Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Jun. 30, 2014 | Jan. 30, 2015 |
Entity Information | |||
Entity Registrant Name | VALERO ENERGY PARTNERS LP | ||
Entity Central Index Key | 1583103 | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Amendment Flag | FALSE | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $868.10 | ||
Common Unitholders Public [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 28,799,640 | ||
Subordinated Unitholder Valero [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 28,789,989 | ||
General Partner Valero [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 1,175,102 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | |
In Thousands, unless otherwise specified | |||
Current assets: | |||
Cash and cash equivalents | $236,579 | $375,118 | [1] |
Receivables from related party | 8,499 | 7,150 | [1] |
Prepaid expenses and other | 727 | 276 | [1] |
Total current assets | 245,805 | 382,544 | [1] |
Property and equipment, at cost | 474,843 | 468,327 | [1],[2] |
Accumulated depreciation | -125,960 | -114,995 | [1],[2] |
Property and equipment, net | 348,883 | 353,332 | [1],[2] |
Deferred charges and other assets, net | 1,385 | 1,714 | [1] |
Total assets | 596,073 | 737,590 | [1] |
Current liabilities: | |||
Current portion of capital lease obligations | 1,200 | 1,048 | [1] |
Accounts payable | 4,297 | 8,289 | [1] |
Accrued liabilities | 1,054 | 158 | [1] |
Taxes other than income taxes | 765 | 734 | [1] |
Deferred revenue from related party | 124 | 85 | [1] |
Total current liabilities | 7,440 | 10,314 | [1] |
Capital lease obligations, net of current portion | 1,519 | 3,079 | [1] |
Deferred income taxes | 830 | 941 | [1] |
Other long-term liabilities | 1,065 | 1,092 | [1] |
Commitments and contingencies | |||
Partners’ capital: | |||
Common unitholders – public (17,255,208 and 17,250,000 units outstanding) | 374,954 | 369,825 | [1] |
Common unitholder – Valero (11,539,989 and 11,539,989 units outstanding) | 58,844 | 75,998 | [1] |
Subordinated unitholder – Valero (28,789,989 and 28,789,989 units outstanding) | 146,804 | 189,601 | [1] |
General partner – Valero (1,175,102 and 1,175,102 units outstanding) | 4,617 | 6,167 | [1] |
Net investment | 0 | 80,573 | [1] |
Total partners’ capital | 585,219 | 722,164 | [1] |
Total liabilities and partners’ capital | $596,073 | $737,590 | [1] |
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. | ||
[2] | Prior period financial information has been retrospectively adjusted for the Acquisition. |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) | Dec. 31, 2014 | Dec. 31, 2013 |
Partners’ capital: | ||
Common unitholders – public, units outstanding | 17,255,208 | 17,250,000 |
Common unitholder – Valero, units outstanding | 11,539,989 | 11,539,989 |
Subordinated unitholder – Valero, units outstanding | 28,789,989 | 28,789,989 |
General partner – Valero, units outstanding | 1,175,102 | 1,175,102 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Operating revenues – related party | $129,180 | $124,985 | [1] |
Costs and expenses: | |||
Operating expenses | 31,719 | 32,205 | [1] |
General and administrative expenses | 12,330 | 7,195 | [1] |
Depreciation expense | 16,451 | 16,256 | [1] |
Total costs and expenses | 60,500 | 55,656 | [1] |
Operating income | 68,680 | 69,329 | [1] |
Other income, net | 1,504 | 309 | [1] |
Interest expense | -872 | -198 | [1] |
Income before income taxes | 69,312 | 69,440 | [1] |
Income tax expense | 548 | 1,434 | [1],[2] |
Net income | 68,764 | 68,006 | [1] |
Less: Net income attributable to Predecessor | 9,483 | 65,965 | [1] |
Net income attributable to partners | 59,281 | 2,041 | [1] |
Less: General partner’s interest in net income | 1,379 | 41 | [1] |
Limited partners’ interest in net income | $57,902 | $2,000 | [1] |
Net income per limited partner unit – basic and diluted: | |||
Common units | $1.01 | $0.03 | |
Subordinated units | $1.01 | $0.03 | |
Weighted-average limited partner units outstanding: | |||
Common units – basic | 28,790 | 28,790 | |
Common units – diluted | 28,791 | 28,790 | |
Subordinated units – basic and diluted | 28,790 | 28,790 | |
Cash distribution declared per unit | $0.94 | $0.04 | |
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. | ||
[2] | Prior period financial information has been retrospectively adjusted for the Acquisition. |
Consolidated_Statements_of_Par
Consolidated Statements of Partners' Capital (USD $) | Total | Common Unitholders Public [Member] | Common Unitholder Valero [Member] | Subordinated Unitholder Valero [Member] | General Partner Valero [Member] | Net Investment [Member] | ||
