,664 | — | 3,664 | ||||||||||
Total assets | $ | 245,769 | $ | 37,547 | $ | 283,316 | |||||||
LIABILITIES AND EQUITY | |||||||||||||
Current liabilities: | |||||||||||||
Accounts payable | $ | 21,849 | $ | — | $ | 21,849 | |||||||
Accounts payable to related parties | 10,148 | — | 10,148 | ||||||||||
Fuel and other taxes payable | 4,650 | — | 4,650 | ||||||||||
Accrued expenses and other current liabilities | 3,615 | 35 | 3,650 | ||||||||||
Total current liabilities | 40,262 | 35 | 40,297 | ||||||||||
Non-current liabilities: | |||||||||||||
Revolving credit facility | 90,000 | — | 90,000 | ||||||||||
Asset retirement obligations | 1,440 | 1,737 | 3,177 | ||||||||||
Deferred tax liability | 17 | — | 17 | ||||||||||
Other non-current liabilities | 9,625 | 185 | 9,810 | ||||||||||
Total non-current liabilities | 101,082 | 1,922 | 103,004 | ||||||||||
Equity: | |||||||||||||
Predecessors division equity | — | 35,590 | 35,590 | ||||||||||
Common unitholders - public (9,200,000 units issued and outstanding) | 178,728 | — | 178,728 | ||||||||||
Common unitholders - Delek (2,799,258 units issued and outstanding) | (127,129 | ) | — | (127,129 | ) | ||||||||
Subordinated unitholders - Delek (11,999,258 units issued and outstanding) | 52,875 | — | 52,875 | ||||||||||
General Partner unitholders - Delek (489,766 units issued and outstanding) | (49 | ) | — | (49 | ) | ||||||||
Total equity | 104,425 | 35,590 | 140,015 | ||||||||||
Total liabilities and equity | $ | 245,769 | $ | 37,547 | $ | 283,316 | |||||||
Condensed Statements of Combined Consolidated Operations | |||||||||||||
Delek Logistics | Tyler Terminal and Tank Assets | Three Months Ended | |||||||||||
Partners, LP | (Tyler Predecessor) | September 30, 2013 | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 243,295 | $ | — | $ | 243,295 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 218,222 | — | 218,222 | ||||||||||
Operating expenses | 6,645 | 829 | 7,474 | ||||||||||
General and administrative expenses | 1,782 | 86 | 1,868 | ||||||||||
Depreciation and amortization | 2,600 | 244 | 2,844 | ||||||||||
Total operating costs and expenses | 229,249 | 1,159 | 230,408 | ||||||||||
Operating income (loss) | 14,046 | (1,159 | ) | 12,887 | |||||||||
Interest expense, net | 1,194 | — | 1,194 | ||||||||||
Net income (loss) before income tax expense | 12,852 | (1,159 | ) | 11,693 | |||||||||
Income tax expense | 307 | — | 307 | ||||||||||
Net income (loss) | 12,545 | (1,159 | ) | 11,386 | |||||||||
Less: (Loss) attributable to Predecessors | — | (1,159 | ) | (1,159 | ) | ||||||||
Net income attributable to partners | $ | 12,545 | $ | — | $ | 12,545 | |||||||
Delek Logistics | Tyler Terminal and | Three Months Ended | |||||||||||
Partners, LP | Tank Assets | September 30, 2012 | |||||||||||
(DKL Predecessor) | (Tyler Predecessor) | (Predecessors) | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 271,806 | $ | — | $ | 271,806 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 255,281 | — | 255,281 | ||||||||||
Operating expenses | 6,579 | 2,961 | 9,540 | ||||||||||
General and administrative expenses | 1,614 | 190 | 1,804 | ||||||||||
Depreciation and amortization | 2,255 | 361 | 2,616 | ||||||||||
Loss on sale of assets | 5 | — | 5 | ||||||||||
Total operating costs and expenses | 265,734 | 3,512 | 269,246 | ||||||||||
Operating income (loss) | 6,072 | (3,512 | ) | 2,560 | |||||||||
Interest expense, net | 667 | — | 667 | ||||||||||
Income (loss) before income tax expense | 5,405 | (3,512 | ) | 1,893 | |||||||||
Income tax expense | 2,437 | — | 2,437 | ||||||||||
Net income (loss) | 2,968 | (3,512 | ) | (544 | ) | ||||||||
Less: Income (loss) attributable to Predecessors | 2,968 | (3,512 | ) | (544 | ) | ||||||||
Net income attributable to partners | $ | — | $ | — | $ | — | |||||||
Delek Logistics | Tyler Terminal and Tank Assets | Nine Months Ended | |||||||||||
Partners, LP | (Tyler Predecessor) | September 30, 2013 | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 684,331 | $ | — | $ | 684,331 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 614,048 | — | 614,048 | ||||||||||
Operating expenses | 18,574 | 4,501 | 23,075 | ||||||||||
General and administrative expenses | 4,570 | 602 | 5,172 | ||||||||||
Depreciation and amortization | 7,324 | 1,750 | 9,074 | ||||||||||
Total operating costs and expenses | 644,516 | 6,853 | 651,369 | ||||||||||
Operating income (loss) | 39,815 | (6,853 | ) | 32,962 | |||||||||
Interest expense, net | 2,763 | — | 2,763 | ||||||||||
Net income (loss) before income tax expense | 37,052 | (6,853 | ) | 30,199 | |||||||||
Income tax expense | 547 | — | 547 | ||||||||||
Net income (loss) | 36,505 | (6,853 | ) | 29,652 | |||||||||
Less: (Loss) attributable to Predecessors | — | (6,853 | ) | (6,853 | ) | ||||||||
Net income attributable to partners | $ | 36,505 | $ | — | $ | 36,505 | |||||||
Delek Logistics | Tyler Terminal and | Nine Months Ended | |||||||||||
Partners, LP | Tank Assets | September 30, 2012 | |||||||||||
(DKL Predecessor) | (Tyler Predecessor) | (Predecessors) | |||||||||||
(In thousands) | |||||||||||||
Net Sales | $ | 773,369 | $ | — | $ | 773,369 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 729,750 | — | 729,750 | ||||||||||
Operating expenses | 15,673 | 4,964 | 20,637 | ||||||||||
General and administrative expenses | 6,367 | 570 | 6,937 | ||||||||||
Depreciation and amortization | 6,649 | 1,071 | 7,720 | ||||||||||
Loss on sale of assets | 5 | — | 5 | ||||||||||
Total operating costs and expenses | 758,444 | 6,605 | 765,049 | ||||||||||
Operating income (loss) | 14,925 | (6,605 | ) | 8,320 | |||||||||
Interest expense, net | 1,777 | — | 1,777 | ||||||||||
Net income (loss) before income tax expense | 13,148 | (6,605 | ) | 6,543 | |||||||||
Income tax expense | 5,183 | — | 5,183 | ||||||||||
Net income (loss) | 7,965 | (6,605 | ) | 1,360 | |||||||||
Less: Income (loss) attributable to Predecessors | 7,965 | (6,605 | ) | 1,360 | |||||||||
Net income attributable to partners | $ | — | $ | — | $ | — | |||||||
Net_Income_Per_Unit_Tables
Net Income Per Unit (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Net Income Per Unit [Abstract] | ' | ||||||||||||||||
Net Income Per Unit [Table Text Block] | ' | ||||||||||||||||
Our distributions are declared subsequent to quarter end. Therefore, the table represents total cash distributions applicable to the period in which the distributions are earned. The calculation of net income per unit is as follows (dollars in thousands, except per unit amounts): | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||
Net Income | $ | 12,545 | $ | — | $ | 36,505 | $ | — | |||||||||
Less: General partner's distribution | 198 | — | 580 | — | |||||||||||||
Less: Limited partners' distribution | 4,875 | — | 14,249 | — | |||||||||||||
Less: Subordinated partner's distribution | 4,860 | — | 14,219 | — | |||||||||||||
Earnings in excess of distributions | $ | 2,612 | $ | — | $ | 7,457 | $ | — | |||||||||
General partner's earnings: | |||||||||||||||||
Distributions | $ | 198 | — | $ | 580 | — | |||||||||||
Allocation of earnings in excess of distributions | 52 | — | 149 | — | |||||||||||||
