Document_and_Entity_Informatio
Document and Entity Information Document | 3 Months Ended | |||
Mar. 31, 2014 | 5-May-14 | 5-May-14 | 5-May-14 | |
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 | 'Accelerated Filer | ' | ' | ' |
Document Type | '10-Q | ' | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' | ' |
Document Fiscal Period Focus | 'Q1 | ' | ' | ' |
Amendment Flag | 'false | ' | ' | ' |
Entity Partnership Units Outstanding | ' | 12,152,498 | 11,999,258 | 492,893 |
Entity Well-known Seasoned Issuer | 'No | ' | ' | ' |
Entity Voluntary Filers | 'No | ' | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Current assets: | ' | ' | |
Cash and cash equivalents | $4,126 | $924 | [1] |
Accounts receivable | 31,527 | 28,976 | [1] |
Accounts receivable from related parties | 651 | 0 | [1] |
Inventory | 14,049 | 17,512 | [1] |
Deferred tax assets | 12 | 12 | [1] |
Other current assets | 220 | 341 | [1] |
Total current assets | 50,585 | 47,765 | [1] |
Property, plant and equipment: | ' | ' | |
Property, plant and equipment | 266,206 | 265,388 | [1] |
Less: accumulated depreciation | -42,631 | -39,566 | [1] |
Property, plant and equipment, net | 223,575 | 225,822 | [1] |
Goodwill | 10,454 | 10,454 | [1] |
Intangible assets, net | 11,993 | 12,258 | [1] |
Other non-current assets | 4,707 | 5,045 | [1] |
Total assets | 301,314 | 301,344 | [1] |
Current liabilities: | ' | ' | |
Accounts payable | 24,577 | 26,045 | [1] |
Accounts payable to related parties | 0 | 1,513 | [1] |
Fuel and other taxes payable | 5,826 | 5,700 | [1] |
Accrued expenses and other current liabilities | 5,401 | 6,451 | [1] |
Total current liabilities | 35,804 | 39,709 | [1] |
Non-current liabilities: | ' | ' | |
Revolving credit facility | 260,500 | 164,800 | [1] |
Asset retirement obligations | 3,113 | 3,087 | [1] |
Deferred tax liabilities | 319 | 324 | [1] |
Other non-current liabilities | 5,711 | 6,222 | [1] |
Total non-current liabilities | 269,643 | 174,433 | [1] |
Equity: | ' | ' | |
Predecessors division equity | 0 | 25,161 | [1] |
Common unitholders - public; 9,353,240 units issued and outstanding at March 31, 2014 (9,353,240 at December 31, 2013) | 185,671 | 183,839 | [1] |
Common unitholders - Delek; 2,799,258 units issued and outstanding at March 31, 2014 (2,799,258 at December 31, 2013) | -245,393 | -176,680 | [1] |
Subordinated unitholders - Delek; 11,999,258 units issued and outstanding at March 31, 2014 (11,999,258 at December 31, 2013) | 61,736 | 59,386 | [1] |
General partner - Delek; 492,893 units issued and outstanding at March 31, 2014 (492,893 at December 31, 2013) | -6,147 | -4,504 | [1] |
Total equity | -4,133 | 87,202 | [1] |
Total liabilities and equity | $301,314 | $301,344 | [1] |
[1] | Includes the historical balances of the El DoradoTerminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) | Mar. 31, 2014 | Dec. 31, 2013 |
Common unitholders - public, units issued | 9,353,240 | 9,353,240 |
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 | 492,893 | 492,893 |
Common unitholders - public, units outstanding | 9,353,240 | 9,353,240 |
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 | 492,893 | 492,893 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Income and Comprehensive Income (Unaudited) (USD $) | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Net sales | $203,527 | $210,894 | [1] |
Operating costs and expenses: | ' | ' | |
Cost of goods sold | 172,209 | 187,860 | [1] |
Operating expenses | 9,319 | 9,081 | [1] |
General and administrative expenses | 2,663 | 2,202 | [1] |
Depreciation and amortization | 3,477 | 3,541 | [1],[2] |
Total operating costs and expenses | 187,668 | 202,684 | [1] |
Operating income | 15,859 | 8,210 | [1] |
Interest expense, net | 1,983 | 817 | [1] |
Net income before income tax expense | 13,876 | 7,393 | [1] |
Income tax expense | 147 | 122 | [1] |
Net income | 13,729 | 7,271 | [1],[2] |
Less: Loss attributable to Predecessors | -943 | -4,933 | [1] |
Net income attributable to partners | 14,672 | 12,204 | [1] |
Comprehensive income attributable to partners | 14,672 | 12,204 | [1] |
Less: General partner's interest in net income | -293 | -244 | [1] |
Limited partners' interest in net income | $14,379 | $11,960 | [1] |
Net income per limited partner unit: | ' | ' | |
Common units - (basic) | $0.60 | $0.50 | [1] |
Common units - (diluted) | $0.59 | $0.50 | [1] |
Subordinated units - Delek (basic and diluted) | $0.60 | $0.50 | [1] |
Weighted average limited partner units outstanding: | ' | ' | |
Common units - (basic) | 12,152,498 | 11,999,258 | [1] |
Common units - (diluted) | 12,281,344 | 12,092,922 | [1] |
Subordinated units - Delek (basic and diluted) | 11,999,258 | 11,999,258 | [1] |
Cash distributions per unit | $0.43 | $0.39 | [1] |
[1] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||
[2] | Adjusted to include the historical cash flows of the El Dorado Terminal and Tank Assets and 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 $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | ||
Cash flows from operating activities: | ' | ' | ||
Net income | $13,729 | $7,271 | [1],[2] | |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ' | ' | ||
Depreciation and amortization | 3,477 | 3,541 | [1],[2] | |
Amortization of unfavorable contract liability to revenue | -667 | -667 | [2] | |
Amortization of deferred financing costs | 317 | 188 | [2] | |
Accretion of asset retirement obligations | 120 | 61 | [2] | |
Deferred income taxes | -5 | -1 | [2] | |
Unit-based compensation expense | 58 | 0 | [2] | |
Changes in assets and liabilities, net of acquisitions: | ' | ' | ||
Accounts receivable | -2,551 | -10,161 | [2] | |
Inventories and other current assets | 3,584 | -10,341 | [2] | |
Accounts payable and other current liabilities | -2,392 | 16,513 | [2] | |
Accounts payable - related parties | -2,164 | -8,000 | [2] | |
Non-current assets and liabilities, net | 83 | -424 | [2] | |
Net cash provided by (used in) operating activities | 13,589 | -2,020 | [2] | |
Cash flows from investing activities: | ' | ' | ||
Purchases of property, plant and equipment | -965 | [3] | -3,715 | [2],[4] |
Net cash used in investing activities | -965 | -3,715 | [2] | |
Cash flows from financing activities: | ' | ' | ||
Distributions to general partner | -204 | -109 | [2] | |
Distributions to common unitholders - Public | -3,882 | -2,060 | [2] | |
Distributions to common unitholders - Delek | -1,162 | -627 | [2] | |
Distributions to subordinated unitholders | -4,980 | -2,690 | [2] | |
Distributions to Delek for contribution of El Dorado Terminal and Tank Assets | -95,900 | 0 | [2] | |
Proceeds from revolving credit facility | 185,200 | 0 | [2] | |
Payments of revolving credit facility | -89,500 | 0 | [2] | |
Predecessor division equity contribution | 1,006 | 6,439 | [2] | |
Reimbursement of capital expenditures by Sponsor | 0 | 310 | [2] | |
Net cash (used in) provided by financing activities | -9,422 | 1,263 | [2] | |
Net increase (decrease) in cash and cash equivalents | 3,202 | -4,472 | [2] | |
Cash and cash equivalents at the beginning of the period | 924 | [5] | 23,452 | [2] |
Cash and cash equivalents at the end of the period | 4,126 | 18,980 | [2] | |
Cash paid during the period for: | ' | ' | ||
Interest | 1,525 | 639 | [2] | |
Taxes | $15 | $0 | [2] | |
[1] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||
[2] | Adjusted to include the historical cash flows of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||
[3] | Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition. | |||
[4] | Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition and the Tyler Acquisition. | |||
[5] | Includes the historical balances of the El DoradoTerminal and Tank Assets and 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) | 3 Months Ended |
Mar. 31, 2014 | |
Organization and Basis of Presentation [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. | |
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 present subsidiaries including Delek Marketing & Supply, LLC ("Delek Marketing") and Lion Oil Company ("Lion Oil") and former subsidiaries including Paline Pipeline Company, LLC, which is now a subsidiary of the Partnership. | |
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) 96 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”). | |
On February 10, 2014, the Partnership, through its wholly owned subsidiary Delek Logistics Operating, LLC ("OpCo"), acquired from Delek (i) the refined products terminal (the “El Dorado Terminal”) located at Delek's El Dorado, Arkansas Refinery (the "El Dorado Refinery") and (ii) 158 storage tanks and certain ancillary assets (the "El Dorado Storage Tanks" and together with the El Dorado Terminal, the “El Dorado Terminal and Tank Assets”) adjacent to the El Dorado Refinery (such transaction, the “El Dorado Acquisition”). | |
The El Dorado Acquisition and the Tyler Acquisition were accounted for as transfers between entities under common control. As entities 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. 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. Accordingly, the accompanying financial statements and related notes of the Partnership have been retrospectively adjusted to include the historical results of the El Dorado Terminal and Tank Assets for all periods presented through February 10, 2014 (the "El Dorado Predecessor") and 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 El Dorado and Tyler Predecessors collectively as our "Predecessors." See Note 2 for further information regarding the El Dorado Acquisition and the Tyler Acquisition. | |
The accompanying unaudited condensed combined financial statements and related notes for the three months ended March 31, 2014 and 2013 include 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 unaffiliated entities. Our Predecessors did not record revenues for intercompany 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, 2013 (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, 2013 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. |
Acquisitions_Notes
Acquisitions (Notes) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Acquisitions [Abstract] | ' | ||||||||||||||||
Acquisitions | ' | ||||||||||||||||
Acquisitions | |||||||||||||||||
El Dorado Acquisition | |||||||||||||||||
On February 10, 2014, the Partnership completed the El Dorado Acquisition and acquired the El Dorado Terminal and Tank Assets. The purchase price paid for the assets acquired was approximately $95.9 million in cash. The assets acquired consisted of the following: | |||||||||||||||||
• | The El Dorado Terminal. The refined products terminal located at the El Dorado Refinery, which consists of a truck loading rack with three loading bays supplied by pipeline from storage tanks located at the El Dorado Refinery, along with certain ancillary assets. Total throughput capacity for the El Dorado Terminal is approximately 26,700 barrels per day ("bpd"). | ||||||||||||||||
• | The El Dorado Storage Tanks. 158 storage tanks and certain ancillary assets (such as pumps and piping) located adjacent to and at the El Dorado Refinery with an aggregate shell capacity of approximately 2.5 million barrels. | ||||||||||||||||
Delek retained any current assets and current liabilities related to the El Dorado Terminal and Tank Assets as of the date of the El Dorado Acquisition. The only historical balance sheet items that transferred to the Partnership in the El Dorado Acquisition were property, plant and equipment assets, tank inspection liabilities and asset retirement obligations, which were recorded by us at historical cost. | |||||||||||||||||
In connection with the El Dorado Acquisition, the Partnership and Delek entered into (i) an asset purchase agreement, (ii) the Second Omnibus Amendment (as defined in Note 13), (iii) a throughput and tankage agreement with respect to the El Dorado Terminal and Tank Assets, (iv) a lease and access agreement and (v) a site services agreement. See Note 13 for additional information regarding these agreements. | |||||||||||||||||
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 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. | ||||||||||||||||
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 entered into (i) an asset purchase agreement, (ii) the First Omnibus Amendment (as defined in Note 13) (iii) a throughput and tankage agreement with respect to the Tyler Terminal and Tank Assets, (iv) a lease and access agreement and (v) a site services agreement. See Note 13 for additional information regarding these agreements. | |||||||||||||||||
El Dorado Terminal and Tank Assets and Tyler Terminal and Tank Assets Financial Results | |||||||||||||||||