Beginning balance at Dec. 31, 2011 | [1] | $342,104,000 | $0 | $0 | $0 | $0 | $342,104,000 | |
Consolidated Statements of Partners' Capital | ||||||||
Net income attributable to Predecessor | [1] | 57,797,000 | 0 | 0 | 0 | 0 | 57,797,000 | |
Net income attributable to partners | [1] | 0 | ||||||
Net transfers to Valero Energy Corporation | [1] | -58,641,000 | 0 | 0 | 0 | 0 | -58,641,000 | |
Ending balance at Dec. 31, 2012 | [1] | 341,260,000 | 0 | 0 | 0 | 0 | 341,260,000 | |
Consolidated Statements of Partners' Capital | ||||||||
Net income attributable to Predecessor | [1] | 65,965,000 | 0 | 0 | 0 | 0 | 65,965,000 | |
Net income attributable to partners | 2,041,000 | [1] | 599,000 | 401,000 | 1,000,000 | 41,000 | 0 | |
Net transfers to Valero Energy Corporation | [1] | -59,828,000 | 0 | 0 | 0 | 0 | -59,828,000 | |
Prefunding of capital projects by Valero Energy Corporation | 3,500,000 | 0 | 0 | 0 | 0 | 3,500,000 | ||
Allocation of net investment to unitholders | 0 | 0 | 75,597,000 | 188,601,000 | 6,126,000 | -270,324,000 | ||
Proceeds from initial public offering, net of offering costs | 369,226,000 | 369,226,000 | 0 | 0 | 0 | 0 | ||
Ending balance at Dec. 31, 2013 | [1] | 722,164,000 | 369,825,000 | 75,998,000 | 189,601,000 | 6,167,000 | 80,573,000 | |
Consolidated Statements of Partners' Capital | ||||||||
Net income attributable to Predecessor | 9,483,000 | 0 | 0 | 0 | 0 | 9,483,000 | ||
Net income attributable to partners | 59,281,000 | 17,346,000 | 11,605,000 | 28,951,000 | 1,379,000 | 0 | ||
Net transfers to Valero Energy Corporation | -9,940,000 | 0 | 0 | 0 | 0 | -9,940,000 | ||
Allocation of Valero Energy Corporation’s net investment in the Texas Crude Systems Business | 0 | 0 | 22,276,000 | 55,572,000 | 2,268,000 | -80,116,000 | ||
Consideration paid to Valero Energy Corporation for the Texas Crude Systems Business | -154,000,000 | 0 | -42,818,000 | -106,822,000 | -4,360,000 | 0 | ||
Cash distributions to unitholders | -41,833,000 | -12,281,000 | -8,217,000 | -20,498,000 | -837,000 | 0 | ||
Distribution equivalent right payments | -4,000 | -4,000 | 0 | 0 | 0 | 0 | ||
Unit-based compensation | 68,000 | 68,000 | 0 | 0 | 0 | 0 | ||
Ending balance at Dec. 31, 2014 | $585,219,000 | $374,954,000 | $58,844,000 | $146,804,000 | $4,617,000 | $0 | ||
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. |
Consolidated_Statements_of_Cas
Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | |||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Cash flows from operating activities: | ||||||
Net income | $68,764 | $68,006 | [1] | $57,797 | [1] | |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||
Depreciation expense | 16,451 | 16,256 | [1] | 16,550 | [1] | |
Deferred income tax expense | 43 | 941 | [1] | 0 | [1] | |
Changes in current assets and current liabilities | -1,318 | -2,947 | [1] | 250 | [1] | |
Changes in deferred charges and credits and other operating activities, net | -34 | -421 | [1] | -438 | [1] | |
Net cash provided by operating activities | 83,906 | 81,835 | [1] | 74,159 | [1] | |
Cash flows from investing activities: | ||||||
Capital expenditures | -11,227 | -21,894 | [1] | -16,791 | [1] | |
Acquisition of the Texas Crude Systems Business from Valero Energy Corporation | -80,116 | 0 | [1] | 0 | [1] | |
Proceeds from dispositions of property and equipment | 54 | 8 | [1] | 0 | [1] | |
Net cash used in investing activities | -91,289 | -21,886 | [1] | -16,791 | [1] | |
Cash flows from financing activities: | ||||||
Repayments of capital lease obligations | -1,048 | -1,059 | [1] | -970 | [1] | |
Offering costs | -3,223 | 0 | [1] | 0 | [1] | |
Prefunding of capital projects by Valero | 0 | 3,500 | [1] | 0 | [1] | |
Proceeds from initial public offering, net of offering costs | 0 | 372,449 | [1] | 0 | [1] | |
Debt issuance costs | -1,071 | -572 | [1] | 0 | [1] | |
Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business | -73,884 | 0 | [1] | 0 | [1] | |
Cash distributions to unitholders and distribution equivalent right payments | -41,837 | 0 | [1] | 0 | [1] | |
Net transfers to Valero Energy Corporation | -10,093 | -59,149 | [1],[2] | -56,398 | [1],[2] | |
Net cash provided by (used in) financing activities | -131,156 | 315,169 | [1] | -57,368 | [1] | |
Net increase (decrease) in cash and cash equivalents | -138,539 | 375,118 | [1] | 0 | [1] | |
Cash and cash equivalents at beginning of year | 375,118 | [1] | 0 | [1] | 0 | [1] |
Cash and cash equivalents at end of year | $236,579 | $375,118 | [1] | $0 | [1] | |