Total general partner's earnings | $ | 250 | $ | — | $ | 729 | $ | — | |||||||||
Limited partners' earnings on common units: | |||||||||||||||||
Distributions | $ | 4,875 | — | $ | 14,249 | — | |||||||||||
Allocation of earnings in excess of distributions | 1,282 | — | 3,658 | — | |||||||||||||
Total limited partners' earnings on common units | $ | 6,157 | $ | — | $ | 17,907 | $ | — | |||||||||
Limited partners' earnings on subordinated units: | |||||||||||||||||
Distributions | $ | 4,860 | — | $ | 14,219 | — | |||||||||||
Allocation of earnings in excess of distributions | 1,278 | — | 3,650 | — | |||||||||||||
Total limited partner's earnings on subordinated units | $ | 6,138 | $ | — | $ | 17,869 | $ | — | |||||||||
Weighted average limited partner units outstanding: | |||||||||||||||||
Common units - (basic) | 12,036,821 | 12,014,445 | |||||||||||||||
Common units - (diluted) | 12,188,342 | 12,152,657 | |||||||||||||||
Subordinated units - Delek (basic and diluted) | 11,999,258 | 11,999,258 | |||||||||||||||
Net income per limited partner unit: | |||||||||||||||||
Common - (basic) | $ | 0.51 | $ | 1.49 | |||||||||||||
Common - (diluted) | $ | 0.51 | $ | 1.48 | |||||||||||||
Subordinated - (basic and diluted) | $ | 0.51 | $ | 1.49 | |||||||||||||
Equity_Tables
Equity (Tables) | 9 Months Ended | ||||||||||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Stockholders Equity [Table Text Block] | ' | ||||||||||||||||||||||||
The summarized changes in the carrying amount of our equity are as follows: | |||||||||||||||||||||||||
Equity of Predecessors | Common - public | Common - Delek | Subordinated | General Partner | Total | ||||||||||||||||||||
Balance at December 31, 2012 | $ | 35,590 | $ | 178,728 | $ | (127,129 | ) | $ | 52,875 | $ | (49 | ) | $ | 140,015 | |||||||||||
Income attributable to Predecessors | (6,853 | ) | — | — | — | — | (6,853 | ) | |||||||||||||||||
Sponsor contributions of equity to the Predecessors | 9,317 | — | — | — | — | 9,317 | |||||||||||||||||||
Liabilities not assumed by the Partnership | 213 | — | — | — | — | 213 | |||||||||||||||||||
Allocation of net assets acquired by the unitholders (1) | (38,267 | ) | — | 37,502 | — | 765 | — | ||||||||||||||||||
Cash Distributions (1) | — | (9,252 | ) | (95,714 | ) | (12,047 | ) | (2,388 | ) | (119,401 | ) | ||||||||||||||
Sponsor contribution of fixed assets | — | — | 101 | — | 4 | 105 | |||||||||||||||||||
Partnership Earnings | — | 13,738 | 4,169 | 17,869 | 729 | 36,505 | |||||||||||||||||||
Unit-based compensation | — | 1,442 | — | — | (1,263 | ) | 179 | ||||||||||||||||||
Balance at September 30, 2013 | $ | — | $ | 184,656 | $ | (181,071 | ) | $ | 58,697 | $ | (2,202 | ) | $ | 60,080 | |||||||||||
Schedule of Distributions Made to Members or Limited Partners, by Distribution [Table Text Block] | ' | ||||||||||||||||||||||||
he table below represents total cash distributions applicable to the period in which the distributions are earned (in thousands, except per unit amounts): | |||||||||||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||||||||||||
2013 | 2012 | 2013 | 2012 | ||||||||||||||||||||||
General partner's interest | $ | 198 | $ | — | $ | 580 | $ | — | |||||||||||||||||
Limited partners' distribution: | |||||||||||||||||||||||||
Common | 4,875 | $ | — | 14,249 | $ | — | |||||||||||||||||||
Subordinated | 4,860 | — | 14,219 | — | |||||||||||||||||||||
Total cash distributions | $ | 9,933 | $ | — | $ | 29,048 | $ | — | |||||||||||||||||
Cash distributions per unit | $ | 0.405 | $ | 1.185 | |||||||||||||||||||||
The table below summarizes the quarterly distributions related to our quarterly financial results: | |||||||||||||||||||||||||
Quarter Ended | Total Quarterly Distribution Per Unit | Total Quarterly Distribution Per Unit, Annualized | Total Cash Distribution (in thousands) | Date of Distribution | Unitholders Record Date | ||||||||||||||||||||
December 31, 2012 (1) | $ | 0.224 | $ | 0.9 | $ | 5,486 | February 14, 2013 | February 6, 2013 | |||||||||||||||||
31-Mar-13 | $ | 0.385 | $ | 1.54 | $ | 9,428 | May 15, 2013 | May 7, 2013 | |||||||||||||||||
30-Jun-13 | $ | 0.395 | $ | 1.58 | $ | 9,687 | August 13, 2013 | August 6, 2013 | |||||||||||||||||
September 30, 2013 (2) | $ | 0.405 | $ | 1.62 | $ | 9,933 | November 14, 2013 | November 7, 2013 | |||||||||||||||||
(1) Represents the period from November 7, 2012, the date of the Offering, to December 31, 2012 | |||||||||||||||||||||||||
(2) Declared on October 25, 2013. |
Segment_Data_Tables
Segment Data (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Segment Reporting Information [Line Items] | ' | ||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | ||||||||||||
The following is a summary of business segment operating performance as measured by contribution margin for the period indicated (in thousands): | |||||||||||||
Three Months Ended September 30, 2013 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 15,743 | $ | 227,552 | $ | 243,295 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 218,222 | 218,222 | ||||||||||
Operating expenses | 5,660 | 1,814 | 7,474 | ||||||||||
Segment contribution margin | $ | 10,083 | $ | 7,516 | 17,599 | ||||||||
General and administrative expenses | 1,868 | ||||||||||||
Depreciation and amortization | 2,844 | ||||||||||||
Operating income | $ | 12,887 | |||||||||||
Total assets | $ | 164,963 | $ | 122,415 | $ | 287,378 | |||||||
Capital spending (excluding business combinations) (1) | 1,065 | 517 | $ | 1,582 | |||||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Three Months Ended September 30, 2012 | |||||||||||||
Predecessors | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Combined | |||||||||||
Net sales | $ | 7,960 | $ | 263,846 | $ | 271,806 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 255,281 | 255,281 | ||||||||||
Operating expenses | 7,241 | 2,299 | 9,540 | ||||||||||
Segment contribution margin | $ | 719 | $ | 6,266 | 6,985 | ||||||||
General and administrative expenses | 1,804 | ||||||||||||
Depreciation and amortization | 2,616 | ||||||||||||
Loss on sale of assets | 5 | ||||||||||||
Operating income | $ | 2,560 | |||||||||||
Total assets | $ | 145,380 | $ | 139,446 | $ | 284,826 | |||||||
Capital spending (excluding business combinations) (1) | $ | 5,064 | $ | 324 | $ | 5,388 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Nine Months Ended September 30, 2013 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 43,008 | $ | 641,323 | $ | 684,331 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 614,048 | 614,048 | ||||||||||
Operating expenses | 18,193 | 4,882 | 23,075 | ||||||||||
Segment contribution margin | $ | 24,815 | $ | 22,393 | 47,208 | ||||||||
General and administrative expenses | 5,172 | ||||||||||||
Depreciation and amortization | 9,074 | ||||||||||||
Operating income | $ | 32,962 | |||||||||||
Capital spending (excluding business combinations) (1) | 6,513 | 1,368 | $ | 7,881 | |||||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Nine Months Ended September 30, 2012 | |||||||||||||