The acquisitions of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets were considered transfers of businesses between entities under common control. Accordingly, the El Dorado Acquisition and the Tyler Acquisition were recorded at amounts based on Delek's historical carrying value as of each respective acquisition date, which were $25.2 million as of February 10, 2014 and $38.3 million as of July 26, 2013, respectively. Our historical financial statements have been retrospectively adjusted to reflect the results of operations, financial position, cash flows and equity attributable to the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets as if we owned the assets for all periods presented. The results of the El Dorado Terminal and the Tyler Terminal and the El Dorado Storage Tanks and the Tyler Tank Assets are included in the wholesale marketing and terminalling segment and the pipelines and transportation segment, respectively. | |||||||||||||||||
The following amounts associated with the El Dorado Terminal and Tanks Assets and the Tyler Terminal and Tank Assets, subsequent to each respective acquisition date, are included in the condensed combined consolidated statements of operations of the Partnership (in thousands): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, 2014 | |||||||||||||||||
Tyler Terminal and Tank Assets: | |||||||||||||||||
Total operating revenues | $ | 4,501 | |||||||||||||||
Net income attributable to the Partnership | 2,909 | ||||||||||||||||
El Dorado Terminal and Tank Assets: | |||||||||||||||||
Total operating revenues | 2,457 | ||||||||||||||||
Net income attributable to the Partnership | 1,215 | ||||||||||||||||
Costs associated with the acquisition | $ | 186 | |||||||||||||||
The results of the El Dorado Terminal and Tank Assets operations prior to the completion of the El Dorado Acquisition on February 10, 2014 have been included in the El Dorado Predecessor results in the tables below. 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 El Dorado Terminal and Tank Assets subsequent to February 10, 2014, and the results of the Tyler Terminal and Tank Assets subsequent to July 26, 2013 have been included in the Partnership's results. | |||||||||||||||||
The tables on the following page present our results of operations, the effect of including the results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets and the adjusted total amounts included in our condensed combined consolidated financial statements. | |||||||||||||||||
Condensed Combined Balance Sheet as of December 31, 2013 | |||||||||||||||||
Delek Logistics | El Dorado Terminal and Tank Assets | ||||||||||||||||
Partners, LP | (El Dorado Predecessor) | December 31, 2013 | |||||||||||||||
(In thousands) | |||||||||||||||||
ASSETS | |||||||||||||||||
Current Assets: | |||||||||||||||||
Cash and cash equivalents | $ | 924 | $ | — | $ | 924 | |||||||||||
Accounts receivable | 28,976 | — | 28,976 | ||||||||||||||
Inventory | 17,512 | — | 17,512 | ||||||||||||||
Deferred tax assets | 12 | — | 12 | ||||||||||||||
Other current assets | 341 | — | 341 | ||||||||||||||
Total current assets | 47,765 | — | 47,765 | ||||||||||||||
Property, plant and equipment: | |||||||||||||||||
Property, plant and equipment | 235,588 | 29,800 | 265,388 | ||||||||||||||
Less: accumulated depreciation | (36,306 | ) | (3,260 | ) | (39,566 | ) | |||||||||||
Property, plant and equipment, net | 199,282 | 26,540 | 225,822 | ||||||||||||||
Goodwill | 10,454 | — | 10,454 | ||||||||||||||
Intangible assets, net | 12,258 | — | 12,258 | ||||||||||||||
Other non-current assets | 5,045 | — | 5,045 | ||||||||||||||
Total assets | $ | 274,804 | $ | 26,540 | $ | 301,344 | |||||||||||
LIABILITIES AND EQUITY | |||||||||||||||||
Current liabilities: | |||||||||||||||||
Accounts payable | $ | 26,045 | $ | — | $ | 26,045 | |||||||||||
Accounts payable to related parties | 1,513 | — | 1,513 | ||||||||||||||
Fuel and other taxes payable | 5,700 | — | 5,700 | ||||||||||||||
Accrued expenses and other current liabilities | 5,776 | 675 | 6,451 | ||||||||||||||
Total current liabilities | 39,034 | 675 | 39,709 | ||||||||||||||
Non-current liabilities: | |||||||||||||||||
Revolving credit facility | 164,800 | — | 164,800 | ||||||||||||||
Asset retirement obligations | 2,993 | 94 | 3,087 | ||||||||||||||
Deferred tax liability | 324 | — | 324 | ||||||||||||||
Other non-current liabilities | 5,612 | 610 | 6,222 | ||||||||||||||
Total non-current liabilities | 173,729 | 704 | 174,433 | ||||||||||||||
Equity: | |||||||||||||||||
Predecessors division equity | — | 25,161 | 25,161 | ||||||||||||||
Common unitholders - public (9,353,240 units issued and outstanding) | 183,839 | — | 183,839 | ||||||||||||||
Common unitholders - Delek (2,799,258 units issued and outstanding) | (176,680 | ) | — | (176,680 | ) | ||||||||||||
Subordinated unitholders - Delek (11,999,258 units issued and outstanding) | 59,386 | — | 59,386 | ||||||||||||||
General Partner unitholders - Delek (492,893 units issued and outstanding) | (4,504 | ) | — | (4,504 | ) | ||||||||||||
Total equity | 62,041 | 25,161 | 87,202 | ||||||||||||||
Total liabilities and equity | $ | 274,804 | $ | 26,540 | $ | 301,344 | |||||||||||
Condensed Combined Statements of Operations | |||||||||||||||||
El Dorado Terminal and Tank Assets | |||||||||||||||||
Delek Logistics Partners, LP | (El Dorado Predecessor) | Three Months Ended March 31, 2014 | |||||||||||||||
(In thousands) | |||||||||||||||||
Net Sales | $ | 203,527 | $ | — | $ | 203,527 | |||||||||||
Operating costs and expenses: | |||||||||||||||||
Cost of goods sold | 172,209 | — | 172,209 | ||||||||||||||
Operating expenses | 8,536 | 783 | 9,319 | ||||||||||||||
General and administrative expenses | 2,617 | 46 | 2,663 | ||||||||||||||
Depreciation and amortization | 3,363 | 114 | 3,477 | ||||||||||||||
Total operating costs and expenses | 186,725 | 943 | 187,668 | ||||||||||||||
Operating income (loss) | 16,802 | (943 | ) | 15,859 | |||||||||||||
Interest expense, net | 1,983 | — | 1,983 | ||||||||||||||
Net income (loss) before income tax expense | 14,819 | (943 | ) | 13,876 | |||||||||||||
Income tax expense | 147 | — | 147 | ||||||||||||||
Net income (loss) | 14,672 | (943 | ) | 13,729 | |||||||||||||
Less: Loss attributable to Predecessors | — | (943 | ) | (943 | ) | ||||||||||||
Net income attributable to partners | $ | 14,672 | $ | — | $ | 14,672 | |||||||||||
Tyler Terminal and Tank Assets | El Dorado Terminal and Tank Assets | ||||||||||||||||
Delek Logistics Partners, LP | (Tyler Predecessor) | (El Dorado Predecessor) | Three Months Ended March 31, 2013 | ||||||||||||||
(In thousands) | |||||||||||||||||
Net Sales | $ | 210,894 | $ | — | $ | — | $ | 210,894 | |||||||||
Operating costs and expenses: | |||||||||||||||||
Cost of goods sold | 187,860 | — | — | 187,860 | |||||||||||||
Operating expenses | 5,862 | 1,650 | 1,569 | 9,081 | |||||||||||||
General and administrative expenses | 1,677 | 293 | 232 | 2,202 | |||||||||||||
Depreciation and amortization | 2,352 | 892 | 297 | 3,541 | |||||||||||||
Total operating costs and expenses | 197,751 | 2,835 | 2,098 | 202,684 | |||||||||||||
Operating income (loss) | 13,143 | (2,835 | ) | (2,098 | ) | 8,210 | |||||||||||
Interest expense, net | 817 | — | — | 817 | |||||||||||||
Net income (loss) before income tax expense | 12,326 | (2,835 | ) | (2,098 | ) | 7,393 | |||||||||||
Income tax expense | 122 | — | — | 122 | |||||||||||||
Net income (loss) | 12,204 | (2,835 | ) | (2,098 | ) | 7,271 | |||||||||||
Less: Loss attributable to Predecessors | — | (2,835 | ) | (2,098 | ) | (4,933 | ) | ||||||||||
Net income attributable to partners | $ | 12,204 | $ | — | $ | — | $ | 12,204 | |||||||||
North Little Rock Acquisition | |||||||||||||||||
On October 24, 2013, we purchased a refined products terminal in Little Rock, Arkansas from Enterprise Refined Products Company, LLC (the "North Little Rock Terminal"). We acquired the North Little Rock Terminal to expand our customer base and diversify our product mix. The aggregate purchase price was approximately $5.0 million. The allocation of the purchase price was based primarily upon a preliminary valuation. The preliminary valuation is subject to change during the purchase price allocation period. | |||||||||||||||||
The preliminary allocation of the aggregate purchase price of the North Little Rock Terminal as of March 31, 2014 is summarized as follows (in thousands): | |||||||||||||||||
Property, plant and equipment | $ | 4,987 | |||||||||||||||
Intangible assets | 13 | ||||||||||||||||
Total | $ | 5,000 | |||||||||||||||
Pro Forma Financial Information - North Little Rock Acquisition | |||||||||||||||||
We began consolidating the results of operations of the North Little Rock Terminal on October 24, 2013. The North Little Rock Terminal contributed $0.4 million and $0.2 million to net sales and net income, respectively, for the three months ended March 31, 2014. Below are the unaudited pro forma consolidated results of operations for the three months ended March 31, 2013, as if these acquisitions had occurred on January 1, 2013 (in thousands): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
31-Mar-13 | |||||||||||||||||
Net sales | $ | 211,251 | |||||||||||||||
Net income | $ | 7,478 | |||||||||||||||
Hopewell Acquisition | |||||||||||||||||
On July 19, 2013, the Partnership purchased 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 Partnership's 19-mile pipeline (the "Big Sandy Pipeline") that originates at the Hopewell Station and terminates at our light petroleum products terminal located in Big Sandy, Texas. 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. The allocation of the purchase price was based primarily upon a preliminary valuation. During 2013, we adjusted certain of the acquisition-date fair values previously disclosed, based primarily on an analysis of intangible assets. The preliminary valuation is subject to change during the purchase price allocation period. | |||||||||||||||||
The preliminary allocation of the aggregate purchase price of the Hopewell Pipeline as of March 31, 2014 is summarized as follows (in thousands): | |||||||||||||||||
Property, plant and equipment | $ | 4,836 | |||||||||||||||
Intangible assets | 864 | ||||||||||||||||
Total | $ | 5,700 | |||||||||||||||
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. | |||||||||||||||||
Pro Forma Financial Information - Hopewell Acquisition | |||||||||||||||||
We began consolidating the results of operations of the Hopewell Pipeline on July 19, 2013. Although the Tyler-Big Sandy Pipeline, of which the Hopewell Pipeline is an integral part, was not operational prior to November 2013 due to required maintenance to return it to service, Delek paid to us pipeline fees for the Tyler-Big Sandy Pipeline during the year ended December 31, 2013. The maintenance required to return the Hopewell Pipeline to service and thereby connect it to the Big Sandy Pipeline was completed in the fourth quarter 2013. The Tyler-Big Sandy Pipeline contributed $0.4 million and $0.3 million to net sales and net income respectively, for the three months ended March 31, 2014. | |||||||||||||||||
Below are the unaudited pro forma consolidated results of operations for the three months ended March 31, 2013, as if the acquisition had occurred on January 1, 2013 (in thousands): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
31-Mar-13 | |||||||||||||||||
Net sales | $ | 210,894 | |||||||||||||||
Net income | $ | 7,115 | |||||||||||||||
Inventory_Notes
Inventory (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Inventory [Abstract] | ' |
Inventory | ' |
Inventory | |
Inventories consisted of $14.0 million and $17.5 million of refined petroleum products as of March 31, 2014 and December 31, 2013, 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) | 3 Months Ended |
Mar. 31, 2014 | |
Amended and Restated Credit Agreement [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 the London Interbank Offered Rate ("LIBOR"), 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 the 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 March 31, 2014, the weighted average interest rate was approximately 2.7%. Additionally, the Amended and Restated Credit Agreement requires us to pay a leverage ratio dependent quarterly fee on the average unused revolving commitment. As of March 31, 2014, this fee was 0.4% 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 March 31, 2014, the principal amount of the Holdings Note was $102.0 million, plus unpaid interest accrued since the issuance date. | |