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. | |||||
[2] | Prior period financial information has been retrospectively adjusted for the Acquisition. |
Business_Initial_Public_Offeri
Business, Initial Public Offering, and Basis of Presentation | 12 Months Ended | |
Dec. 31, 2014 | ||
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
BUSINESS, INITIAL PUBLIC OFFERING, AND BASIS OF PRESENTATION | ||
1 | BUSINESS, INITIAL PUBLIC OFFERING, AND BASIS OF PRESENTATION | |
Business | ||
Valero Energy Partners LP (the Partnership) is a fee-based, traditional master limited partnership formed by Valero (defined below) in July 2013 to own, operate, develop, and acquire crude oil and refined petroleum products pipelines, terminals, and other transportation and logistics assets. | ||
References in this report to “Predecessor,” “we,” “us,” or “our” for periods prior to the Offering refer to Valero Energy Partners LP Predecessor, our Predecessor for accounting purposes. Activity related to the Acquisition (defined below) for periods prior to the July 1, 2014 acquisition date are also attributable to our Predecessor. References in this report to the “Partnership,” “we,” “us,” or “our” for periods after the Offering refer to Valero Energy Partners LP, one or more of its consolidated subsidiaries, or all of them taken as a whole. References in this report to “Valero” refer collectively to Valero Energy Corporation and its subsidiaries, other than Valero Energy Partners LP, any of its subsidiaries, or its general partner. | ||
On December 16, 2013, the Partnership completed its initial public offering (the Offering) of 17,250,000 common units representing limited partner interests. See “Initial Public Offering” below for further discussion. Immediately following the Offering, the Partnership included the assets, liabilities, and results of operations of certain crude oil and refined petroleum products pipelines, terminals, and other logistics assets previously owned and operated by Valero referred to as the Contributed Assets. Prior to the Offering, the assets, liabilities, and results of operations of the aforementioned assets related to our Predecessor. On July 1, 2014, we acquired the Texas Crude Systems Business from Valero (the Acquisition) as described in Note 3. As of December 31, 2014, our assets consisted of crude oil and refined petroleum products pipeline and terminal systems in the United States (U.S.) Gulf Coast and U.S. Mid-Continent regions that are integral to the operations of several of Valero’s refineries. | ||
We generate operating revenues by providing fee-based transportation and terminaling services to Valero and, prior to the Offering, our Predecessor leased certain crude oil and refined petroleum products storage capacity to Valero. | ||
Initial Public Offering | ||
On December 10, 2013, the Partnership’s common units began trading on the New York Stock Exchange under the ticker symbol “VLP.” On December 16, 2013, the Partnership completed the Offering of 17,250,000 common units to the public at a price of $23.00 per unit, which included a 2,250,000 common unit over-allotment option that was fully exercised by the underwriters. | ||
In exchange for the Contributed Assets, Valero received: | ||
• | 11,539,989 common units and 28,789,989 subordinated units, representing an aggregate 68.6 percent limited partner interest; | |
• | all of the incentive distribution rights; and | |
• | 1,175,102 general partner units, representing a 2.0 percent general partner interest. | |
We received $396.8 million of gross proceeds from the sale of 17,250,000 common units to the public. After deducting underwriting discounts, structuring fees, and other offering costs of $27.6 million, our net proceeds from the Offering were $369.2 million. We retained the net proceeds from the Offering for general partnership purposes, which may include potential acquisitions from Valero and third parties and organic expansion capital expenditures. On July 1, 2014, we used certain of these proceeds for the Acquisition as further described in Note 3. | ||
Basis of Presentation | ||
Our consolidated financial statements include the accounts of the Partnership and its subsidiaries as well as our Predecessor. All intercompany accounts and transactions have been eliminated. | ||
The combined financial statements of our Predecessor were derived from the consolidated financial statements and accounting records of Valero and reflect the combined historical financial position, results of operations, and cash flows of our Predecessor as if the Contributed Assets and the Texas Crude Systems Business had been combined for periods prior to the Offering and the Acquisition. | ||