Predecessors | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Combined | |||||||||||
Net sales | $ | 21,440 | $ | 751,929 | $ | 773,369 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 729,750 | 729,750 | ||||||||||
Operating expenses | 16,149 | 4,488 | 20,637 | ||||||||||
Segment contribution margin | $ | 5,291 | $ | 17,691 | 22,982 | ||||||||
General and administrative expenses | 6,937 | ||||||||||||
Depreciation and amortization | 7,720 | ||||||||||||
Loss on sale of assets | 5 | ||||||||||||
Operating income | $ | 8,320 | |||||||||||
Capital spending (excluding business combinations) (1) | $ | 15,400 | $ | 1,300 | $ | 16,700 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the Tyler Acquisition. | |||||||||||||
Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment as of and for the three and nine months ended September 30, 2013 were as follows (in thousands): | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Property, plant and equipment | $ | 173,962 | $ | 55,791 | $ | 229,753 | |||||||
Less: accumulated depreciation | (20,278 | ) | (12,986 | ) | (33,264 | ) | |||||||
Property, plant and equipment, net | $ | 153,684 | $ | 42,805 | $ | 196,489 | |||||||
Depreciation expense for the three months ended September 30, 2013 | $ | 2,144 | $ | 469 | $ | 2,613 | |||||||
Depreciation expense for the nine months ended September 30, 2013 | $ | 6,856 | $ | 1,421 | $ | 8,277 | |||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2013 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | ' | ||||||||||||||||
The fair value hierarchy for our financial assets accounted for at fair value on a recurring basis at September 30, 2013 was as follows (in thousands): | |||||||||||||||||
As of September 30, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Interest rate derivatives | $ | — | $ | 159 | $ | — | $ | 159 | |||||||||
Commodity derivatives | — | 120 | — | 120 | |||||||||||||
Total assets | $ | — | $ | 279 | $ | — | $ | 279 | |||||||||
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | ||||||||||||||||||
Derivative Instruments [Abstract] | ' | |||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | ' | |||||||||||||||||
The table below presents the fair value of our derivative instruments, as of September 30, 2013. As of December 31, 2012, there was a nominal amount of financial liabilities accounted for at fair value on a recurring basis (in thousands). | ||||||||||||||||||
30-Sep-13 | ||||||||||||||||||
Derivative Type | Balance Sheet Location | Assets | Liabilities | |||||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||
Interest rate derivatives | Other long term assets | $ | 159 | $ | — | |||||||||||||
Commodity derivatives | Other current assets | $ | 120 | $ | — | |||||||||||||
Total net fair value of derivatives | $ | 279 | $ | — | ||||||||||||||
Derivative Instruments, Gain (Loss) [Table Text Block] | ' | |||||||||||||||||
Gains (losses) recognized associated with derivatives not designated as hedging instruments for the three and nine months ended September 30, 2013 were as follows (in thousands): | ||||||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | |||||||||||||||||
Derivative Type | Income Statement Location | 2013 | 2012 | 2013 | 2012 | |||||||||||||
Predecessors | Predecessors | |||||||||||||||||
Interest rate derivatives | Interest expense | $ | (88 | ) | $ | — | $ | (63 | ) | $ | — | |||||||
Commodity derivatives | Cost of goods sold | (311 | ) | 71 | (481 | ) | 304 | |||||||||||
Total | $ | (399 | ) | $ | 71 | $ | (544 | ) | $ | 304 | ||||||||
Organization_and_Basis_of_Pres2
Organization and Basis of Presentation (Details) | 0 Months Ended |
Nov. 07, 2012 | |
Organization and Basis of Presentation [Abstract] | ' |
Common units sold in initial public offering (units) | 9,200,000 |
Acquisitions_Purchase_Price_Al
Acquisitions Purchase Price Allocation (Details) (USD $) | 0 Months Ended | ||
Feb. 07, 2012 | Jan. 31, 2012 | Jul. 19, 2013 | |
Big Sandy Terminal [Member] | Nettleton Pipeline [Member] | Hopewell [Member] | |
Business Acquisition [Line Items] | ' | ' | ' |
Purchase Price | $11,000,000 | $12,300,000 | $5,700,000 |
Property, Plant and Equipment | 8,258,000 | 8,590,000 | ' |
Intangible Assets | 1,229,000 | 2,240,000 | ' |
Goodwill (all expected to be deductible for tax purposes) | 1,540,000 | 1,415,000 | ' |
Total | $11,027,000 | $12,245,000 | ' |
Acquisitions_Pro_Forma_Infroma
Acquisitions Pro Forma Infromation (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Big Sandy Terminal [Member] | Big Sandy Terminal [Member] | Nettleton Pipeline [Member] | Nettleton Pipeline [Member] | Nettleton and Big Sandy [Member] | Nettleton and Big Sandy [Member] | Hopewell [Member] | Tyler Terminal and Tanks [Member] | Tyler Terminal and Tanks [Member] | |
Business Acquisition [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net Sales of Acquiree since Acquisition Date | $400,000 | $1,100,000 | $1,200,000 | $4,400,000 | ' | ' | $200,000 | $3,300,000 | $3,300,000 |
Net income (loss) of Acquiree since Acquisition Date | 300,000 | 900,000 | 800,000 | 3,000,000 | ' | ' | ' | 2,100,000 | 2,100,000 |
Net Sales | ' | ' | ' | ' | 271,935,000 | 773,498,000 | ' | ' | ' |
Net income | ' | ' | ' | ' | ($421,000) | $1,420,000 | ' | ' | ' |
Acquisitions_Tyler_Acquisition
Acquisitions Tyler Acquisition (Details) (Tyler Terminal and Tanks [Member], USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Jul. 26, 2013 | Sep. 30, 2013 | Sep. 30, 2013 |
Tyler Terminal and Tanks [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Net Sales of Acquiree since Acquisition Date | ' | $3.30 | $3.30 |
Net income (loss) of Acquiree since Acquisition Date | ' | 2.1 | 2.1 |
Purchase Price | $94.80 | ' | ' |
Total Throughput Capacity (bpd) | ' | ' | 72,000 |
Acquisitions_Tyler_Terminal_an
Acquisitions Tyler Terminal and Tank Assets Finanical Results (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Sep. 30, 2013 | Sep. 30, 2013 | Jul. 26, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |||||||
Tyer Terminal and Tanks Assets (Predecessor) [Member] | Tyer Terminal and Tanks Assets (Predecessor) [Member] | Tyer Terminal and Tanks Assets (Predecessor) [Member] | Delek Logistics LP [Member] | Delek Logistics LP [Member] | Delek Logistics LP [Member] | Delek Logistics LP [Member] | Delek Logistics LP [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | Predecessor [Member] | |||||||||||||
Asset carrying value | ' | ' | ' | ' | ' | ' | ' | ' | $38,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Total operating revenues | ' | ' | ' | ' | ' | ' | 3,300,000 | 3,300,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Net income (loss) of Acquiree since Acquisition Date | ' | ' | ' | ' | ' | ' | 2,100,000 | 2,100,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ||||||
Cash and cash equivalents | 6,712,000 | [1] | 213,000 | [1] | 6,712,000 | [1] | 213,000 | [1] | 23,452,000 | [2] | 35,000 | [1] | ' | ' | ' | ' | ' | ' | ' | 23,452,000 | ' | ' | ' | ' | 0 |
Accounts receivable | 34,611,000 | ' | 34,611,000 | ' | 27,725,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 27,725,000 | ' | ' | ' | ' | 0 | |||||