As of March 31, 2014, we had $260.5 million of outstanding borrowings under the Amended and Restated Credit Agreement. Additionally, we had in place letters of credit totaling approximately $13.5 million, primarily securing obligations with respect to gasoline and diesel purchases. No amounts were outstanding under these letters of credit at March 31, 2014. Amounts available under the Amended and Restated Credit Agreement as of March 31, 2014 were approximately $126.0 million. |
Income_Taxes_Notes
Income Taxes (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
Income Taxes | ' |
Income Taxes | |
Our effective income tax rate decreased to 1.1% for the three months ended March 31, 2014 compared to the effective income tax rate of 1.7% for the three months ended March 31, 2013. 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. |
Net_Income_Per_Unit_Notes
Net Income Per Unit (Notes) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Net Income Per Unit [Abstract] | ' | |||||||||
Net Income Per Unit | ' | |||||||||
Net Income Per Unit | ||||||||||
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. | ||||||||||
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 three months ended March 31, 2014 increased to 24,644,649 units from 24,514,527 units in the fourth 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 unit awards under the Delek Logistics GP, LLC 2012 Long-Term Incentive Plan (the "LTIP"). 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 | ||||||||||
March 31, | ||||||||||
2014 | 2013 | |||||||||
Net Income | $ | 14,672 | $ | 12,204 | ||||||
Less: General partner's distribution | 209 | 189 | ||||||||
Less: Limited partners' distribution | 5,165 | 4,620 | ||||||||
Less: Subordinated partner's distribution | 5,100 | 4,620 | ||||||||
Earnings in excess of distributions | $ | 4,198 | $ | 2,775 | ||||||
General partner's earnings: | ||||||||||
Distributions | $ | 209 | $ | 189 | ||||||
Allocation of earnings in excess of distributions | 84 | 55 | ||||||||
Total general partner's earnings | $ | 293 | $ | 244 | ||||||
Limited partners' earnings on common units: | ||||||||||
Distributions | $ | 5,165 | $ | 4,620 | ||||||
Allocation of earnings in excess of distributions | 2,070 | 1,360 | ||||||||
Total limited partners' earnings on common units | $ | 7,235 | $ | 5,980 | ||||||
Limited partners' earnings on subordinated units: | ||||||||||
Distributions | $ | 5,100 | $ | 4,620 | ||||||
Allocation of earnings in excess of distributions | 2,044 | 1,360 | ||||||||
Total limited partner's earnings on subordinated units | $ | 7,144 | $ | 5,980 | ||||||
Weighted average limited partner units outstanding: | ||||||||||
Common units - (basic) | 12,152,498 | 11,999,258 | ||||||||
Common units - (diluted) | 12,281,344 | 12,092,922 | ||||||||
Subordinated units - Delek (basic and diluted) | 11,999,258 | 11,999,258 | ||||||||
Net income per limited partner unit: | ||||||||||
Common - (basic) | $ | 0.6 | $ | 0.5 | ||||||
Common - (diluted) | $ | 0.59 | $ | 0.5 | ||||||
Subordinated - (basic and diluted) | $ | 0.6 | $ | 0.5 | ||||||
Equity_Notes
Equity (Notes) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||||||
Equity | ' | ||||||||||||||||||||||||
Equity | |||||||||||||||||||||||||
We had 9,353,240 common limited partner units held by the public outstanding as of March 31, 2014. Additionally, as of March 31, 2014, Delek owned a 60.0% 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 96.6% interest in our general partner, which owns the entire 2.0% general partner interest consisting of 492,893 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, 2013 | $ | 25,161 | $ | 183,839 | $ | (176,680 | ) | $ | 59,386 | $ | (4,504 | ) | $ | 87,202 | |||||||||||
Sponsor contributions of equity to the El Dorado Predecessor | 1,006 | — | — | — | — | 1,006 | |||||||||||||||||||
Loss attributable to the El Dorado Predecessor | (943 | ) | — | — | — | — | (943 | ) | |||||||||||||||||
Allocation of net assets acquired by the unitholders | (25,224 | ) | — | 24,720 | — | 504 | — | ||||||||||||||||||
Cash distributions (1) | — | (3,881 | ) | (95,144 | ) | (4,980 | ) | (2,123 | ) | (106,128 | ) | ||||||||||||||
Net income attributable to partners | — | 5,568 | 1,667 | 7,144 | 293 | 14,672 | |||||||||||||||||||
Unit-based compensation | — | 145 | 44 | 186 | (317 | ) | 58 | ||||||||||||||||||
Balance at March 31, 2014 | $ | — | $ | 185,671 | $ | (245,393 | ) | $ | 61,736 | $ | (6,147 | ) | $ | (4,133 | ) | ||||||||||
(1) Cash distributions include $95.9 million in cash payments for the El Dorado 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 El Dorado Acquisition, our equity balance decreased $70.7 million from December 31, 2013 to March 31, 2014. | |||||||||||||||||||||||||
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 | ||||||||||||||||||||
March 31, 2014 | $ | 0.425 | $ | 1.7 | $ | 10,474 | May 14, 2014 (1) | May 6, 2014 | |||||||||||||||||
December 31, 2013 | $ | 0.415 | $ | 1.66 | $ | 10,228 | February 13, 2014 | February 4, 2014 | |||||||||||||||||
(1) Expected date of distribution as of filing date. | |||||||||||||||||||||||||
The allocation of total quarterly cash distributions expected to be made to general and limited partners for the three months ended March 31, 2014 is as follows. 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 March 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
General partner's interest | $ | 209 | $ | 189 | |||||||||||||||||||||
Limited partners' distribution: | |||||||||||||||||||||||||
Common | 5,165 | 4,620 | |||||||||||||||||||||||
Subordinated | 5,100 | 4,620 | |||||||||||||||||||||||
Total cash distributions | $ | 10,474 | $ | 9,429 | |||||||||||||||||||||
Cash distributions per unit | $ | 0.425 | $ | 0.385 | |||||||||||||||||||||
Equity_Based_Compensation_Note
Equity Based Compensation (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Equity Based Compensation [Abstract] | ' |
Equity Based Compensation | ' |
Equity Based Compensation | |
We incurred $0.1 million and a nominal amount of unit-based compensation expense related to the Partnership during the three months ended March 31, 2014 and 2013, respectively. The fair value of phantom unit awards under the LTIP 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 March 31, 2014, there was $0.8 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 3.7 years. |
Segment_Data_Notes
Segment Data (Notes) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
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 February 10, 2014, we acquired the El Dorado Terminal and Tank Assets from Delek. Our historical financial statements have been retrospectively adjusted to reflect the results of operations attributable to the El Dorado Terminal and Tank Assets as if we owned the assets for all periods presented. The results of the El Dorado Terminal and the El Dorado Storage Tanks are included in the wholesale marketing and terminalling segment and the pipelines and transportation segment, respectively. | |||||||||||||
On July 26, 2013, we acquired the Tyler Terminal and Tank Assets from Delek. Our 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 March 31, 2014 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 20,268 | $ | 183,259 | $ | 203,527 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 1,126 | 171,083 | 172,209 | ||||||||||
Operating expenses | 6,999 | 2,320 | 9,319 | ||||||||||
Segment contribution margin | $ | 12,143 | $ | 9,856 | 21,999 | ||||||||
General and administrative expenses | 2,663 | ||||||||||||
Depreciation and amortization | 3,477 | ||||||||||||
Operating income | $ | 15,859 | |||||||||||
Total assets | $ | 236,560 | $ | 64,754 | $ | 301,314 | |||||||
Capital spending (excluding business combinations) (1) | $ | 937 | $ | 28 | $ | 965 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition. | |||||||||||||
Three Months Ended March 31, 2013 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 13,537 | $ | 197,357 | $ | 210,894 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 187,860 | 187,860 | ||||||||||
Operating expenses | 7,414 | 1,667 | 9,081 | ||||||||||
Segment contribution margin | $ | 6,123 | $ | 7,830 | 13,953 | ||||||||
General and administrative expenses | 2,202 | ||||||||||||
Depreciation and amortization | 3,541 | ||||||||||||
Operating income | $ | 8,210 | |||||||||||
Capital spending (excluding business combinations) (1) | $ | 3,516 | $ | 199 | $ | 3,715 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition and the Tyler Acquisition. | |||||||||||||
Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment as of and for the three months ended March 31, 2014 were as follows (in thousands): | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Property, plant and equipment | $ | 246,227 | $ | 19,979 | $ | 266,206 | |||||||
Less: accumulated depreciation | (35,726 | ) | (6,905 | ) | (42,631 | ) | |||||||
Property, plant and equipment, net | $ | 210,501 | $ | 13,074 | $ | 223,575 | |||||||
Depreciation expense for the three months ended March 31, 2014 | $ | 2,188 | $ | 1,024 | $ | 3,212 | |||||||
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) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
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. | |||||||||||||||||
Interest rate swaps and caps are generally valued using industry-standard models that consider various assumptions, including quoted forward prices for interest rates, 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 contracts are valued using quotations provided by brokers based on exchange pricing and/or price index developers such as Platts or Argus and are, therefore, classified as Level 2. | |||||||||||||||||
The fair value hierarchy for our financial assets accounted for at fair value on a recurring basis at March 31, 2014 and December 31, 2013 was as follows (in thousands): | |||||||||||||||||
As of March 31, 2014 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Interest rate derivatives | $ | — | $ | 95 | $ | — | $ | 95 | |||||||||
As of December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Interest rate derivatives | $ | — | $ | 116 | $ | — | $ | 116 | |||||||||
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. | |||||||||||||||||
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 March 31, 2014 and December 31, 2013, no cash collateral was held by counterparty brokerage firms. |
Derivative_Instruments_Notes
Derivative Instruments (Notes) | 3 Months Ended | |||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||
Derivative Instruments [Abstract] | ' | |||||||||||||||||
Derivative Instruments | ' | |||||||||||||||||
Derivative Instruments | ||||||||||||||||||
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 in effect at that time. These requirements were eliminated in connection with our entry into the Amended and Restated Credit Agreement in July 2013. | ||||||||||||||||||
The tables below present the fair value of our derivative instruments, as of March 31, 2014 and December 31, 2013 (in thousands). | ||||||||||||||||||
March 31, 2014 | December 31, 2013 | |||||||||||||||||
Derivative Type | Balance Sheet Location | Assets | Liabilities | Assets | Liabilities | |||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||
Interest rate derivatives | Other long term assets | $ | 95 | $ | — | $ | 116 | $ | — | |||||||||
Losses recognized associated with derivatives not designated as hedging instruments for the three months ended March 31, 2014 and 2013 were as follows (in thousands): | ||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||
Derivative Type | Income Statement Location | 2014 | 2013 | |||||||||||||||
Interest rate derivatives | Interest expense | $ | (21 | ) | $ | (66 | ) | |||||||||||
There were no unrealized gains related to these contracts held on the consolidated balance sheets as of March 31, 2014 and December 31, 2013. |
Commitments_and_Contingencies_
Commitments and Contingencies (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
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. | |
Crude Oil Releases | |
On March 9, 2013, a release of crude oil was detected within a pumping facility at our Magnolia Station located west of 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 defined in Note 13) 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. | |