The assets and liabilities of the Contributed Assets have been reflected in these financial statements at Valero’s carrying value rather than fair value as all of the assets and liabilities of the Contributed Assets were under common control with Valero immediately prior to the Offering. | ||
The Acquisition of the Texas Crude Systems Business was accounted for as a transfer of a business between entities under common control. As entities under the common control of Valero, we recorded the Acquisition on our balance sheet at Valero’s carrying value rather than fair value. Transfers between entities under common control are accounted for as though the transfer occurred as of the beginning of the period of transfer, and prior period financial statements and financial information are retrospectively adjusted to furnish comparative information. Accordingly, the Partnership’s financial statements and related notes have been retrospectively adjusted to include the historical results of the Texas Crude Systems Business for all periods presented prior to July 1, 2014. | ||
There were no transactions between the operations of our Predecessor; therefore, there were no intercompany transactions or accounts to be eliminated in connection with the combination of those operations. In addition, the statements of income for periods prior to the Offering and the Acquisition include direct charges for the management and operation of our logistics assets and certain expenses allocated by Valero for general corporate services, such as treasury, accounting, and legal services. These expenses were charged, or allocated, to our Predecessor based on the nature of the expenses. Prior to the Offering and the Acquisition, we transferred cash to Valero daily and Valero funded our operating and investing activities as needed. Accordingly, cash held by Valero at the corporate level was not allocated to us and we reflected transfers of cash to and from Valero’s cash management system as a component of net investment. These net transfers of cash were reflected as a financing activity in our statements of cash flows. We also did not include any interest income on the net cash transfers to Valero. In conjunction with the Offering, we established separate bank accounts and no longer participate in Valero’s centralized cash management system. | ||
The financial information presented for the periods after the Offering for the Contributed Assets and after July 1, 2014 for the Acquisition represents the consolidated financial position, results of operations, and cash flows of the Partnership. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
2 | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Reclassifications | ||
Certain amounts previously reported for the year ended December 31, 2013 have been reclassified to conform to the 2014 presentation. | ||
Principles of Consolidation | ||
These financial statements include the accounts of Valero Energy Partners LP, its subsidiaries, and our Predecessor. All intercompany accounts and transactions have been eliminated. | ||
Use of Estimates | ||
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. On an ongoing basis, we review our estimates based on currently available information. Changes in facts and circumstances may result in revised estimates. | ||
Cash and Cash Equivalents | ||
Our cash equivalents are highly liquid investments that have a maturity of three months or less when acquired. | ||
Receivables from Related Party | ||
All of our receivables from related party are due from Valero and include trade receivables and nontrade receivables, net of payables to Valero for services under various agreements as more fully described in Note 4. Under these various agreements with Valero, we have the right to offset payables due to Valero against receivables from Valero. | ||
Property and Equipment | ||
The cost of property and equipment purchased or constructed, including betterments of property assets, is capitalized. However, the cost of repairs and normal maintenance of property and equipment is expensed when incurred. Betterments of property and equipment are those that extend the useful lives of the property and equipment or improve the safety of our operations. The cost of property and equipment constructed includes certain overhead costs allocable to the construction activities. Property and equipment also includes our 33⅓ percent undivided interest in certain assets. | ||