Inventory | 21,239,000 | ' | 21,239,000 | ' | 14,351,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 14,351,000 | ' | ' | ' | ' | 0 | |||||
Deferred tax assets | 14,000 | ' | 14,000 | ' | 14,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 14,000 | ' | ' | ' | ' | 0 | |||||
Other current assets | 592,000 | ' | 592,000 | ' | 169,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 169,000 | ' | ' | ' | ' | 0 | |||||
Total current assets | 63,168,000 | ' | 63,168,000 | ' | 65,711,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 65,711,000 | ' | ' | ' | ' | 0 | |||||
Property, plant and equipment | 229,753,000 | ' | 229,753,000 | ' | 216,048,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 172,300,000 | ' | ' | ' | ' | 43,748,000 | |||||
Less: accumulated depreciation | -33,264,000 | ' | -33,264,000 | ' | -24,991,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | -18,790,000 | ' | ' | ' | ' | -6,201,000 | |||||
Property, plant and equipment, net | 196,489,000 | ' | 196,489,000 | ' | 191,057,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 153,510,000 | ' | ' | ' | ' | 37,547,000 | |||||
Goodwill | 10,454,000 | ' | 10,454,000 | ' | 10,454,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 10,454,000 | ' | ' | ' | ' | 0 | |||||
Intangible assets, net | 11,647,000 | ' | 11,647,000 | ' | 12,430,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 12,430,000 | ' | ' | ' | ' | 0 | |||||
Other non-current assets | 5,620,000 | ' | 5,620,000 | ' | 3,664,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 3,664,000 | ' | ' | ' | ' | 0 | |||||
Total assets | 287,378,000 | 284,826,000 | 287,378,000 | 284,826,000 | 283,316,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 245,769,000 | ' | ' | ' | ' | 37,547,000 | |||||
Accounts payable | 26,995,000 | ' | 26,995,000 | ' | 21,849,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 21,849,000 | ' | ' | ' | ' | 0 | |||||
Accounts payable to related parties | 14,908,000 | ' | 14,908,000 | ' | 10,148,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 10,148,000 | ' | ' | ' | ' | 0 | |||||
Fuel and other taxes payable | 6,683,000 | ' | 6,683,000 | ' | 4,650,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 4,650,000 | ' | ' | ' | ' | 0 | |||||
Accrued expenses and other current liabilities | 6,348,000 | ' | 6,348,000 | ' | 3,650,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 3,615,000 | ' | ' | ' | ' | 35,000 | |||||
Total current liabilities | 54,934,000 | ' | 54,934,000 | ' | 40,297,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 40,262,000 | ' | ' | ' | ' | 35,000 | |||||
Revolving credit facility | 161,000,000 | ' | 161,000,000 | ' | 90,000,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 90,000,000 | ' | ' | ' | ' | 0 | |||||
Asset retirement obligations | 3,340,000 | ' | 3,340,000 | ' | 3,177,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 1,440,000 | ' | ' | ' | ' | 1,737,000 | |||||
Deferred tax liability | 59,000 | ' | 59,000 | ' | 17,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 17,000 | ' | ' | ' | ' | 0 | |||||
Other non-current liabilities | 7,965,000 | ' | 7,965,000 | ' | 9,810,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 9,625,000 | ' | ' | ' | ' | 185,000 | |||||
Total non-current liabilities | 172,364,000 | ' | 172,364,000 | ' | 103,004,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 101,082,000 | ' | ' | ' | ' | 1,922,000 | |||||
Predecessors division equity | 0 | ' | 0 | ' | 35,590,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 0 | ' | ' | ' | ' | 35,590,000 | |||||
Common unitholders - public; 9,237,563 units issued and outstanding at September 30, 2013 (9,200,000 at December 31, 2012) | 184,656,000 | ' | 184,656,000 | ' | 178,728,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 178,728,000 | ' | ' | ' | ' | 0 | |||||
Common unitholders - Delek; 2,799,258 units issued and outstanding at September 30, 2013 (2,799,258 at December 31, 2012) | -181,071,000 | ' | -181,071,000 | ' | -127,129,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | -127,129,000 | ' | ' | ' | ' | 0 | |||||
Subordinated unitholder - Delek; 11,999,258 units issued and outstanding at September 30, 2013 (11,999,258 at December 31, 2012) | 58,697,000 | ' | 58,697,000 | ' | 52,875,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 52,875,000 | ' | ' | ' | ' | 0 | |||||
General Partner unitholder - Delek; 490,532 units issued and outstanding at September 30, 2013 (489,766 at December 31, 2012) | -2,202,000 | ' | -2,202,000 | ' | -49,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | -49,000 | ' | ' | ' | ' | 0 | |||||
Total equity | 60,080,000 | ' | 60,080,000 | ' | 140,015,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 104,425,000 | ' | ' | ' | ' | 35,590,000 | |||||
Total liabilities and equity | 287,378,000 | ' | 287,378,000 | ' | 283,316,000 | [2] | ' | ' | ' | ' | ' | ' | ' | ' | 245,769,000 | ' | ' | ' | ' | 37,547,000 | |||||
Net Sales | 243,295,000 | [3] | 271,806,000 | [3] | 684,331,000 | [3] | 773,369,000 | [3] | ' | ' | ' | ' | ' | 243,295,000 | 271,806,000 | 684,331,000 | 773,369,000 | ' | 0 | 0 | 0 | 0 | ' | ||
Cost of goods sold | 218,222,000 | [3] | 255,281,000 | [3] | 614,048,000 | [3] | 729,750,000 | [3] | ' | ' | ' | ' | ' | 218,222,000 | 255,281,000 | 614,048,000 | 729,750,000 | ' | 0 | 0 | 0 | 0 | ' | ||
Operating expenses | 7,474,000 | [3] | 9,540,000 | [3] | 23,075,000 | [3] | 20,637,000 | [3] | ' | ' | ' | ' | ' | 6,645,000 | 6,579,000 | 18,574,000 | 15,673,000 | ' | 829,000 | 2,961,000 | 4,501,000 | 4,964,000 | ' | ||
General and administrative expenses | 1,868,000 | [3] | 1,804,000 | [3] | 5,172,000 | [3] | 6,937,000 | [3] | ' | ' | ' | ' | ' | 1,782,000 | 1,614,000 | 4,570,000 | 6,367,000 | ' | 86,000 | 190,000 | 602,000 | 570,000 | ' | ||
Depreciation and amortization | 2,844,000 | [3] | 2,616,000 | [3] | 9,074,000 | [1],[3] | 7,720,000 | [1],[3] | ' | ' | ' | ' | ' | 2,600,000 | 2,255,000 | 7,324,000 | 6,649,000 | ' | 244,000 | 361,000 | 1,750,000 | 1,071,000 | ' | ||
Loss on sale of assets | 0 | [3] | 5,000 | [3] | 0 | [1] | 5,000 | [1],[3] | ' | ' | ' | ' | ' | ' | 5,000 | ' | 5,000 | ' | ' | 0 | ' | 0 | ' | ||
Total operating costs and expenses | 230,408,000 | [3] | 269,246,000 | [3] | 651,369,000 | [3] | 765,049,000 | [3] | ' | ' | ' | ' | ' | 229,249,000 | 265,734,000 | 644,516,000 | 758,444,000 | ' | 1,159,000 | 3,512,000 | 6,853,000 | 6,605,000 | ' | ||
Operating income | 12,887,000 | [3] | 2,560,000 | [3] | 32,962,000 | [3] | 8,320,000 | [3] | ' | ' | ' | ' | ' | 14,046,000 | 6,072,000 | 39,815,000 | 14,925,000 | ' | -1,159,000 | -3,512,000 | -6,853,000 | -6,605,000 | ' | ||
Interest expense, net | 1,194,000 | [3] | 667,000 | [3] | 2,763,000 | [3] | 1,777,000 | [3] | ' | ' | ' | ' | ' | 1,194,000 | 667,000 | 2,763,000 | 1,777,000 | ' | 0 | 0 | 0 | 0 | ' | ||
Income before income tax expense | 11,693,000 | [3] | 1,893,000 | [3] | 30,199,000 | [3] | 6,543,000 | [3] | ' | ' | ' | ' | ' | 12,852,000 | 5,405,000 | 37,052,000 | 13,148,000 | ' | -1,159,000 | -3,512,000 | -6,853,000 | -6,605,000 | ' | ||