Subsequent to the release at Magnolia Station, additional crude oil releases have been identified including, without limitation, releases near Macedonia, Arkansas in October 2013 and Haynesville, Louisiana in April 2014. See Note 14 for further information regarding the release in Haynesville, Louisiana. Based on current information available to us, we do not believe the total costs associated with these events, including any fines or penalties and net of any reimbursement and/or indemnification by Delek pursuant to the Omnibus Agreement (as defined in Note 13) and partial insurance reimbursement, will have a material adverse effect upon our business, financial condition or results of operations. | |
Contracts and Agreements | |
Substantially all of the petroleum products we sell in west Texas were 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 have the right 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 had, prior to January 31, 2014, the right to purchase up to 7,000 bpd of refined products for resale at third-party terminals located in Aledo, Odessa and Frost, Texas along the Magellan Orion Pipeline. We owned the inventory purchased under the East Houston Contract. To hedge our exposure to fluctuations in commodity prices for the period between our purchase of products from Magellan and subsequent sales to our customers, from time to time we entered into Gulf Coast product swap arrangements with respect to the products we purchased. The East Houston contract was terminated in January 2014. We are currently purchasing spot barrels on similar terms from third parties for sale to wholesale customers. | |
Letters of Credit | |
As of March 31, 2014, 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 March 31, 2014. | |
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 $0.2 million for both the three months ended March 31, 2014 and 2013. | |
We have a 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 months ended March 31, 2014. The term of this agreement is co-terminous with the lease and access agreement discussed below. | |
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. | |
In connection with the El Dorado Acquisition, we and Delek entered into a lease and access agreement with respect to the real property at the El Dorado Terminal and Tank Assets. Under this agreement, we will lease from Delek the real property on which the El Dorado 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) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Related Party Transactions [Abstract] | ' | |||||||||
Related Party Transactions | ' | |||||||||
Related Party Transactions | ||||||||||
Commercial Agreements | ||||||||||
The Partnership has various long-term, fee-based commercial agreements with Delek under which we provide crude oil gathering, crude oil and refined products transportation and storage services and marketing and terminalling services to Delek. 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. | ||||||||||
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, by the amount of any change in the FERC oil pipeline index or, in the case of the east Texas marketing agreement, to the consumer price index and in the case of the El Dorado and Tyler Terminal and Tank Assets 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. | ||||||||||
We believe the terms and conditions under these agreements, as well as our other agreements with Delek described below, are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services. See our Annual Report on Form 10-K for a description of our commercial agreements and other agreements with Delek. We entered into the following agreements with Delek in 2014: | ||||||||||
Asset/Operation | Initiation Date | Initial/Maximum Term (years) (1) | Service | Minimum Throughput Commitment (bpd) | Fee | |||||
El Dorado Throughput and Tankage: | ||||||||||
Refined Products Throughput | Feb-14 | 16-Aug | Dedicated Terminalling and storage | 11,000 | $0.50/bbl (2) | |||||
Storage | Feb-14 | N/A | $1,299,000/month (2) | |||||||
El Dorado Lease and Access | Feb-14 | 50 | Real property lease | N/A | $100 annually (3) | |||||
El Dorado Site Services | Feb-14 | 16-Aug | Shared services | N/A | $200,000 annually (3) | |||||
(1) | Maximum term gives effect to the extension of the commercial agreement pursuant to the terms thereof. | |||||||||
(2) | Fees payable to the Partnership by Delek. | |||||||||
(3) | Fees payable to Delek by the Partnership. | |||||||||
El Dorado Throughput and Tankage Agreement. On February 10, 2014, in connection with the El Dorado Transaction, Lion Oil and OpCo, and, for limited purposes, J. Aron & Company ("J. Aron"), entered into the El Dorado Throughput and Tankage Agreement. Under the El Dorado Throughput and Tankage Agreement, OpCo will provide Lion Oil with throughput and storage services in return for throughput and storage fees. The initial term of the El Dorado Throughput and Tankage Agreement is eight years and Lion Oil, at its sole option, may extend the term for two renewal terms of four years each. Effective February 10, 2014, Lion Oil assigned J. Aron its rights to use and transport materials through the El Dorado Terminal and Tank Assets until the expiration of Lion Oil’s amended and restated supply and offtake agreement with J. Aron. Despite the assignment Lion Oil still retains certain rights and obligations under the Throughput and Tankage Agreement. | ||||||||||
El Dorado Lease and Access Agreement. Lion Oil and OpCo entered into the El Dorado Lease and Access Agreement (the "El Dorado Lease"). Under the El Dorado Lease, OpCo leases from Lion Oil the real property on which the El Dorado Terminal and Tank Assets are located. The El Dorado Lease has an initial term of 50 years with automatic renewal for a maximum of four successive 10-year periods thereafter. | ||||||||||
El Dorado Site Services Agreement. Lion Oil and OpCo entered into the El Dorado Site Services Agreement. Under the El Dorado Site Services Agreement, Lion Oil provides OpCo with shared use of certain services, materials and facilities that are necessary to operate and maintain the El Dorado Terminal and Tank Assets as currently operated and maintained. The term of the El Dorado Site Services Agreement is co-terminous with the El Dorado Lease discussed above. | ||||||||||
Omnibus Agreement | ||||||||||
The Partnership entered into an Omnibus Agreement with Delek, our general partner, OpCo, Lion Oil and certain of the Partnership’s and Delek’s other subsidiaries upon the completion of the Offering. In this Periodic Report on Form 10-Q, the Partnership refers to this Omnibus Agreement as the “Omnibus Agreement.” On July 26, 2013, in connection with the Tyler Acquisition, the Partnership entered into an amendment and restatement of the Omnibus Agreement (the “First Omnibus Amendment”). On February 10, 2014, in connection with the El Dorado Acquisition, the Partnership entered into a second amendment and restatement of the Omnibus Agreement (the “Second Omnibus Amendment”). The Second Omnibus Amendment includes the following, among other things: (i) certain modifications in the reimbursement by Delek and certain of its subsidiaries under the Omnibus Agreement for certain operating expenses and capital expenditures incurred by the Partnership or its subsidiaries, (ii) certain modifications of the indemnification provisions under the Omnibus Agreement 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 under the Omnibus Agreement for corporate general and administrative services. | ||||||||||
The annual administrative fee payable by the Partnership to Delek for corporate general and administrative services that Delek and its affiliates provide under the Second Omnibus Amendment increased from $3.0 million to $3.3 million, which is prorated and payable monthly. | ||||||||||
Under the Second Omnibus Amendment, Delek has agreed to reimburse us for (i) certain expenses that we incur for inspections, maintenance and repairs to any storage tanks we acquired in the El Dorado Acquisition to cause such storage tanks to comply with applicable regulatory and/or industry standards, (ii) certain expenses that we incur for inspections, maintenance and repairs to any of the storage tanks contributed to us by Delek (subject to a deductible of $0.5 million per year) that are necessary to comply with the DOT pipeline integrity rules and certain American Petroleum Institute storage tank standards for a period of five years and (iii) certain non-discretionary maintenance capital expenditures with respect to certain of our assets in excess of certain amounts, as disclosed in the full agreement filed with our Form 8-K dated February 14, 2014. | ||||||||||
Predecessors' Transactions | ||||||||||
Related-party transactions of the Predecessors were settled through division equity. Revenues from affiliates 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 consolidated statements of income and comprehensive income. Prior to the Offering and the Tyler and El Dorado Acquisitions, we were not allocated certain corporate costs. These costs were primarily allocated based on a percentage of salaries expense and property, plant and equipment costs. 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. | ||||||||||
Summary of Transactions | ||||||||||
A summary of revenue and expense transactions with Delek, including expenses directly charged and allocated to our Predecessors, are as follows (in thousands): | ||||||||||
Three Months Ended March 31, | ||||||||||
2014 | 2013 | |||||||||
Revenues | $ | 25,282 | $ | 16,613 | ||||||
Operating and maintenance expenses (1) | 5,392 | 3,749 | ||||||||
General and administrative expenses (2) | $ | 1,282 | $ | 1,200 | ||||||
(1) | Operating and maintenance expenses include costs allocated to the Tyler Predecessor and the El Dorado Predecessor for operating support provided to the Tyler Predecessor by Delek Refining and to the El Dorado Predecessor by Lion Oil, including certain labor related costs, property and liability insurance costs and certain other operating expenses. The costs that were allocated to us by Delek Refining were $0.7 million for the three months ended March 31, 2013. The costs that were allocated to us by Lion Oil were $0.4 million and $0.3 million for the three months ended March 31, 2014 and 2013, respectively. | |||||||||
(2) | General and administrative expenses include costs allocated to the Tyler Predecessor and El Dorado Predecessor for general and administrative support provided to the Tyler Predecessor by Delek Refining and to the El Dorado Predecessor by Lion Oil, including services such as corporate management, risk management, accounting and human resources. The costs that were allocated to us by Delek Refining were $0.3 million for the three months ended March 31, 2013. The costs that were allocated to us by Lion Oil were $0.1 million and $0.2 million for the three months ended March 31, 2014 and 2013, respectively. |
Subsequent_Events_Notes
Subsequent Events (Notes) | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Subsequent Events | |
Distribution Declaration | |
On April 24, 2014 our general partner's board of directors declared a quarterly cash distribution of $0.425 per unit, based on the available cash as of the first quarter of 2014, payable on May 14, 2014, to unitholders of record on May 6, 2014. | |
Haynesville Spill | |
On April 25, 2014, a release of an estimated 300 to 400 barrels of crude oil occurred from a gathering line near Haynesville, Louisiana. Some of the oil flowed into a section of a nearby dry ravine, but no significant environmental or public impacts have been identified. Emergency cleanup operations were coordinated with Louisiana and federal officials and concluded on May 7, 2014. Site maintenance, and remediation, if determined to be necessary, may continue for several months or longer. Based on current information available to us, we do not believe the total costs associated with this event, including any fines or penalties and net of any reimbursement and/or indemnification by Delek pursuant to the Omnibus Agreement and partial insurance reimbursement, will have a material adverse effect upon our business, financial condition or results of operations. |
Organization_and_Basis_of_Pres1
Organization and Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
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. |
Inventory_Policies
Inventory (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
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_Policies
Net Income Per Unit (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
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_Policies
Segment Data (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
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_Polici
Fair Value Measurements (Policies) | 3 Months Ended |
Mar. 31, 2014 | |
Fair Value Measurements [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. |