When property and equipment are retired or replaced, the cost and related accumulated depreciation are eliminated, with any gain or loss reflected in depreciation expense, unless such amounts are reported separately due to materiality. | ||
Depreciation of property and equipment is recorded on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful life of the related asset. Assets acquired under capital leases are amortized on a straight-line basis over (i) the lease term if transfer of ownership does not occur at the end of the lease term or (ii) the estimated useful life of the asset if transfer of ownership occurs at the end of the lease term. | ||
Impairment of Assets | ||
Long-lived assets, which include property and equipment, are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. A long-lived asset is not recoverable if its carrying amount exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. If a long-lived asset is not recoverable, an impairment loss is recognized for the amount by which the carrying amount of the long-lived asset exceeds its fair value, with fair value determined based on discounted estimated net cash flows or other appropriate methods. | ||
Asset Retirement Obligations | ||
We record a liability, which is referred to as an asset retirement obligation, at fair value for the estimated cost to retire a tangible long-lived asset at the time we incur that liability, which is generally when the asset is purchased, constructed, or leased. We record the liability when we have a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. | ||
Environmental Matters | ||
Liabilities for future remediation costs are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Other than for assessments, the timing and magnitude of these accruals generally are based on the completion of investigations or other studies or a commitment to a formal plan of action. Amounts recorded for environmental liabilities have not been reduced by possible recoveries from third parties and have not been measured on a discounted basis. | ||
Net Income per Limited Partner Unit | ||
Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships as further described in Note 10. | ||
Net Investment | ||
Net investment represents Valero’s historical investment in our Predecessor, its accumulated net earnings after taxes, and the net effect of transactions and allocations between our Predecessor and Valero. There were no terms of settlement or interest charges associated with the net investment balance. | ||
Comprehensive Income | ||
We have not reported comprehensive income due to the absence of items of other comprehensive income in the years presented. | ||
Segment Reporting | ||
Our operations consist of one reportable segment and all of our operations are conducted and assets are located in the U.S. | ||
Revenue Recognition | ||
Revenues are recognized for the transportation of crude oil and refined petroleum products upon delivery of actual volumes transported at contractual tariff rates. Revenues are recognized for terminaling crude oil and refined petroleum products as terminaling services are performed based on contractual rates. | ||
As further described in Note 4, our commercial agreements (defined in Note 4) with Valero contain minimum volume commitment requirements. Under these agreements, if Valero fails to transport its minimum throughput volumes during any quarter, then Valero will pay us a deficiency payment equal to the volume of the deficiency multiplied by the tariff rate then in effect. Valero may apply the amount of any such deficiency payments as a credit for volumes transported on the applicable pipeline and terminal systems in excess of its minimum volume commitment during the following four quarters under the terms of the applicable commercial agreement. The deficiency payments are initially recorded as deferred revenue from related party. We recognize revenues for the deficiency payments at the earlier of when credits are used for volumes transported in excess of minimum volume commitments or upon the expiration of the applicable four-quarter period. The use or expiration of the credits is a reduction to deferred revenue from related party. | ||
Certain of our commercial agreements with Valero are considered operating leases under U.S. GAAP. Lease revenue is recognized over the lease term and contingent lease revenue is recognized after minimum monthly volume commitment requirements on these leases have been met. | ||