Income tax expense | 307,000 | [3] | 2,437,000 | [3] | 547,000 | [3] | 5,183,000 | [3] | ' | ' | ' | ' | ' | 307,000 | 2,437,000 | 547,000 | 5,183,000 | ' | 0 | 0 | 0 | 0 | ' | ||
Net income (loss) | 11,386,000 | [3] | -544,000 | [3] | 29,652,000 | [1],[3] | 1,360,000 | [1],[3] | ' | ' | ' | ' | ' | 12,545,000 | 2,968,000 | 36,505,000 | 7,965,000 | ' | -1,159,000 | -3,512,000 | -6,853,000 | -6,605,000 | ' | ||
Less: (Loss) attributable to Predecessors | -1,159,000 | [3] | -544,000 | [3] | -6,853,000 | [3] | 1,360,000 | [3] | ' | ' | ' | ' | ' | 0 | 2,968,000 | 0 | 7,965,000 | ' | -1,159,000 | -3,512,000 | -6,853,000 | -6,605,000 | ' | ||
Net income attributable to partners | $12,545,000 | [3] | $0 | [3] | $36,505,000 | [3] | $0 | [3] | ' | ' | ' | ' | ' | $12,545,000 | $0 | $36,505,000 | $0 | ' | $0 | $0 | $0 | $0 | ' | ||
[1] | Adjusted to include the historical cash flows of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||||||||||||||||||||
[2] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||||||||||||||||||||
[3] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Inventory_Details
Inventory (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | |
In Thousands, unless otherwise specified | |||
Inventory, Net [Abstract] | ' | ' | |
Inventories | $21,239 | $14,351 | [1] |
[1] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Amended_and_Restated_Credit_Ag1
Amended and Restated Credit Agreement (Details) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 | Jul. 09, 2013 | Nov. 07, 2012 | Jul. 09, 2013 | Sep. 30, 2013 | Jul. 09, 2013 | Jul. 09, 2013 | Jul. 09, 2013 | Jul. 09, 2013 | |
Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | Line of Credit [Member] | ||||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | Prime Rate [Member] | Prime Rate [Member] | Canadian Dealer Offered Rate (CDOR) [Member] | ||||||
United States of America, Dollars | United States of America, Dollars | Canada, Dollars | Canada, Dollars | ||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Maximum Borrowing Capacity | ' | ' | $400,000,000 | $175,000,000 | ' | ' | ' | ' | ' | ' | |
Maximum Borrowing Capacity under Accordion Feature | ' | ' | 450,000,000 | ' | ' | ' | ' | ' | ' | ' | |
Debt Instrument, Description of Variable Rate Basis | ' | ' | ' | ' | ' | ' | 'LIBOR | 'U.S. dollar prime rate | 'Canadian dollar prime rate, | 'CDOR | |
Weighted Average Interest Rate | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | |
Unused Capacity, Commitment Fee Percentage | ' | ' | ' | ' | 0.25% | ' | ' | ' | ' | ' | |
Holdings Note Principal amount outstanding | ' | ' | ' | ' | ' | 102,000,000 | ' | ' | ' | ' | |
Borrowings outstanding | 161,000,000 | 90,000,000 | [1] | ' | ' | ' | 161,000,000 | ' | ' | ' | ' |
Letters of Credit Outstanding | 13,500,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | |
Remaining Borrowing Capacity | ' | ' | ' | ' | ' | $225,500,000 | ' | ' | ' | ' | |
[1] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Income_Taxes_Details
Income Taxes (Details) | 3 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' |
Effective Income Tax Rate | 2.60% | 128.70% |
Net_Income_Per_Unit_Details
Net Income Per Unit (Details) (USD $) | 0 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||||||
In Thousands, except Share data, unless otherwise specified | Nov. 07, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jun. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | ||||
Net Income Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ||||
General partner's ownership interest | 2.00% | ' | ' | ' | 2.00% | ' | ||||
Weighted Average Number of Shares Outstanding, Basic | ' | ' | ' | 24,492,095 | 24,503,469 | ' | ||||
Net income attributable to partners | ' | $12,545 | [1] | $0 | [1] | ' | $36,505 | [1] | $0 | [1] |
Less: General partner's distribution | ' | 198 | 0 | ' | 580 | 0 | ||||
Less: Limited partners' distribution | ' | 9,933 | 0 | ' | 29,048 | 0 | ||||
Earnings in excess of distributions | ' | 2,612 | 0 | ' | 7,457 | 0 | ||||
Common units - basic (units) | ' | 12,036,821 | ' | ' | 12,014,445 | ' | ||||
Common units - diluted (units) | ' | 12,188,342 | ' | ' | 12,152,657 | ' | ||||
Subordinated units - Delek basic and diluted (units) | ' | 11,999,258 | ' | ' | 11,999,258 | ' | ||||
Common- basic (dollars per unit) | ' | $0.51 | [1] | ' | ' | $1.49 | [1] | ' | ||
Common- diluted (dollars per unit) | ' | $0.51 | [1] | ' | ' | $1.48 | [1] | ' | ||
Subordinated - basic and diluted (dollars per unit) | ' | $0.51 | [1] | ' | ' | $1.49 | [1] | ' | ||
General Partner [Member] | ' | ' | ' | ' | ' | ' | ||||
Net Income Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ||||
Less: General partner's distribution | ' | 198 | 0 | ' | 580 | 0 | ||||
Earnings in excess of distributions | ' | 52 | 0 | ' | 149 | 0 | ||||
Total partners' earnings | ' | 250 | 0 | ' | 729 | 0 | ||||
Limited Partner, Common Units [Member] | ' | ' | ' | ' | ' | ' | ||||
Net Income Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ||||
Less: Limited partners' distribution | ' | 4,875 | 0 | ' | 14,249 | 0 | ||||
Earnings in excess of distributions | ' | 1,282 | 0 | ' | 3,658 | 0 | ||||
Total partners' earnings | ' | 6,157 | 0 | ' | 17,907 | 0 | ||||
Limited Partner, Subordinated Units [Member] | ' | ' | ' | ' | ' | ' | ||||
Net Income Per Unit [Line Items] | ' | ' | ' | ' | ' | ' | ||||
Less: Limited partners' distribution | ' | 4,860 | 0 | ' | 14,219 | 0 | ||||
Earnings in excess of distributions | ' | 1,278 | 0 | ' | 3,650 | 0 | ||||
Total partners' earnings | ' | $6,138 | $0 | ' | $17,869 | $0 | ||||
[1] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Equity_Equity_Details
Equity Equity (Details) | 0 Months Ended | 9 Months Ended | |
Nov. 07, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Equity [Abstract] | ' | ' | ' |
Common units outstanding (units) | ' | 9,237,563 | ' |
Delek's ownership interest | ' | 60.30% | ' |
Common unitholders - Delek US, units outstanding | ' | 2,799,258 | 2,799,258 |
Subordinated unitholders - Delek US, units outstanding | ' | 11,999,258 | 11,999,258 |
Delek's Ownership Interest in General Partner | ' | 98.60% | ' |
General partner's ownership interest | 2.00% | 2.00% | ' |
General partner - Delek US, units outstanding | ' | 490,532 | 489,766 |
Equity_Equity_Activity_Details
Equity Equity Activity (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Jul. 26, 2013 | ||||||||||
Predecessor [Member] | Common- Public [Member] | Common- Delek [Member] | Subordinated [Member] | General Partner [Member] | Tyler Terminal and Tanks [Member] | ||||||||||||||
Cash payments for acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ($94,800,000) | |||||||||
Decrease in equity balance | ' | ' | 56,500,000 | ' | ' | ' | ' | ' | ' | ' | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | |||||||||
Balance at December 31, 2012 | ' | ' | 140,015,000 | [1] | ' | 35,590,000 | 178,728,000 | -127,129,000 | 52,875,000 | -49,000 | ' | ||||||||
Less: (Loss) attributable to Predecessors | -1,159,000 | [2] | -544,000 | [2] | -6,853,000 | [2] | 1,360,000 | [2] | -6,853,000 | 0 | 0 | 0 | 0 | ' | |||||