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Tyler and El Dorado Terminal and Tank Assets [Member] | ' | ||||||||||||||||
Business Acquisition [Line Items] | ' | ||||||||||||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | ||||||||||||||||
The following amounts associated with the El Dorado Terminal and Tanks Assets and the Tyler Terminal and Tank Assets, subsequent to each respective acquisition date, are included in the condensed combined consolidated statements of operations of the Partnership (in thousands): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
March 31, 2014 | |||||||||||||||||
Tyler Terminal and Tank Assets: | |||||||||||||||||
Total operating revenues | $ | 4,501 | |||||||||||||||
Net income attributable to the Partnership | 2,909 | ||||||||||||||||
El Dorado Terminal and Tank Assets: | |||||||||||||||||
Total operating revenues | 2,457 | ||||||||||||||||
Net income attributable to the Partnership | 1,215 | ||||||||||||||||
Costs associated with the acquisition | $ | 186 | |||||||||||||||
Business Combination, Financial Information [Table Text Block] | ' | ||||||||||||||||
The tables on the following page present our results of operations, the effect of including the results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets and the adjusted total amounts included in our condensed combined consolidated financial statements. | |||||||||||||||||
Condensed Combined Balance Sheet as of December 31, 2013 | |||||||||||||||||
Delek Logistics | El Dorado Terminal and Tank Assets | ||||||||||||||||
Partners, LP | (El Dorado Predecessor) | December 31, 2013 | |||||||||||||||
(In thousands) | |||||||||||||||||
ASSETS | |||||||||||||||||
Current Assets: | |||||||||||||||||
Cash and cash equivalents | $ | 924 | $ | — | $ | 924 | |||||||||||
Accounts receivable | 28,976 | — | 28,976 | ||||||||||||||
Inventory | 17,512 | — | 17,512 | ||||||||||||||
Deferred tax assets | 12 | — | 12 | ||||||||||||||
Other current assets | 341 | — | 341 | ||||||||||||||
Total current assets | 47,765 | — | 47,765 | ||||||||||||||
Property, plant and equipment: | |||||||||||||||||
Property, plant and equipment | 235,588 | 29,800 | 265,388 | ||||||||||||||
Less: accumulated depreciation | (36,306 | ) | (3,260 | ) | (39,566 | ) | |||||||||||
Property, plant and equipment, net | 199,282 | 26,540 | 225,822 | ||||||||||||||
Goodwill | 10,454 | — | 10,454 | ||||||||||||||
Intangible assets, net | 12,258 | — | 12,258 | ||||||||||||||
Other non-current assets | 5,045 | — | 5,045 | ||||||||||||||
Total assets | $ | 274,804 | $ | 26,540 | $ | 301,344 | |||||||||||
LIABILITIES AND EQUITY | |||||||||||||||||
Current liabilities: | |||||||||||||||||
Accounts payable | $ | 26,045 | $ | — | $ | 26,045 | |||||||||||
Accounts payable to related parties | 1,513 | — | 1,513 | ||||||||||||||
Fuel and other taxes payable | 5,700 | — | 5,700 | ||||||||||||||
Accrued expenses and other current liabilities | 5,776 | 675 | 6,451 | ||||||||||||||
Total current liabilities | 39,034 | 675 | 39,709 | ||||||||||||||
Non-current liabilities: | |||||||||||||||||
Revolving credit facility | 164,800 | — | 164,800 | ||||||||||||||
Asset retirement obligations | 2,993 | 94 | 3,087 | ||||||||||||||
Deferred tax liability | 324 | — | 324 | ||||||||||||||
Other non-current liabilities | 5,612 | 610 | 6,222 | ||||||||||||||
Total non-current liabilities | 173,729 | 704 | 174,433 | ||||||||||||||
Equity: | |||||||||||||||||
Predecessors division equity | — | 25,161 | 25,161 | ||||||||||||||
Common unitholders - public (9,353,240 units issued and outstanding) | 183,839 | — | 183,839 | ||||||||||||||
Common unitholders - Delek (2,799,258 units issued and outstanding) | (176,680 | ) | — | (176,680 | ) | ||||||||||||
Subordinated unitholders - Delek (11,999,258 units issued and outstanding) | 59,386 | — | 59,386 | ||||||||||||||
General Partner unitholders - Delek (492,893 units issued and outstanding) | (4,504 | ) | — | (4,504 | ) | ||||||||||||
Total equity | 62,041 | 25,161 | 87,202 | ||||||||||||||
Total liabilities and equity | $ | 274,804 | $ | 26,540 | $ | 301,344 | |||||||||||
Condensed Combined Statements of Operations | |||||||||||||||||
El Dorado Terminal and Tank Assets | |||||||||||||||||
Delek Logistics Partners, LP | (El Dorado Predecessor) | Three Months Ended March 31, 2014 | |||||||||||||||
(In thousands) | |||||||||||||||||
Net Sales | $ | 203,527 | $ | — | $ | 203,527 | |||||||||||
Operating costs and expenses: | |||||||||||||||||
Cost of goods sold | 172,209 | — | 172,209 | ||||||||||||||
Operating expenses | 8,536 | 783 | 9,319 | ||||||||||||||
General and administrative expenses | 2,617 | 46 | 2,663 | ||||||||||||||
Depreciation and amortization | 3,363 | 114 | 3,477 | ||||||||||||||
Total operating costs and expenses | 186,725 | 943 | 187,668 | ||||||||||||||
Operating income (loss) | 16,802 | (943 | ) | 15,859 | |||||||||||||
Interest expense, net | 1,983 | — | 1,983 | ||||||||||||||
Net income (loss) before income tax expense | 14,819 | (943 | ) | 13,876 | |||||||||||||
Income tax expense | 147 | — | 147 | ||||||||||||||
Net income (loss) | 14,672 | (943 | ) | 13,729 | |||||||||||||
Less: Loss attributable to Predecessors | — | (943 | ) | (943 | ) | ||||||||||||
Net income attributable to partners | $ | 14,672 | $ | — | $ | 14,672 | |||||||||||
Tyler Terminal and Tank Assets | El Dorado Terminal and Tank Assets | ||||||||||||||||
Delek Logistics Partners, LP | (Tyler Predecessor) | (El Dorado Predecessor) | Three Months Ended March 31, 2013 | ||||||||||||||
(In thousands) | |||||||||||||||||
Net Sales | $ | 210,894 | $ | — | $ | — | $ | 210,894 | |||||||||
Operating costs and expenses: | |||||||||||||||||
Cost of goods sold | 187,860 | — | — | 187,860 | |||||||||||||
Operating expenses | 5,862 | 1,650 | 1,569 | 9,081 | |||||||||||||
General and administrative expenses | 1,677 | 293 | 232 | 2,202 | |||||||||||||
Depreciation and amortization | 2,352 | 892 | 297 | 3,541 | |||||||||||||
Total operating costs and expenses | 197,751 | 2,835 | 2,098 | 202,684 | |||||||||||||
Operating income (loss) | 13,143 | (2,835 | ) | (2,098 | ) | 8,210 | |||||||||||
Interest expense, net | 817 | — | — | 817 | |||||||||||||
Net income (loss) before income tax expense | 12,326 | (2,835 | ) | (2,098 | ) | 7,393 | |||||||||||
Income tax expense | 122 | — | — | 122 | |||||||||||||
Net income (loss) | 12,204 | (2,835 | ) | (2,098 | ) | 7,271 | |||||||||||
Less: Loss attributable to Predecessors | — | (2,835 | ) | (2,098 | ) | (4,933 | ) | ||||||||||
Net income attributable to partners | $ | 12,204 | $ | — | $ | — | $ | 12,204 | |||||||||
North Little Rock Terminal [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 months ended March 31, 2013, as if these acquisitions had occurred on January 1, 2013 (in thousands): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
31-Mar-13 | |||||||||||||||||
Net sales | $ | 211,251 | |||||||||||||||
Net income | $ | 7,478 | |||||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | ||||||||||||||||
The preliminary allocation of the aggregate purchase price of the North Little Rock Terminal as of March 31, 2014 is summarized as follows (in thousands): | |||||||||||||||||
Property, plant and equipment | $ | 4,987 | |||||||||||||||
Intangible assets | 13 | ||||||||||||||||
Total | $ | 5,000 | |||||||||||||||
Hopewell [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 months ended March 31, 2013, as if the acquisition had occurred on January 1, 2013 (in thousands): | |||||||||||||||||
Three Months Ended | |||||||||||||||||
31-Mar-13 | |||||||||||||||||
Net sales | $ | 210,894 | |||||||||||||||
Net income | $ | 7,115 | |||||||||||||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | ' | ||||||||||||||||
The preliminary allocation of the aggregate purchase price of the Hopewell Pipeline as of March 31, 2014 is summarized as follows (in thousands): | |||||||||||||||||
Property, plant and equipment | $ | 4,836 | |||||||||||||||
Intangible assets | 864 | ||||||||||||||||
Total | $ | 5,700 | |||||||||||||||
Net_Income_Per_Unit_Tables
Net Income Per Unit (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
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 | ||||||||||
March 31, | ||||||||||
2014 | 2013 | |||||||||
Net Income | $ | 14,672 | $ | 12,204 | ||||||
Less: General partner's distribution | 209 | 189 | ||||||||
Less: Limited partners' distribution | 5,165 | 4,620 | ||||||||
Less: Subordinated partner's distribution | 5,100 | 4,620 | ||||||||
Earnings in excess of distributions | $ | 4,198 | $ | 2,775 | ||||||
General partner's earnings: | ||||||||||
Distributions | $ | 209 | $ | 189 | ||||||
Allocation of earnings in excess of distributions | 84 | 55 | ||||||||
Total general partner's earnings | $ | 293 | $ | 244 | ||||||
Limited partners' earnings on common units: | ||||||||||
Distributions | $ | 5,165 | $ | 4,620 | ||||||
Allocation of earnings in excess of distributions | 2,070 | 1,360 | ||||||||
Total limited partners' earnings on common units | $ | 7,235 | $ | 5,980 | ||||||
Limited partners' earnings on subordinated units: | ||||||||||
Distributions | $ | 5,100 | $ | 4,620 | ||||||
Allocation of earnings in excess of distributions | 2,044 | 1,360 | ||||||||
Total limited partner's earnings on subordinated units | $ | 7,144 | $ | 5,980 | ||||||
Weighted average limited partner units outstanding: | ||||||||||
Common units - (basic) | 12,152,498 | 11,999,258 | ||||||||
Common units - (diluted) | 12,281,344 | 12,092,922 | ||||||||
Subordinated units - Delek (basic and diluted) | 11,999,258 | 11,999,258 | ||||||||
Net income per limited partner unit: | ||||||||||
Common - (basic) | $ | 0.6 | $ | 0.5 | ||||||
Common - (diluted) | $ | 0.59 | $ | 0.5 | ||||||
Subordinated - (basic and diluted) | $ | 0.6 | $ | 0.5 | ||||||
Equity_Tables
Equity (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Equity [Abstract] | ' | ||||||||||||||||||||||||
Equity Activity [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, 2013 | $ | 25,161 | $ | 183,839 | $ | (176,680 | ) | $ | 59,386 | $ | (4,504 | ) | $ | 87,202 | |||||||||||
Sponsor contributions of equity to the El Dorado Predecessor | 1,006 | — | — | — | — | 1,006 | |||||||||||||||||||
Loss attributable to the El Dorado Predecessor | (943 | ) | — | — | — | — | (943 | ) | |||||||||||||||||
Allocation of net assets acquired by the unitholders | (25,224 | ) | — | 24,720 | — | 504 | — | ||||||||||||||||||
Cash distributions (1) | — | (3,881 | ) | (95,144 | ) | (4,980 | ) | (2,123 | ) | (106,128 | ) | ||||||||||||||
Net income attributable to partners | — | 5,568 | 1,667 | 7,144 | 293 | 14,672 | |||||||||||||||||||
Unit-based compensation | — | 145 | 44 | 186 | (317 | ) | 58 | ||||||||||||||||||
Balance at March 31, 2014 | $ | — | $ | 185,671 | $ | (245,393 | ) | $ | 61,736 | $ | (6,147 | ) | $ | (4,133 | ) | ||||||||||
Distributions Made to Limited Partner, by Distribution [Table Text Block] | ' | ||||||||||||||||||||||||
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 | ||||||||||||||||||||
March 31, 2014 | $ | 0.425 | $ | 1.7 | $ | 10,474 | May 14, 2014 (1) | May 6, 2014 | |||||||||||||||||
December 31, 2013 | $ | 0.415 | $ | 1.66 | $ | 10,228 | February 13, 2014 | February 4, 2014 | |||||||||||||||||
(1) Expected date of distribution as of filing date. | |||||||||||||||||||||||||
The allocation of total quarterly cash distributions expected to be made to general and limited partners for the three months ended March 31, 2014 is as follows. 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 March 31, | |||||||||||||||||||||||||
2014 | 2013 | ||||||||||||||||||||||||
General partner's interest | $ | 209 | $ | 189 | |||||||||||||||||||||
Limited partners' distribution: | |||||||||||||||||||||||||
Common | 5,165 | 4,620 | |||||||||||||||||||||||
Subordinated | 5,100 | 4,620 | |||||||||||||||||||||||
Total cash distributions | $ | 10,474 | $ | 9,429 | |||||||||||||||||||||
Cash distributions per unit | $ | 0.425 | $ | 0.385 | |||||||||||||||||||||
Segment_Data_Tables
Segment Data (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2014 | |||||||||||||
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 March 31, 2014 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 20,268 | $ | 183,259 | $ | 203,527 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | 1,126 | 171,083 | 172,209 | ||||||||||
Operating expenses | 6,999 | 2,320 | 9,319 | ||||||||||
Segment contribution margin | $ | 12,143 | $ | 9,856 | 21,999 | ||||||||
General and administrative expenses | 2,663 | ||||||||||||
Depreciation and amortization | 3,477 | ||||||||||||
Operating income | $ | 15,859 | |||||||||||
Total assets | $ | 236,560 | $ | 64,754 | $ | 301,314 | |||||||