Prior to the Offering, our Predecessor recognized revenues under various operating leases with Valero for crude oil and refined petroleum products storage capacity. | ||
Income Taxes | ||
Our Predecessor’s taxable income was included in the consolidated U.S. federal income tax returns of Valero and in certain consolidated state income tax returns. Our operations are treated as a partnership for federal and state income tax purposes, with each partner being separately taxed on its share of taxable income. Therefore, we have excluded income taxes from these financial statements, except for state taxes that apply to partnerships, specifically the margin tax in Texas. | ||
Income taxes are accounted for under the asset and liability method, as if we were a separate taxpayer rather than a member of Valero’s consolidated tax return. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. | ||
We classify any interest expense and penalties related to the underpayment of income taxes in income tax expense. | ||
Financial Instruments | ||
Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable, and capital lease obligations, the fair values of which approximate their carrying amounts. | ||
New Accounting Pronouncements | ||
In April 2014, the provisions of Accounting Standards Codification (ASC) Topic 205, “Presentation of Financial Statements,” and ASC Topic 360, “Property, Plant, and Equipment,” were amended to change the criteria for reporting discontinued operations. The provisions of these amendments modify the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have or will have a major effect on an entity’s operations and financial results. These amendments require additional disclosures about discontinued operations and new disclosures for other disposals of individually material components of an organization that do not meet the definition of a discontinued operation. In addition, the guidance allows companies to have significant continuing involvement and continuing cash flows with the discontinued operation. These provisions are effective prospectively for annual reporting periods beginning on or after December 15, 2014, and interim periods within those annual periods, with early adoption permitted. The adoption of this guidance effective January 1, 2015 will not affect our financial position or results of operations; however, it may result in changes to the manner in which future dispositions of operations or assets, if any, are presented in our financial statements, or it may require additional disclosures. | ||
In May 2014, the Financial Accounting Standards Board (FASB) amended the ASC and issued a new accounting standard, Topic 606, “Revenue from Contracts with Customers,” to clarify the principles for recognizing revenue. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The standard also requires improved interim and annual disclosures that enable the users of financial statements to better understand the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. The new standard is effective for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period, and can be adopted either retrospectively to each prior reporting period presented using a practical expedient as allowed by the new standard or retrospectively with a cumulative-effect adjustment to partners’ capital as of the date of initial application. Early adoption is not permitted. We are currently evaluating the effect that adopting this new standard will have on our consolidated financial statements and related disclosures. | ||
In January 2015, the provisions of ASC Subtopic 225-20, “Income Statement–Extraordinary and Unusual Items” were amended to eliminate the concept of extraordinary items from U.S. GAAP as part of the FASB’s simplification initiative. The guidance eliminates the separate presentation of extraordinary items on the income statement, net of tax and the related earnings per share, but does not affect the requirement to disclose material items that are unusual in nature or infrequently occurring or to exclude those items from the estimated annual effective tax rate for interim reporting purposes. These provisions may be applied prospectively or retrospectively and are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted. The adoption of this guidance effective January 1, 2016 will not affect our financial position or results of operations; however, it may affect the manner in which future extraordinary or unusual items, if any, are presented in our financial statements. | ||