Sponsor contributions of equity to the Predecessors | ' | ' | 9,317,000 | ' | 9,317,000 | 0 | 0 | 0 | 0 | ' | |||||||||
Liabilities not assumed by the Partnership | ' | ' | 213,000 | ' | 213,000 | 0 | 0 | 0 | 0 | ' | |||||||||
Allocation of net assets acquired by the unitholders | ' | ' | 0 | ' | -38,267,000 | [3] | 0 | [3] | 37,502,000 | [3] | 0 | [3] | 765,000 | [3] | ' | ||||
Cash Distributions | ' | ' | 119,401,000 | ' | 0 | [3] | -9,252,000 | [3] | -95,714,000 | [3] | -12,047,000 | [3] | -2,388,000 | [3] | ' | ||||
Sponsor contribution of fixed assets | ' | ' | 105,000 | 0 | 0 | 0 | 101,000 | 0 | 4,000 | ' | |||||||||
Partnership Earnings | 12,545,000 | [2] | 0 | [2] | 36,505,000 | [2] | 0 | [2] | 0 | 13,738,000 | 4,169,000 | 17,869,000 | 729,000 | ' | |||||
Unit-based compensation | ' | ' | 179,000 | ' | 0 | 1,442,000 | 0 | 0 | -1,263,000 | ' | |||||||||
Balance at September 30, 2013 | $60,080,000 | ' | $60,080,000 | ' | $0 | $184,656,000 | ($181,071,000) | $58,697,000 | ($2,202,000) | ' | |||||||||
[1] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||||||||||||||
[2] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||||||||||||||
[3] | As an entity under common control with Delek, we record the assets that we acquire from Delek on our balance sheet at Delek's historical book value instead of fair value. Additionally, any excess of cash paid over the historical book value of the assets acquired from Delek is recorded within equity. As a result of the Tyler Acquisition, our equity balance decreased $56.5 million from DecemberB 31, 2012 to SeptemberB 30, 2013. |
Equity_Cash_distributions_Deta
Equity Cash distributions (Details) (USD $) | 0 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Aug. 13, 2013 | 15-May-13 | Feb. 14, 2013 | Nov. 14, 2013 | ||
Subsequent Event [Member] | ||||||
Distribution Made to Limited Partner [Line Items] | ' | ' | ' | ' | ||
Total Quarterly Distribution Per Unit | $0.40 | $0.39 | $0.22 | [1] | $0.41 | [2] |
Total Quarterly Distribution Per Unit, Annualized | $1.58 | $1.54 | $0.90 | [1] | $1.62 | [2] |
Total Cash Distribution | $9,687 | $9,428 | $5,486 | [1] | $9,933 | [2] |
Unitholders Record Date | 6-Aug-13 | 7-May-13 | 6-Feb-13 | [1] | 7-Nov-13 | [2] |
[1] | Represents the period from November 7, 2012, the date of the Offering, to December 31, 2012 | |||||
[2] | Declared on October 25, 2013. |
Equity_Distributions_Earned_De
Equity Distributions Earned (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | ||
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | ' | ' | ||
General partner's interest | $198 | $0 | $580 | $0 | ||
Limited partners' distribution | 9,933 | 0 | 29,048 | 0 | ||
Cash distribution per unit | $0.41 | [1] | ' | $1.19 | [1] | ' |
Common [Member] | ' | ' | ' | ' | ||
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | ' | ' | ||
Limited partners' distribution | 4,875 | 0 | 14,249 | 0 | ||
Subordinated [Member] | ' | ' | ' | ' | ||
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | ' | ' | ||
Limited partners' distribution | $4,860 | $0 | $14,219 | $0 | ||
[1] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Equity_Based_Compensation_Deta
Equity Based Compensation (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $0.10 | $0.20 | $0.20 | $0.50 |
Total unrecognized compensation costs | $1.10 | $0.50 | $1.10 | $0.50 |
Weighted average period of recognition (years) | ' | '3 years 0 months 0 days | '4 years 2 months 0 days | ' |
Segment_Data_Details
Segment Data (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||||||||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Net sales | $243,295 | [1] | $271,806 | [1] | $684,331 | [1] | $773,369 | [1] | ' | |
Cost of goods sold | 218,222 | [1] | 255,281 | [1] | 614,048 | [1] | 729,750 | [1] | ' | |
Operating expenses | 7,474 | [1] | 9,540 | [1] | 23,075 | [1] | 20,637 | [1] | ' | |
Segment contribution margin | 17,599 | 6,985 | 47,208 | 22,982 | ' | |||||
General and administrative expenses | 1,868 | [1] | 1,804 | [1] | 5,172 | [1] | 6,937 | [1] | ' | |
Depreciation and amortization | 2,844 | [1] | 2,616 | [1] | 9,074 | [1],[2] | 7,720 | [1],[2] | ' | |
Loss on sale of assets | 0 | [1] | 5 | [1] | 0 | [2] | 5 | [1],[2] | ' | |
Operating income | 12,887 | [1] | 2,560 | [1] | 32,962 | [1] | 8,320 | [1] | ' | |
Total assets | 287,378 | 284,826 | 287,378 | 284,826 | 283,316 | [3] | ||||
Capital spending (excluding business combinations) (1) | 1,582 | 5,388 | 7,881 | [2] | 16,700 | [2] | ' | |||
Pipelines and Transportation [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Net sales | 15,743 | 7,960 | 43,008 | 21,440 | ' | |||||
Cost of goods sold | 0 | 0 | 0 | 0 | ' | |||||
Operating expenses | 5,660 | 7,241 | 18,193 | 16,149 | ' | |||||
Segment contribution margin | 10,083 | 719 | 24,815 | 5,291 | ' | |||||
Total assets | 164,963 | 145,380 | 164,963 | 145,380 | ' | |||||
Capital spending (excluding business combinations) (1) | 1,065 | 5,064 | 6,513 | 15,400 | ' | |||||
Wholesale Marketing and Terminalling [Member] | ' | ' | ' | ' | ' | |||||
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' | |||||
Net sales | 227,552 | 263,846 | 641,323 | 751,929 | ' | |||||
Cost of goods sold | 218,222 | 255,281 | 614,048 | 729,750 | ' | |||||
Operating expenses | 1,814 | 2,299 | 4,882 | 4,488 | ' | |||||
Segment contribution margin | 7,516 | 6,266 | 22,393 | 17,691 | ' | |||||
Total assets | 122,415 | 139,446 | 122,415 | 139,446 | ' | |||||
Capital spending (excluding business combinations) (1) | $517 | $324 | $1,368 | $1,300 | ' | |||||
[1] | Adjusted to include the historical results of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||||||
[2] | Adjusted to include the historical cash flows of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||||||
[3] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Segment_Data_PPE_Details
Segment Data PP&E (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Dec. 31, 2012 | |
Segment Reporting Information [Line Items] | ' | ' | ' | |
Property, plant and equipment | $229,753 | $229,753 | $216,048 | [1] |
Less: accumulated depreciation | -33,264 | -33,264 | -24,991 | [1] |
Property, plant and equipment, net | 196,489 | 196,489 | 191,057 | [1] |
Depreciation expense | 2,613 | 8,277 | ' | |
Pipelines and Transportation [Member] | ' | ' | ' | |
Segment Reporting Information [Line Items] | ' | ' | ' | |
Property, plant and equipment | 173,962 | 173,962 | ' | |
Less: accumulated depreciation | -20,278 | -20,278 | ' | |
Property, plant and equipment, net | 153,684 | 153,684 | ' | |
Depreciation expense | 2,144 | 6,856 | ' | |
Wholesale Marketing and Terminalling [Member] | ' | ' | ' | |
Segment Reporting Information [Line Items] | ' | ' | ' | |
Property, plant and equipment | 55,791 | 55,791 | ' | |
Less: accumulated depreciation | -12,986 | -12,986 | ' | |
Property, plant and equipment, net | 42,805 | 42,805 | ' | |
Depreciation expense | $469 | $1,421 | ' | |
[1] | Includes the historical balances of the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Sep. 30, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Cash collateral | $200,000 |