Capital spending (excluding business combinations) (1) | $ | 937 | $ | 28 | $ | 965 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition. | |||||||||||||
Three Months Ended March 31, 2013 | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Net sales | $ | 13,537 | $ | 197,357 | $ | 210,894 | |||||||
Operating costs and expenses: | |||||||||||||
Cost of goods sold | — | 187,860 | 187,860 | ||||||||||
Operating expenses | 7,414 | 1,667 | 9,081 | ||||||||||
Segment contribution margin | $ | 6,123 | $ | 7,830 | 13,953 | ||||||||
General and administrative expenses | 2,202 | ||||||||||||
Depreciation and amortization | 3,541 | ||||||||||||
Operating income | $ | 8,210 | |||||||||||
Capital spending (excluding business combinations) (1) | $ | 3,516 | $ | 199 | $ | 3,715 | |||||||
(1) Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition and the Tyler Acquisition. | |||||||||||||
Property, plant and equipment, accumulated depreciation and depreciation expense by reporting segment as of and for the three months ended March 31, 2014 were as follows (in thousands): | |||||||||||||
Pipelines and Transportation | Wholesale Marketing and Terminalling | Consolidated | |||||||||||
Property, plant and equipment | $ | 246,227 | $ | 19,979 | $ | 266,206 | |||||||
Less: accumulated depreciation | (35,726 | ) | (6,905 | ) | (42,631 | ) | |||||||
Property, plant and equipment, net | $ | 210,501 | $ | 13,074 | $ | 223,575 | |||||||
Depreciation expense for the three months ended March 31, 2014 | $ | 2,188 | $ | 1,024 | $ | 3,212 | |||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||
Fair Value Measurements [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 March 31, 2014 and December 31, 2013 was as follows (in thousands): | |||||||||||||||||
As of March 31, 2014 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Interest rate derivatives | $ | — | $ | 95 | $ | — | $ | 95 | |||||||||
As of December 31, 2013 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets | |||||||||||||||||
Interest rate derivatives | $ | — | $ | 116 | $ | — | $ | 116 | |||||||||
Derivative_Instruments_Tables
Derivative Instruments (Tables) | 3 Months Ended | |||||||||||||||||
Mar. 31, 2014 | ||||||||||||||||||
Derivative Instruments [Abstract] | ' | |||||||||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | ' | |||||||||||||||||
The tables below present the fair value of our derivative instruments, as of March 31, 2014 and December 31, 2013 (in thousands). | ||||||||||||||||||
March 31, 2014 | December 31, 2013 | |||||||||||||||||
Derivative Type | Balance Sheet Location | Assets | Liabilities | Assets | Liabilities | |||||||||||||
Derivatives not designated as hedging instruments: | ||||||||||||||||||
Interest rate derivatives | Other long term assets | $ | 95 | $ | — | $ | 116 | $ | — | |||||||||
Derivative Instruments, Gain (Loss) [Table Text Block] | ' | |||||||||||||||||
recognized associated with derivatives not designated as hedging instruments for the three months ended March 31, 2014 and 2013 were as follows (in thousands): | ||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||
Derivative Type | Income Statement Location | 2014 | 2013 | |||||||||||||||
Interest rate derivatives | Interest expense | $ | (21 | ) | $ | (66 | ) |
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2014 | ||||||||||
Related Party Transactions [Abstract] | ' | |||||||||
Commercial agreements | ' | |||||||||
We entered into the following agreements with Delek in 2014: | ||||||||||
Asset/Operation | Initiation Date | Initial/Maximum Term (years) (1) | Service | Minimum Throughput Commitment (bpd) | Fee | |||||
El Dorado Throughput and Tankage: | ||||||||||
Refined Products Throughput | Feb-14 | 16-Aug | Dedicated Terminalling and storage | 11,000 | $0.50/bbl (2) | |||||
Storage | Feb-14 | N/A | $1,299,000/month (2) | |||||||
El Dorado Lease and Access | Feb-14 | 50 | Real property lease | N/A | $100 annually (3) | |||||
El Dorado Site Services | Feb-14 | 16-Aug | Shared services | N/A | $200,000 annually (3) | |||||
(1) | Maximum term gives effect to the extension of the commercial agreement pursuant to the terms thereof. | |||||||||
Summary of Related Party Transactions | ' | |||||||||
A summary of revenue and expense transactions with Delek, including expenses directly charged and allocated to our Predecessors, are as follows (in thousands): | ||||||||||
Three Months Ended March 31, | ||||||||||
2014 | 2013 | |||||||||
Revenues | $ | 25,282 | $ | 16,613 | ||||||
Operating and maintenance expenses (1) | 5,392 | 3,749 | ||||||||
General and administrative expenses (2) | $ | 1,282 | $ | 1,200 | ||||||
(1) | Operating and maintenance expenses include costs allocated to the Tyler Predecessor and the El Dorado Predecessor for operating support provided to the Tyler Predecessor by Delek Refining and to the El Dorado Predecessor by Lion Oil, including certain labor related costs, property and liability insurance costs and certain other operating expenses. The costs that were allocated to us by Delek Refining were $0.7 million for the three months ended March 31, 2013. The costs that were allocated to us by Lion Oil were $0.4 million and $0.3 million for the three months ended March 31, 2014 and 2013, respectively. | |||||||||
(2) | General and administrative expenses include costs allocated to the Tyler Predecessor and El Dorado Predecessor for general and administrative support provided to the Tyler Predecessor by Delek Refining and to the El Dorado Predecessor by Lion Oil, including services such as corporate management, risk management, accounting and human resources. The costs that were allocated to us by Delek Refining were $0.3 million for the three months ended March 31, 2013. The costs that were allocated to us by Lion Oil were $0.1 million and $0.2 million for the three months ended March 31, 2014 and 2013, respectively. |
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_Tyler_and_El_Dora
Acquisitions Tyler and El Dorado Terminal and Tankage Acquisitions (Details) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended |
Feb. 10, 2014 | Mar. 31, 2014 | Jul. 26, 2013 | Mar. 31, 2014 | |
El Dorado Terminal and Tanks [Member] | El Dorado Terminal and Tanks [Member] | Tyler Terminal and Tanks [Member] | Tyler Terminal and Tanks [Member] | |
bbl | bbl | |||
Business Acquisition [Line Items] | ' | ' | ' | ' |
Total operating revenues | ' | $2,457,000 | ' | $4,501,000 |
Net income attributable to the Partnership | ' | 1,215,000 | ' | 2,909,000 |
Costs associated with the acquisition | ' | 186,000 | ' | ' |
Historical carrying value of assets acquired | 25,200,000 | ' | 38,300,000 | ' |
Purchase price for acquisition | $95,900,000 | ' | $94,800,000 | ' |
Total Throughput Capacity (bpd) | ' | 26,700 | ' | 72,000 |
Number of Storage Tanks | 158 | ' | ' | ' |
Aggregate Shell Capacity (barrels) | 2,500,000 | ' | ' | 2,000,000 |
Acquisitions_Tyler_and_El_Dora1
Acquisitions Tyler and El Dorado Terminal and Tank Assets Finanical Results (Details) (USD $) | 3 Months Ended | ||||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Current assets: | ' | ' | ' | ' | |||
Cash and cash equivalents | $4,126 | $18,980 | [1] | $924 | [2] | $23,452 | [1] |
Accounts receivable | 31,527 | ' | 28,976 | [2] | ' | ||
Inventory | 14,049 | ' | 17,512 | [2] | ' | ||
Deferred tax assets | 12 | ' | 12 | [2] | ' | ||
Other current assets | 220 | ' | 341 | [2] | ' | ||
Total current assets | 50,585 | ' | 47,765 | [2] | ' | ||
Property, plant and equipment: | ' | ' | ' | ' | |||
Property, plant and equipment | 266,206 | ' | 265,388 | [2] | ' | ||
Less: accumulated depreciation | -42,631 | ' | -39,566 | [2] | ' | ||
Property, plant and equipment, net | 223,575 | ' | 225,822 | [2] | ' | ||
Goodwill | 10,454 | ' | 10,454 | [2] | ' | ||
Intangible assets, net | 11,993 | ' | 12,258 | [2] | ' | ||
Other non-current assets | 4,707 | ' | 5,045 | [2] | ' | ||
Total assets | 301,314 | ' | 301,344 | [2] | ' | ||
Current liabilities: | ' | ' | ' | ' | |||
Accounts payable | 24,577 | ' | 26,045 | [2] | ' | ||
Accounts payable to related parties | ' | ' | 1,513 | ' | |||
Fuel and other taxes payable | 5,826 | ' | 5,700 | [2] | ' | ||
Accrued expenses and other current liabilities | 5,401 | ' | 6,451 | [2] | ' | ||
Total current liabilities | 35,804 | ' | 39,709 | [2] | ' | ||
Non-current liabilities: | ' | ' | ' | ' | |||
Revolving credit facility | 260,500 | ' | 164,800 | [2] | ' | ||
Asset retirement obligations | 3,113 | ' | 3,087 | [2] | ' | ||
Deferred tax liability | 319 | ' | 324 | [2] | ' | ||
Other non-current liabilities | 5,711 | ' | 6,222 | [2] | ' | ||
Total non-current liabilities | 269,643 | ' | 174,433 | [2] | ' | ||
Equity: | ' | ' | ' | ' | |||
Predecessors division equity | 0 | ' | 25,161 | [2] | ' | ||
Common unitholders - public; 9,353,240 units issued and outstanding at March 31, 2014 (9,353,240 at December 31, 2013) | 185,671 | ' | 183,839 | [2] | ' | ||
Common unitholders - Delek; 2,799,258 units issued and outstanding at March 31, 2014 (2,799,258 at December 31, 2013) | -245,393 | ' | -176,680 | [2] | ' | ||
Subordinated unitholders - Delek; 11,999,258 units issued and outstanding at March 31, 2014 (11,999,258 at December 31, 2013) | 61,736 | ' | 59,386 | [2] | ' | ||
General partner - Delek; 492,893 units issued and outstanding at March 31, 2014 (492,893 at December 31, 2013) | -6,147 | ' | -4,504 | [2] | ' | ||
Total equity | -4,133 | ' | 87,202 | [2] | ' | ||
Total liabilities and equity | 301,314 | ' | 301,344 | [2] | ' | ||
Condensed Combined Statement of Operations | ' | ' | ' | ' | |||
Net Sales | 203,527 | 210,894 | [3] | ' | ' | ||
Operating costs and expenses: | ' | ' | ' | ' | |||
Cost of goods sold | 172,209 | 187,860 | [3] | ' | ' | ||
Operating expenses | 9,319 | 9,081 | [3] | ' | ' | ||
General and administrative expenses | 2,663 | 2,202 | [3] | ' | ' | ||
Depreciation and amortization | 3,477 | 3,541 | [1],[3] | ' | ' | ||
Total operating costs and expenses | 187,668 | 202,684 | [3] | ' | ' | ||
Operating income (loss) | 15,859 | 8,210 | [3] | ' | ' | ||
Interest expense, net | 1,983 | 817 | [3] | ' | ' | ||
Net Income (loss) before income tax expense | 13,876 | 7,393 | [3] | ' | ' | ||
Income tax expense | 147 | 122 | [3] | ' | ' | ||
Net income (loss) | 13,729 | 7,271 | [1],[3] | ' | ' | ||
Less: Loss attributable to Predecessors | -943 | -4,933 | [3] | ' | ' | ||
Net income attributable to partners | 14,672 | 12,204 | [3] | ' | ' | ||
Delek Logistics LP [Member] | ' | ' | ' | ' | |||
Current assets: | ' | ' | ' | ' | |||
Cash and cash equivalents | ' | ' | 924 | ' | |||
Accounts receivable | ' | ' | 28,976 | ' | |||
Inventory | ' | ' | 17,512 | ' | |||
Deferred tax assets | ' | ' | 12 | ' | |||
Other current assets | ' | ' | 341 | ' | |||
Total current assets | ' | ' | 47,765 | ' | |||
Property, plant and equipment: | ' | ' | ' | ' | |||
Property, plant and equipment | ' | ' | 235,588 | ' | |||
Less: accumulated depreciation | ' | ' | -36,306 | ' | |||
Property, plant and equipment, net | ' | ' | 199,282 | ' | |||
Goodwill | ' | ' | 10,454 | ' | |||
Intangible assets, net | ' | ' | 12,258 | ' | |||
Other non-current assets | ' | ' | 5,045 | ' | |||
Total assets | ' | ' | 274,804 | ' | |||
Current liabilities: | ' | ' | ' | ' | |||
Accounts payable | ' | ' | 26,045 | ' | |||
Accounts payable to related parties | ' | ' | 1,513 | ' | |||
Fuel and other taxes payable | ' | ' | 5,700 | ' | |||
Accrued expenses and other current liabilities | ' | ' | 5,776 | ' | |||
Total current liabilities | ' | ' | 39,034 | ' | |||
Non-current liabilities: | ' | ' | ' | ' | |||
Revolving credit facility | ' | ' | 164,800 | ' | |||
Asset retirement obligations | ' | ' | 2,993 | ' | |||
Deferred tax liability | ' | ' | 324 | ' | |||
Other non-current liabilities | ' | ' | 5,612 | ' | |||
Total non-current liabilities | ' | ' | 173,729 | ' | |||
Equity: | ' | ' | ' | ' | |||
Predecessors division equity | ' | ' | 0 | ' | |||
Common unitholders - public; 9,353,240 units issued and outstanding at March 31, 2014 (9,353,240 at December 31, 2013) | ' | ' | 183,839 | ' | |||
Common unitholders - Delek; 2,799,258 units issued and outstanding at March 31, 2014 (2,799,258 at December 31, 2013) | ' | ' | -176,680 | ' | |||
Subordinated unitholders - Delek; 11,999,258 units issued and outstanding at March 31, 2014 (11,999,258 at December 31, 2013) | ' | ' | 59,386 | ' | |||
General partner - Delek; 492,893 units issued and outstanding at March 31, 2014 (492,893 at December 31, 2013) | ' | ' | -4,504 | ' | |||
Total equity | ' | ' | 62,041 | ' | |||
Total liabilities and equity | ' | ' | 274,804 | ' | |||