In February 2015, the provisions of ASC Topic 810, “Consolidation” were amended to improve consolidation guidance for certain types of legal entities. The guidance modifies the evaluation of whether limited partnerships and similar legal entities are variable interest entities (VIEs) or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership, affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships, and provides a scope exception from consolidation guidance for certain money market funds. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted. These provisions may also be adopted retrospectively in previously issued financial statements for one or more years with a cumulative-effect adjustment to partners’ capital as of the beginning of the first year restated. We are currently evaluating the effect that adopting this new accounting standard will have on our consolidated financial statements and related disclosures. |
Acquisitions
Acquisitions | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
ACQUISITIONS | |||||||||||||
3 | ACQUISITIONS | ||||||||||||
Texas Crude Systems Business Acquisition | |||||||||||||
On July 1, 2014, we acquired the Texas Crude Systems Business from Valero for total cash consideration of $154.0 million. The Texas Crude Systems Business is engaged in the business of transporting, terminaling, and storing crude oil and refined petroleum products through various pipeline and terminal systems that compose the McKee Crude System, the Three Rivers Crude System, and the Wynnewood Products System. In connection with this acquisition, we entered into additional schedules under our existing commercial agreements with Valero with respect to each system. We also amended and restated our omnibus agreement with Valero and our general partner entered into an amended services and secondment agreement with Valero. See Note 4 for a summary of the terms of these agreements. | |||||||||||||
We attributed $80.1 million of the total $154.0 million cash consideration paid to the historical carrying value of the Acquisition (an investing cash outflow). The remaining $73.9 million of cash consideration paid represents the excess purchase price paid over carrying value of the Acquisition (a financing cash outflow). | |||||||||||||
The assets and liabilities of the Texas Crude Systems Business are included in our consolidated balance sheets as of December 31, 2014 and 2013. The following table presents our previously reported December 31, 2013 consolidated balance sheet adjusted for the Acquisition (in thousands): | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
ASSETS | |||||||||||||
Current assets: | |||||||||||||
Cash and cash equivalents | $ | 375,118 | $ | — | $ | 375,118 | |||||||
Receivables from related party | 7,150 | — | 7,150 | ||||||||||
Prepaid expenses and other | 276 | — | 276 | ||||||||||
Total current assets | 382,544 | — | 382,544 | ||||||||||
Property and equipment, at cost | 375,542 | 92,785 | 468,327 | ||||||||||
Accumulated depreciation | (103,358 | ) | (11,637 | ) | (114,995 | ) | |||||||
Property and equipment, net | 272,184 | 81,148 | 353,332 | ||||||||||
Deferred charges and other assets, net | 1,714 | — | 1,714 | ||||||||||
Total assets | $ | 656,442 | $ | 81,148 | $ | 737,590 | |||||||
LIABILITIES AND PARTNERS’ CAPITAL | |||||||||||||
Current liabilities: | |||||||||||||
Current portion of capital lease obligations | $ | 1,048 | $ | — | $ | 1,048 | |||||||
Accounts payable | 8,289 | — | 8,289 | ||||||||||
Accrued liabilities | 158 | — | 158 | ||||||||||
Taxes other than income taxes | 734 | — | 734 | ||||||||||
Deferred revenue from related party | 85 | — | 85 | ||||||||||
Total current liabilities | 10,314 | — | 10,314 | ||||||||||
Capital lease obligations, net of current portion | 3,079 | — | 3,079 | ||||||||||
Deferred income taxes | 814 | 127 | 941 | ||||||||||
Other long-term liabilities | 644 | 448 | 1,092 | ||||||||||
Partners’ capital: | |||||||||||||
Common unitholders – public | 369,825 | — | 369,825 | ||||||||||
Common unitholder – Valero | 75,998 | — | 75,998 | ||||||||||
Subordinated unitholder – Valero | 189,601 | — | 189,601 | ||||||||||
General partner – Valero | 6,167 | — | 6,167 | ||||||||||
Net investment | — | 80,573 | 80,573 | ||||||||||
Total partners’ capital | 641,591 | 80,573 | 722,164 | ||||||||||
Total liabilities and partners’ capital | $ | 656,442 | $ | 81,148 | $ | 737,590 | |||||||
The consolidated results of operations of the Texas Crude Systems Business after the Acquisition are included in “Valero Energy Partners LP.” The combined results of operations of the Texas Crude Systems Business prior to the Acquisition are included in “Texas Crude Systems Business.” The following table presents our consolidated statement of income for the year ended December 31, 2014 giving effect to the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2014 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