Fair Value, Measurements, Recurring [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Assets, Fair Value Disclosure, Recurring | 279,000 |
Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Assets, Fair Value Disclosure, Recurring | 0 |
Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Assets, Fair Value Disclosure, Recurring | 279,000 |
Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Assets, Fair Value Disclosure, Recurring | 0 |
Interest rate derivatives [Member] | Fair Value, Measurements, Recurring [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 159,000 |
Interest rate derivatives [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 0 |
Interest rate derivatives [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 159,000 |
Interest rate derivatives [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 0 |
Commodity derivatives [Member] | Fair Value, Measurements, Recurring [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 120,000 |
Commodity derivatives [Member] | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 0 |
Commodity derivatives [Member] | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | 120,000 |
Commodity derivatives [Member] | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' |
Derivative Asset | $0 |
Derivative_Instruments_Details
Derivative Instruments (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Notional Amount of Interest Rate Derivatives | $45,000,000 | ' | $45,000,000 | ' |
Derivative Liability, Fair Value, Gross Asset | 279,000 | ' | 279,000 | ' |
Derivative Liability, Fair Value, Gross Liability | 0 | ' | 0 | ' |
Derivative Instruments, Gain (Loss) Recognized in Income, Net | -399,000 | 71,000 | -544,000 | 304,000 |
Other Assets [Member] | Not Designated as Hedging Instrument [Member] | Interest rate derivatives [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Derivative Liability, Fair Value, Gross Asset | 159,000 | ' | 159,000 | ' |
Derivative Liability, Fair Value, Gross Liability | 0 | ' | 0 | ' |
Other Current Assets [Member] | Not Designated as Hedging Instrument [Member] | Commodity derivatives [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Derivative Liability, Fair Value, Gross Asset | 120,000 | ' | 120,000 | ' |
Derivative Liability, Fair Value, Gross Liability | 0 | ' | 0 | ' |
Interest Expense [Member] | Not Designated as Hedging Instrument [Member] | Interest rate derivatives [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) Recognized in Income, Net | -88,000 | 0 | -63,000 | 0 |
Cost of Sales [Member] | Not Designated as Hedging Instrument [Member] | Commodity derivatives [Member] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' | ' |
Derivative Instruments, Gain (Loss) Recognized in Income, Net | ($311,000) | $71,000 | ($481,000) | $304,000 |
Commitments_and_Contingencies_1
Commitments and Contingencies Magnolia Station Crude Oil Release (Details) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Commitments and Contingencies [Abstract] | ' |
Maximum Exposure for Environmental Remediation under Omnibus Agreement | $0.25 |
Commitments_and_Contingencies_2
Commitments and Contingencies Contracts and Agreements (Details) | 9 Months Ended |
Sep. 30, 2013 | |
East Houston Contract [Member] | ' |
Loss Contingencies [Line Items] | ' |
Maximum Purchases under Supply Contract (bpd) | 7,000 |
Abilene Contract [Member] | ' |
Loss Contingencies [Line Items] | ' |
Maximum Purchases under Supply Contract (bpd) | 20,350 |
Commitments_and_Contingencies_3
Commitments and Contingencies Letters of Credit (Details) (USD $) | Sep. 30, 2013 |
In Millions, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Letters of Credit Outstanding | $13.50 |
Commitments_and_Contingencies_4
Commitments and Contingencies Operating Leases (Details) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Jul. 26, 2013 | |
Tyler Lease and Access Agreement [Member] | |||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' |
Related party transaction, annual lease payment | ' | ' | ' | ' | $100 |
Operating Leases, Rent Expense | $100,000 | $100,000 | $300,000 | $200,000 | ' |
Related_Party_Transactions_Com
Related Party Transactions Commercial Agreements in Connection with the Offering (Details) (USD $) | 0 Months Ended | |
Jul. 26, 2013 | Nov. 07, 2012 | |
Lion Pipeline and Storage Facilities Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related Party Transaction, Date | ' | 30-Jun-14 |
East Texas Crude Logistics System Pipeline and Tankage Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 35,000 |
Throughput Commitment Tariff Rate | ' | 0.42 |
Term Of Agreement | ' | '5 years 0 months 0 days |
Throughput Volume Subject to Additional Fee | ' | 50,000 |
Throughput Commitment Rate, Additional for Excess Barrels | ' | $0.22 |
Minimum Monthly Storage Fee Revenue, Amount | ' | 261,480 |
East Texas Marketing Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 50,000 |
Throughput Commitment Tariff Rate | ' | 0.6065 |
Term Of Agreement | ' | '10 years 0 months 0 days |
Terminalling Services Agreements [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Throughput Commitment Tariff Rate | 0.52 | 0.52 |
Term Of Agreement | ' | '5 years 0 months 0 days |
Crude Oil Pipeline [Member] | Lion Pipeline and Storage Facilities Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 46,000 |
Throughput Commitment Tariff Rate | ' | 0.89 |
Refined Product Pipeline [Member] | Lion Pipeline and Storage Facilities Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 40,000 |
Throughput Commitment Tariff Rate | ' | 0.104 |
SALA Gathering System member [Member] | Lion Pipeline and Storage Facilities Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 14,000 |
Throughput Commitment Tariff Rate | ' | 2.35 |
Memphis Terminal [Member] | Terminalling Services Agreements [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 10,000 |
Maximum Terminal Loading Capacity, Percentage | ' | 75.00% |
Big Sandy Terminal [Member] | Terminalling Services Agreements [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | ' | 5,000 |
Maximum Terminal Loading Capacity, Percentage | ' | 55.00% |
Minimum Monthly Storage Fee Revenue, Amount | ' | 52,250 |
Hopewell [Member] | Terminalling Services Agreements [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Minimum Throughput Commitment | 5,000 | ' |
Minimum [Member] | East Texas Marketing Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Profit Sharing Incentive Fee Revenue, Quarterly Amount | ' | 175,000 |
Maximum [Member] | East Texas Marketing Agreement [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Profit Sharing Incentive Fee Revenue, Quarterly Amount | ' | $500,000 |
Related_Party_Transactions_Com1
Related Party Transactions Commercial Agreements in Connection with Tyler Acquisition (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended |
Jul. 26, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | |
Tyler Terminal Throughput and Tankage Agreement [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Minimum Throughput Commitment | 50,000 | ' | ' |
Throughput Commitment Tariff Rate | 0.35 | ' | ' |