Condensed Combined Statement of Operations | ' | ' | ' | ' | |||
Net Sales | 203,527 | 210,894 | ' | ' | |||
Operating costs and expenses: | ' | ' | ' | ' | |||
Cost of goods sold | 172,209 | 187,860 | ' | ' | |||
Operating expenses | 8,536 | 5,862 | ' | ' | |||
General and administrative expenses | 2,617 | 1,677 | ' | ' | |||
Depreciation and amortization | 3,363 | 2,352 | ' | ' | |||
Total operating costs and expenses | 186,725 | 197,751 | ' | ' | |||
Operating income (loss) | 16,802 | 13,143 | ' | ' | |||
Interest expense, net | 1,983 | 817 | ' | ' | |||
Net Income (loss) before income tax expense | 14,819 | 12,326 | ' | ' | |||
Income tax expense | 147 | 122 | ' | ' | |||
Net income (loss) | 14,672 | 12,204 | ' | ' | |||
Less: Loss attributable to Predecessors | 0 | 0 | ' | ' | |||
Net income attributable to partners | 14,672 | 12,204 | ' | ' | |||
El Dorado Terminal and Tank Assets (El Dorado Predecessor) [Member] | ' | ' | ' | ' | |||
Current assets: | ' | ' | ' | ' | |||
Cash and cash equivalents | ' | ' | 0 | ' | |||
Accounts receivable | ' | ' | 0 | ' | |||
Inventory | ' | ' | 0 | ' | |||
Deferred tax assets | ' | ' | 0 | ' | |||
Other current assets | ' | ' | 0 | ' | |||
Total current assets | ' | ' | 0 | ' | |||
Property, plant and equipment: | ' | ' | ' | ' | |||
Property, plant and equipment | ' | ' | 29,800 | ' | |||
Less: accumulated depreciation | ' | ' | -3,260 | ' | |||
Property, plant and equipment, net | ' | ' | 26,540 | ' | |||
Goodwill | ' | ' | 0 | ' | |||
Intangible assets, net | ' | ' | 0 | ' | |||
Other non-current assets | ' | ' | 0 | ' | |||
Total assets | ' | ' | 26,540 | ' | |||
Current liabilities: | ' | ' | ' | ' | |||
Accounts payable | ' | ' | 0 | ' | |||
Accounts payable to related parties | ' | ' | 0 | ' | |||
Fuel and other taxes payable | ' | ' | 0 | ' | |||
Accrued expenses and other current liabilities | ' | ' | 675 | ' | |||
Total current liabilities | ' | ' | 675 | ' | |||
Non-current liabilities: | ' | ' | ' | ' | |||
Revolving credit facility | ' | ' | 0 | ' | |||
Asset retirement obligations | ' | ' | 94 | ' | |||
Deferred tax liability | ' | ' | 0 | ' | |||
Other non-current liabilities | ' | ' | 610 | ' | |||
Total non-current liabilities | ' | ' | 704 | ' | |||
Equity: | ' | ' | ' | ' | |||
Predecessors division equity | ' | ' | 25,161 | ' | |||
Common unitholders - public; 9,353,240 units issued and outstanding at March 31, 2014 (9,353,240 at December 31, 2013) | ' | ' | 0 | ' | |||
Common unitholders - Delek; 2,799,258 units issued and outstanding at March 31, 2014 (2,799,258 at December 31, 2013) | ' | ' | 0 | ' | |||
Subordinated unitholders - Delek; 11,999,258 units issued and outstanding at March 31, 2014 (11,999,258 at December 31, 2013) | ' | ' | 0 | ' | |||
General partner - Delek; 492,893 units issued and outstanding at March 31, 2014 (492,893 at December 31, 2013) | ' | ' | 0 | ' | |||
Total equity | ' | ' | 25,161 | ' | |||
Total liabilities and equity | ' | ' | 26,540 | ' | |||
Condensed Combined Statement of Operations | ' | ' | ' | ' | |||
Net Sales | 0 | 0 | ' | ' | |||
Operating costs and expenses: | ' | ' | ' | ' | |||
Cost of goods sold | 0 | 0 | ' | ' | |||
Operating expenses | 783 | 1,569 | ' | ' | |||
General and administrative expenses | 46 | 232 | ' | ' | |||
Depreciation and amortization | 114 | 297 | ' | ' | |||
Total operating costs and expenses | 943 | 2,098 | ' | ' | |||
Operating income (loss) | -943 | -2,098 | ' | ' | |||
Interest expense, net | 0 | 0 | ' | ' | |||
Net Income (loss) before income tax expense | -943 | -2,098 | ' | ' | |||
Income tax expense | 0 | 0 | ' | ' | |||
Net income (loss) | -943 | -2,098 | ' | ' | |||
Less: Loss attributable to Predecessors | -943 | -2,098 | ' | ' | |||
Net income attributable to partners | 0 | 0 | ' | ' | |||
Tyler Terminal and Tank Assets (Tyler Predecessor) [Member] | ' | ' | ' | ' | |||
Condensed Combined Statement of Operations | ' | ' | ' | ' | |||
Net Sales | ' | 0 | ' | ' | |||
Operating costs and expenses: | ' | ' | ' | ' | |||
Cost of goods sold | ' | 0 | ' | ' | |||
Operating expenses | ' | 1,650 | ' | ' | |||
General and administrative expenses | ' | 293 | ' | ' | |||
Depreciation and amortization | ' | 892 | ' | ' | |||
Total operating costs and expenses | ' | 2,835 | ' | ' | |||
Operating income (loss) | ' | -2,835 | ' | ' | |||
Interest expense, net | ' | 0 | ' | ' | |||
Net Income (loss) before income tax expense | ' | -2,835 | ' | ' | |||
Income tax expense | ' | 0 | ' | ' | |||
Net income (loss) | ' | -2,835 | ' | ' | |||
Less: Loss attributable to Predecessors | ' | -2,835 | ' | ' | |||
Net income attributable to partners | ' | $0 | ' | ' | |||
[1] | Adjusted to include the historical cash flows of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||
[2] | Includes the historical balances of the El DoradoTerminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||
[3] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Acquisitions_North_Little_Rock
Acquisitions North Little Rock Acquisition (Details) (North Little Rock Terminal [Member], USD $) | 0 Months Ended | 3 Months Ended | |
Oct. 24, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | |
North Little Rock Terminal [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Purchase price for acquisition | $5,000,000 | ' | ' |
Property, Plant, and Equipment | 4,987,000 | ' | ' |
Intangible Assets | 13,000 | ' | ' |
Total Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 5,000,000 | ' | ' |
Revenue since Acquisition Date | ' | 400,000 | ' |
Net Income since Acquisition Date | ' | 200,000 | ' |
Pro Forma Net Sales | ' | ' | 211,251,000 |
Pro Forma Net Income | ' | ' | $7,478,000 |
Acquisitions_Hopewell_Acquisit
Acquisitions Hopewell Acquisition (Details) (Hopewell [Member], USD $) | 0 Months Ended | 3 Months Ended | |
Jul. 19, 2013 | Mar. 31, 2014 | Mar. 31, 2013 | |
Hopewell [Member] | ' | ' | ' |
Business Acquisition [Line Items] | ' | ' | ' |
Purchase price for acquisition | $5,700,000 | ' | ' |
Property, Plant, and Equipment | 4,836,000 | ' | ' |
Intangible Assets | 864,000 | ' | ' |
Total Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 5,700,000 | ' | ' |
Revenue since Acquisition Date | ' | 400,000 | ' |
Net Income since Acquisition Date | ' | -300,000 | ' |
Pro Forma Net Sales | ' | ' | 210,894,000 |
Pro Forma Net Income | ' | ' | $7,115,000 |
Inventory_Details
Inventory (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Inventory [Abstract] | ' | ' | |
Inventories | $14,049 | $17,512 | [1] |
[1] | Includes the historical balances of the El DoradoTerminal and Tank Assets and 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) (Revolving Credit Facility [Member], USD $) | Mar. 31, 2014 | Jul. 09, 2013 | Jul. 09, 2013 | Jul. 09, 2013 | Jul. 09, 2013 | Mar. 31, 2014 | Jul. 09, 2013 | Nov. 07, 2012 |
Letter 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] | |
Fifth Third Bank [Member] | London Interbank Offered Rate (LIBOR) [Member] | Canadian prime rate [Member] | Prime Rate [Member] | Canadian Dealer Offered Rate (CDOR) [Member] | Fifth Third Bank [Member] | Fifth Third Bank [Member] | Fifth Third Bank [Member] | |
United States of America, Dollars | Canada, Dollars | United States of America, 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 | 'Canadian dollar prime rate, | 'U.S. dollar prime rate | 'Canadian Dealer Offered Rate | ' | ' | ' |
Weighted Average Interest Rate | ' | ' | ' | ' | ' | 2.70% | ' | ' |
Unused Capacity, Commitment Fee Percentage | ' | ' | ' | ' | ' | 0.40% | ' | ' |
Holdings Note Principal amount outstanding | ' | ' | ' | ' | ' | 102,000,000 | ' | ' |
Borrowings outstanding | 0 | ' | ' | ' | ' | 260,500,000 | ' | ' |
Letters of Credit Outstanding | 13,500,000 | ' | ' | ' | ' | ' | ' | ' |
Remaining Borrowing Capacity | ' | ' | ' | ' | ' | $126,000,000 | ' | ' |
Income_Taxes_Details
Income Taxes (Details) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' |
Effective Income Tax Rate | 1.10% | 1.70% |
Net_Income_Per_Unit_Details
Net Income Per Unit (Details) (USD $) | 0 Months Ended | 3 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Nov. 07, 2012 | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2013 | |
Net Income Per Unit [Line Items] | ' | ' | ' | ' | |
General partner's ownership interest | 2.00% | 2.00% | ' | ' | |
Weighted Average Number of Shares Outstanding, Basic | ' | 24,644,649 | 24,514,527 | ' | |
Net income attributable to partners | ' | $14,672 | ' | $12,204 | [1] |
Less: General partner's distribution | ' | 209 | ' | 189 | |
Less: Limited partners' distribution | ' | 10,474 | ' | 9,429 | |
Earnings in excess of distributions | ' | 4,198 | ' | 2,775 | |
Common units - basic (units) | ' | 12,152,498 | ' | 11,999,258 | [1] |
Common units - diluted (units) | ' | 12,281,344 | ' | 12,092,922 | [1] |
Subordinated units - Delek basic and diluted (units) | ' | 11,999,258 | ' | 11,999,258 | [1] |
Common- basic (dollars per unit) | ' | $0.60 | ' | $0.50 | [1] |
Common- diluted (dollars per unit) | ' | $0.59 | ' | $0.50 | [1] |
Subordinated - basic and diluted (dollars per unit) | ' | $0.60 | ' | $0.50 | [1] |
General Partner | ' | ' | ' | ' | |
Net Income Per Unit [Line Items] | ' | ' | ' | ' | |
Less: General partner's distribution | ' | 209 | ' | 189 | |
Earnings in excess of distributions | ' | 84 | ' | 55 | |
Total partners' earnings | ' | 293 | ' | 244 | |
Limited Partner, Common Units [Member] | ' | ' | ' | ' | |
Net Income Per Unit [Line Items] | ' | ' | ' | ' | |
Less: Limited partners' distribution | ' | 5,165 | ' | 4,620 | |
Earnings in excess of distributions | ' | 2,070 | ' | 1,360 | |
Total partners' earnings | ' | 7,235 | ' | 5,980 | |
Limited Partner, Subordinated Units [Member] | ' | ' | ' | ' | |
Net Income Per Unit [Line Items] | ' | ' | ' | ' | |
Less: Limited partners' distribution | ' | 5,100 | ' | 4,620 | |
Earnings in excess of distributions | ' | 2,044 | ' | 1,360 | |
Total partners' earnings | ' | $7,144 | ' | $5,980 | |
[1] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Equity_Details
Equity (Details) | 0 Months Ended | 3 Months Ended | |
Nov. 07, 2012 | Mar. 31, 2014 | Dec. 31, 2013 | |
Equity [Abstract] | ' | ' | ' |
Common units outstanding (units) | ' | 9,353,240 | ' |
Delek's ownership interest | ' | 60.00% | ' |
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 | ' | 96.60% | ' |
General partner's ownership interest | 2.00% | 2.00% | ' |
General partner - Delek US, units outstanding | ' | 492,893 | 492,893 |
Equity_Activity_Details
Equity Activity (Details) (USD $) | 3 Months Ended | 0 Months Ended | |||||||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 10, 2014 | ||||||||
Predecessor [Member] | Common- Public [Member] | Common- Delek [Member] | Subordinated [Member] | General Partner [Member] | El Dorado Terminal and Tanks [Member] | ||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ' | ' | ' | ' | ' | ' | ' | ' | |||||||
Balance at December 31, 2013 | $87,202,000 | [1] | ' | $25,161,000 | $183,839,000 | ($176,680,000) | $59,386,000 | ($4,504,000) | ' | ||||||
Sponsor contributions of equity to the El Dorado Predecessor | 1,006,000 | ' | 1,006,000 | 0 | 0 | 0 | 0 | ' | |||||||
Loss attributable to the El Dorado Predecessors | -943,000 | -4,933,000 | [2] | -943,000 | 0 | 0 | 0 | 0 | ' | ||||||
Allocation of net assets acquired by the unitholders | 0 | ' | -25,224,000 | 0 | 24,720,000 | 0 | 504,000 | ' | |||||||
Cash distributions | -106,128,000 | [3] | ' | 0 | [3] | -3,881,000 | [3] | -95,144,000 | [3] | -4,980,000 | [3] | -2,123,000 | [3] | ' | |
Net income attributable to partners | 14,672,000 | 12,204,000 | [2] | 0 | 5,568,000 | 1,667,000 | 7,144,000 | 293,000 | ' | ||||||
Unit-based compensation | 58,000 | ' | 0 | 145,000 | 44,000 | 186,000 | -317,000 | ' | |||||||
Balance at March 31, 2014 | -4,133,000 | ' | 0 | 185,671,000 | -245,393,000 | 61,736,000 | -6,147,000 | ' | |||||||
Cash payments for acquisition | ' | ' | ' | ' | ' | ' | ' | 95,900,000 | |||||||
Decrease in equity balance | $70,700,000 | ' | ' | ' | ' | ' | ' | ' | |||||||
[1] | Includes the historical balances of the El DoradoTerminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||||||||||
[2] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | ||||||||||||||
[3] | Cash distributions include $95.9 million in cash payments for the El Dorado 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 El Dorado Acquisition, our equity balance decreased $70.7 million from DecemberB 31, 2013 to MarchB 31, 2014. |
Equity_Cash_distributions_Deta
Equity Cash distributions (Details) (USD $) | 0 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Feb. 13, 2014 | 14-May-14 |
Subsequent Event [Member] | ||
Distribution Made to Limited Partner [Line Items] | ' | ' |
Total Quarterly Distribution Per Unit | $0.42 | $0.43 |
Total Quarterly Distribution Per Unit, Annualized | $1.66 | $1.70 |
Total Cash Distribution | $10,228 | $10,474 |
Equity_Distributions_Earned_De
Equity Distributions Earned (Details) (USD $) | 3 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | |
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | |
General partner's interest | $209 | $189 | |
Limited partners' distribution | 10,474 | 9,429 | |
Cash distributions per unit | $0.43 | $0.39 | [1] |
Common | ' | ' | |
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | |
Limited partners' distribution | 5,165 | 4,620 | |
Subordinated | ' | ' | |
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | |
Limited partners' distribution | 5,100 | 4,620 | |
General Partner [Member] | ' | ' | |
Distributions Earned by Limited or General Partners [Line Items] | ' | ' | |
General partner's interest | $209 | $189 | |
[1] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and 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 |
In Millions, unless otherwise specified | Mar. 31, 2014 |
Equity Based Compensation [Abstract] | ' |
Unit-based compensation expense | $0.10 |
Total unrecognized compensation costs | $0.80 |
Weighted average period of recognition (years) | '3 years 8 months 0 days |
Segment_Data_Details
Segment Data (Details) (USD $) | 3 Months Ended | |||||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Net sales | $203,527 | $210,894 | [1] | ' | ||
Operating costs and expenses: | ' | ' | ' | |||
Cost of goods sold | 172,209 | 187,860 | [1] | ' | ||
Operating expenses | 9,319 | 9,081 | [1] | ' | ||
Segment contribution margin | 21,999 | 13,953 | ' | |||
General and administrative expenses | 2,663 | 2,202 | [1] | ' | ||
Depreciation and amortization | 3,477 | 3,541 | [1],[2] | ' | ||
Operating income | 15,859 | 8,210 | [1] | ' | ||
Total assets | 301,314 | ' | 301,344 | [3] | ||
Capital spending (excluding business combinations) | 965 | [4] | 3,715 | [2],[5] | ' | |
Pipelines and Transportation [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Net sales | 20,268 | 13,537 | ' | |||
Operating costs and expenses: | ' | ' | ' | |||
Cost of goods sold | 1,126 | 0 | ' | |||
Operating expenses | 6,999 | 7,414 | ' | |||
Segment contribution margin | 12,143 | 6,123 | ' | |||
Total assets | 236,560 | ' | ' | |||
Capital spending (excluding business combinations) | 937 | [4] | 3,516 | [5] | ' | |
Wholesale Marketing and Terminalling [Member] | ' | ' | ' | |||
Segment Reporting Information [Line Items] | ' | ' | ' | |||
Net sales | 183,259 | 197,357 | ' | |||
Operating costs and expenses: | ' | ' | ' | |||
Cost of goods sold | 171,083 | 187,860 | ' | |||
Operating expenses | 2,320 | 1,667 | ' | |||
Segment contribution margin | 9,856 | 7,830 | ' | |||
Total assets | 64,754 | ' | ' | |||
Capital spending (excluding business combinations) | $28 | [4] | $199 | [5] | ' | |
[1] | Adjusted to include the historical results of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||
[2] | Adjusted to include the historical cash flows of the El Dorado Terminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||
[3] | Includes the historical balances of the El DoradoTerminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. | |||||
[4] | Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition. | |||||
[5] | Capital spending includes expenditures incurred in connection with the assets acquired in the El Dorado Acquisition and the Tyler Acquisition. |
Segment_Data_PPE_Details
Segment Data PP&E (Details) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | ' | ' | |
Property, plant and equipment | $266,206 | $265,388 | [1] |
Less: accumulated depreciation | -42,631 | -39,566 | [1] |
Property, plant and equipment, net | 223,575 | 225,822 | [1] |
Depreciation expense for the three months ended March 31, 2014 | 3,212 | ' | |
Pipelines and Transportation [Member] | ' | ' | |
Segment Reporting Information [Line Items] | ' | ' | |
Property, plant and equipment | 246,227 | ' | |
Less: accumulated depreciation | -35,726 | ' | |
Property, plant and equipment, net | 210,501 | ' | |
Depreciation expense for the three months ended March 31, 2014 | 2,188 | ' | |
Wholesale Marketing and Terminalling [Member] | ' | ' | |
Segment Reporting Information [Line Items] | ' | ' | |
Property, plant and equipment | 19,979 | ' | |
Less: accumulated depreciation | -6,905 | ' | |
Property, plant and equipment, net | 13,074 | ' | |
Depreciation expense for the three months ended March 31, 2014 | $1,024 | ' | |
[1] | Includes the historical balances of the El DoradoTerminal and Tank Assets and the Tyler Terminal and Tank Assets. See Notes 1 and 2 for further discussion. |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Cash collateral | $0 | $0 |
Interest rate derivatives | Fair Value, Measurements, Recurring [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Asset | 95,000 | 116,000 |
Interest rate derivatives | Fair Value, Measurements, Recurring [Member] | Level 1 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Asset | 0 | 0 |
Interest rate derivatives | Fair Value, Measurements, Recurring [Member] | Level 2 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Asset | 95,000 | 116,000 |
Interest rate derivatives | Fair Value, Measurements, Recurring [Member] | Level 3 [Member] | ' | ' |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ' | ' |
Derivative Asset | $0 | $0 |
Derivative_Instruments_Narrati
Derivative Instruments Narrative (Details) (USD $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Derivative Instruments [Abstract] | ' |
Derivative, Notional Amount | $45 |
Derivative_Instruments_Balance
Derivative Instruments Balance Sheet Location (Details) (Not Designated as Hedging Instrument [Member], Interest rate derivatives, Other Noncurrent Assets [Member], USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Not Designated as Hedging Instrument [Member] | Interest rate derivatives | Other Noncurrent Assets [Member] | ' | ' |
Derivatives, Fair Value [Line Items] | ' | ' |
Assets | $95 | $116 |
Liabilities | $0 | $0 |
Derivative_Instruments_Income_
Derivative Instruments Income Statment Location (Details) (Interest expense, Not Designated as Hedging Instrument [Member], Interest rate derivatives, USD $) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Interest expense | Not Designated as Hedging Instrument [Member] | Interest rate derivatives | ' | ' | ' |
Derivative Instruments, Gain (Loss) [Line Items] | ' | ' | ' |
Derivative Instruments, Gain (Loss) Recognized in Income, Net | ($21,000) | ($66,000) | ' |
Unrealized Gain (Loss) on Derivatives | $0 | ' | $0 |
Commitments_and_Contingencies_1
Commitments and Contingencies Magnolia Station Crude Oil Release (Details) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Mar. 31, 2014 |
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) | 3 Months Ended |
Mar. 31, 2014 | |
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) (Letter of Credit [Member], Revolving Credit Facility [Member], Fifth Third Bank [Member], USD $) | Mar. 31, 2014 |
Letter of Credit [Member] | Revolving Credit Facility [Member] | Fifth Third Bank [Member] | ' |
Debt Instrument [Line Items] | ' |
Line of Credit Facility, Amount Outstanding | $0 |
Letters of Credit Outstanding | $13,500,000 |
Commitments_and_Contingencies_4
Commitments and Contingencies Operating Leases (Details) (USD $) | 3 Months Ended | 0 Months Ended | |||
Mar. 31, 2014 | Mar. 31, 2013 | Jul. 26, 2013 | Feb. 10, 2014 | ||
Tyler Lease and Access Agreement [Member] | El Dorado Lease and Access Agreement [Member] | ||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | |
Annual lease payment | ' | ' | $100 | $100 | [1] |
Operating Lease Term (years) | ' | ' | '50 years | '50 years | |
Operating Leases, Rent Expense | $200,000 | $200,000 | ' | ' | |
[1] | Fees payable to Delek by the Partnership. |
Related_Party_Transactions_Com
Related Party Transactions Commercial Agreements (Details) (USD $) | 0 Months Ended | 1 Months Ended | ||||||||||
Feb. 10, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | Feb. 28, 2014 | ||||||
El Dorado Lease and Access Agreement [Member] | Refined Product Pipeline [Member] | Storage [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | ||||||
El Dorado Throughput and Tankage Agreement [Member] | El Dorado Throughput and Tankage Agreement [Member] | El Dorado Site Services Agreement [Member] | Refined Product Pipeline [Member] | El Dorado Site Services Agreement [Member] | Refined Product Pipeline [Member] | |||||||
El Dorado Throughput and Tankage Agreement [Member] | El Dorado Throughput and Tankage Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | |||||
Term Of Agreement (years) | ' | ' | ' | '8 years | '8 years | '16 years | [1] | '16 years | [1] | |||
Operating Lease Term (years) | '50 years | ' | ' | ' | ' | ' | ' | |||||
Annual lease payment | $100 | [2] | ' | ' | ' | ' | ' | ' | ||||
Minimum Throughput Commitment (bpd) | ' | 11,000 | ' | ' | ' | ' | ' | |||||
Throughput Commitment Tariff Rate (dollars per barrel) | ' | 0.5 | [3] | ' | ' | ' | ' | ' | ||||
Minimum Monthly Storage Fee Revenue | ' | ' | 1,299,000 | [3] | ' | ' | ' | ' | ||||
Annual Service Fee | ' | ' | ' | ' | ' | $200,000 | [2] | ' | ||||
[1] | Maximum term gives effect to the extension of the commercial agreement pursuant to the terms thereof. | |||||||||||
[2] | Fees payable to Delek by the Partnership. | |||||||||||
[3] | Fees payable to the Partnership by Delek. |
Related_Party_Transactions_Omn
Related Party Transactions Omnibus Agreement (Details) (Omnibus Agreement [Member], USD $) | 0 Months Ended | |
In Millions, unless otherwise specified | Feb. 10, 2014 | Jul. 26, 2013 |
Related Party Transaction [Line Items] | ' | ' |
Omnibus Agreement Annual Amount | $3.30 | $3 |
El Dorado Terminal and Tanks [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Annual Maximum Tank Repair and Maintenance Expense | $0.50 | ' |
Related_Party_Transactions_Sum
Related Party Transactions Summary of Transactions (Details) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | ||
El Dorado Terminal and Tanks [Member] | ' | ' | ||
Related Party Transaction [Line Items] | ' | ' | ||
Operating and maintenance expenses | $400 | $300 | ||
General and administrative expenses | 100 | 200 | ||
Tyler Terminal and Tanks [Member] | ' | ' | ||
Related Party Transaction [Line Items] | ' | ' | ||
Operating and maintenance expenses | ' | 700 | ||
General and administrative expenses | ' | 300 | ||
Delek US [Member] | ' | ' | ||
Related Party Transaction [Line Items] | ' | ' | ||
Revenues | 25,282 | 16,613 | ||
Operating and maintenance expenses | 5,392 | [1] | 3,749 | [1] |
General and administrative expenses | $1,282 | [2] | $1,200 | [2] |
[1] | Operating and maintenance expenses include costs allocated to the Tyler Predecessor and the El Dorado Predecessor for operating support provided to the Tyler Predecessor by Delek Refining and to the El Dorado Predecessor by Lion Oil, including certain labor related costs, property and liability insurance costs and certain other operating expenses. The costs that were allocated to us by Delek Refining were $0.7 million for the three months ended MarchB 31, 2013. The costs that were allocated to us by Lion Oil were $0.4 million and $0.3 million for the three months ended MarchB 31, 2014 and 2013, respectively. | |||
[2] | General and administrative expenses include costs allocated to the Tyler Predecessor and El Dorado Predecessor for general and administrative support provided to the Tyler Predecessor by Delek Refining and to the El Dorado Predecessor by Lion Oil, including services such as corporate management, risk management, accounting and human resources. The costs that were allocated to us by Delek Refining were $0.3 million for the three months ended MarchB 31, 2013. The costs that were allocated to us by Lion Oil were $0.1 million and $0.2 million for the three months ended MarchB 31, 2014 and 2013, respectively. |
Subsequent_Events_Distribution
Subsequent Events Distribution Declaration (Details) (USD $) | 0 Months Ended | |
Feb. 13, 2014 | 14-May-14 | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ' | ' |
Quarterly cash distribution per unit | $0.42 | $0.43 |
Subsequent_Events_Haynesville_
Subsequent Events Haynesville Spill (Details) (Subsequent Event [Member]) | Apr. 25, 2014 |
bbl | |
Minimum [Member] | ' |
Subsequent Event [Line Items] | ' |
Barrels of crude oil released | 300 |
Maximum [Member] | ' |
Subsequent Event [Line Items] | ' |
Barrels of crude oil released | 400 |