Minimum Monthly Storage Fee Revenue, Amount | $841,667 | ' | ' |
Term Of Agreement | '8 years 0 months 0 days | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | ' | 3,300,000 | 3,300,000 |
Tyler Lease and Access Agreement [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Term Of Agreement | '50 years 0 months 0 days | ' | ' |
Related party transaction, annual lease payment | 100 | ' | ' |
Tyler Site Services Agreement [Member] | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' |
Related Party Annual Service Fee | $200,000 | ' | ' |
Related_Party_Transactions_Pay
Related Party Transactions Payments Made under Commercial Agreements (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Lion Pipeline and Storage Facilities Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | $9.80 | $4.40 | $27.90 | $11.50 |
Tyler Terminal Throughput and Tankage Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | 3.3 | ' | 3.3 | ' |
East Texas Crude Logistics System Pipeline and Tankage Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | 1.3 | 3.7 | 6 | 8.5 |
East Texas Marketing Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | 3.6 | 2.8 | 10.3 | 9.2 |
Terminalling Services Agreements [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Related Party Transaction, Other Revenues from Transactions with Related Party | $0.60 | ' | $1.30 | ' |
Related_Party_Transactions_Oth
Related Party Transactions Other Agreements (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | |
Jul. 26, 2013 | Nov. 07, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | |
Omnibus Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Omnibus Agreement Annual Amount | $3,000,000 | $2,700,000 | ' | ' |
Payment for Management Fee | ' | ' | 1,000,000 | 2,800,000 |
Indemnification Deductible | ' | ' | 900,000 | ' |
Annual Maximum Tank Repair and Maintenance Expense | ' | 500,000 | ' | ' |
Maximum Non-Discretionary Maintenance Capital Expenditures | ' | 3,000,000 | ' | ' |
Operation and Management Services Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Payment for Management Fee | ' | ' | 900,000 | 5,900,000 |
Amended Operation and Management Services Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Payment for Management Fee | ' | ' | 1,700,000 | ' |
Paline Pipeline System Capacity Reservation Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Throughput volume subject to agreement | ' | ' | ' | 30,000 |
Monthly Capacity Fee Revenue, Amount Received | ' | ' | ' | 229,000 |
Minimum [Member] | Paline Pipeline System Capacity Reservation Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Monthly Capacity Fee Revenue Amount | ' | ' | ' | 450,000 |
Maximum [Member] | Paline Pipeline System Capacity Reservation Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Monthly Capacity Fee Revenue Amount | ' | ' | ' | $529,250 |
Related_Party_Transactions_Del
Related Party Transactions Delek Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 |
Finished product [Member] | Finished product [Member] | Finished product [Member] | Finished product [Member] | Bulk biofuels [Member] | Bulk biofuels [Member] | Bulk biofuels [Member] | Bulk biofuels [Member] | RINs [Member] | RINs [Member] | |
Refining [Member] | Refining [Member] | Delek US [Member] | Delek US [Member] | Refining [Member] | Refining [Member] | Delek US [Member] | Delek US [Member] | Delek US [Member] | Delek US [Member] | |
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchases from Related Party | $22.60 | $53.20 | $8.60 | $18.50 | $7 | $19.50 | ' | ' | ' | ' |
Revenue from related party | ' | ' | ' | ' | ' | ' | $59.40 | $161.60 | $1.70 | $5.20 |
Related_Party_Transactions_Pre
Related Party Transactions Predecessor Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Allocated Share-based Compensation Expense | $100,000 | $200,000 | $200,000 | $500,000 |
Lion Oil [Member] | Insurance Allocation [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Expenses from Transactions with Related Party | ' | -600,000 | ' | ' |
Lion Oil [Member] | Shared Services Allocation [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Expenses from Transactions with Related Party | ' | 400,000 | ' | 1,000,000 |
Lion Oil [Member] | J. Christy Services [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Expenses from Transactions with Related Party | ' | 700,000 | ' | 1,300,000 |
Lion Oil [Member] | Lion Pipeline and SALA Gathering [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Revenue from related party | ' | 4,400,000 | ' | 11,500,000 |
Lion Oil [Member] | Nashville Terminalling [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Revenue from related party | ' | 200,000 | ' | 600,000 |
Delek US [Member] | Payroll Allocation [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Expenses from Transactions with Related Party | ' | 500,000 | ' | 1,500,000 |
Delek US [Member] | Service Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Revenue from related party | ' | 2,800,000 | ' | 9,200,000 |
Delek US [Member] | Tyler Service Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Throughput Commitment Tariff Rate | ' | 0.35 | ' | ' |
Delek US [Member] | Tax consequence compensation [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Revenue from related party | ' | 200,000 | ' | 600,000 |
Delek US [Member] | Crude Transportation and Storage Fees [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Revenue from related party | ' | 3,700,000 | ' | 8,500,000 |
Retail [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Payment for Management Fee | ' | 300,000 | ' | 900,000 |
Maximum [Member] | Delek US [Member] | Tyler Service Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Minimum Monthly Storage Fee Revenue, Amount | ' | 700,000 | ' | ' |
Minimum [Member] | Delek US [Member] | Tyler Service Agreement [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Minimum Monthly Storage Fee Revenue, Amount | ' | 300,000 | ' | ' |
Finished product [Member] | Delek US [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Purchases from Related Party | ' | 8,600,000 | ' | 18,500,000 |
Bulk biofuels [Member] | Delek US [Member] | ' | ' | ' | ' |
Related Party Transaction [Line Items] | ' | ' | ' | ' |
Revenue from related party | ' | $59,400,000 | ' | $161,600,000 |
Subsequent_Events_Distribution
Subsequent Events Distribution Declaration (Details) (USD $) | 0 Months Ended | |||||
Aug. 13, 2013 | 15-May-13 | Feb. 14, 2013 | Nov. 14, 2013 | |||
Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ||
Quarterly cash distribution per unit | $0.40 | $0.39 | $0.22 | [1] | $0.41 | [2] |
Unitholders Record Date | 6-Aug-13 | 7-May-13 | 6-Feb-13 | [1] | 7-Nov-13 | [2] |
[1] | Represents the period from November 7, 2012, the date of the Offering, to December 31, 2012 | |||||
[2] | Declared on October 25, 2013. |
Subsequent_Events_North_Little
Subsequent Events North Little Rock Acquisition (Details) (Subsequent Event [Member], USD $) | Oct. 24, 2013 |
In Thousands, unless otherwise specified | |
Subsequent Event [Member] | ' |
Subsequent Event [Line Items] | ' |
Property, Plant and Equipment | $5,000 |