Business | (Currently | ||||||||||||
Reported) | |||||||||||||
Operating revenues – related party | $ | 113,039 | $ | 16,141 | $ | 129,180 | |||||||
Costs and expenses: | |||||||||||||
Operating expenses | 27,709 | 4,010 | 31,719 | ||||||||||
General and administrative expenses | 11,446 | 884 | 12,330 | ||||||||||
Depreciation expense | 14,764 | 1,687 | 16,451 | ||||||||||
Total costs and expenses | 53,919 | 6,581 | 60,500 | ||||||||||
Operating income | 59,120 | 9,560 | 68,680 | ||||||||||
Other income, net | 1,484 | 20 | 1,504 | ||||||||||
Interest expense | (872 | ) | — | (872 | ) | ||||||||
Income before income taxes | 59,732 | 9,580 | 69,312 | ||||||||||
Income tax expense | 451 | 97 | 548 | ||||||||||
Net income | 59,281 | 9,483 | 68,764 | ||||||||||
Less: Net income attributable to Predecessor | — | 9,483 | 9,483 | ||||||||||
Net income attributable to partners | $ | 59,281 | $ | — | $ | 59,281 | |||||||
The following tables present the previously reported consolidated statements of income for the years ended December 31, 2013 and 2012 adjusted for the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Operating revenues – related party | $ | 94,529 | $ | 30,456 | $ | 124,985 | |||||||
Costs and expenses: | |||||||||||||
Operating expenses | 24,751 | 7,454 | 32,205 | ||||||||||
General and administrative expenses | 5,478 | 1,717 | 7,195 | ||||||||||
Depreciation expense | 13,073 | 3,183 | 16,256 | ||||||||||
Total costs and expenses | 43,302 | 12,354 | 55,656 | ||||||||||
Operating income | 51,227 | 18,102 | 69,329 | ||||||||||
Other income, net | 309 | — | 309 | ||||||||||
Interest expense | (198 | ) | — | (198 | ) | ||||||||
Income before income taxes | 51,338 | 18,102 | 69,440 | ||||||||||
Income tax expense | 1,187 | 247 | 1,434 | ||||||||||
Net income | 50,151 | 17,855 | 68,006 | ||||||||||
Less: Net income attributable to Predecessor | 48,110 | 17,855 | 65,965 | ||||||||||
Net income attributable to partners | $ | 2,041 | $ | — | $ | 2,041 | |||||||
Year Ended December 31, 2012 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Operating revenues – related party | $ | 86,804 | $ | 29,085 | $ | 115,889 | |||||||
Costs and expenses: | |||||||||||||
Operating expenses | 26,249 | 8,224 | 34,473 | ||||||||||
General and administrative expenses | 5,016 | 1,530 | 6,546 | ||||||||||
Depreciation expense | 12,881 | 3,669 | 16,550 | ||||||||||
Total costs and expenses | 44,146 | 13,423 | 57,569 | ||||||||||
Operating income | 42,658 | 15,662 | 58,320 | ||||||||||
Other income, net | 337 | — | 337 | ||||||||||
Interest expense | (307 | ) | — | (307 | ) | ||||||||
Income before income taxes | 42,688 | 15,662 | 58,350 | ||||||||||
Income tax expense | 403 | 150 | 553 | ||||||||||
Net income | 42,285 | 15,512 | 57,797 | ||||||||||
Less: Net income attributable to Predecessor | 42,285 | 15,512 | 57,797 | ||||||||||
Net income attributable to partners | $ | — | $ | — | $ | — | |||||||
The consolidated cash flows of the Texas Crude Systems Business after the Acquisition are included in “Valero Energy Partners LP.” The combined cash flows of the Texas Crude Systems Business prior to the Acquisition are included in “Texas Crude Systems Business.” The following table presents our consolidated statement of cash flows for the year ended December 31, 2014 giving effect to the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2014 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
Business | (Currently | ||||||||||||
Reported) | |||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 59,281 | $ | 9,483 | $ | 68,764 | |||||||
Adjustments to reconcile net income to net cash | |||||||||||||
provided by operating activities: | |||||||||||||
Depreciation expense | 14,764 | 1,687 | 16,451 | ||||||||||
Deferred income tax expense | 11 | 32 | 43 | ||||||||||
Changes in current assets and current | (1,318 | ) | — | (1,318 | ) | ||||||||
liabilities | |||||||||||||
Changes in deferred charges and credits and | 42 | (76 | ) | (34 | ) | ||||||||
other operating activities, net | |||||||||||||
Net cash provided by operating activities | 72,780 | 11,126 | 83,906 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Capital expenditures | (10,194 | ) | (1,033 | ) | (11,227 | ) | |||||||
Acquisition of the Texas Crude Systems Business | (80,116 | ) | — | (80,116 | ) | ||||||||
from Valero Energy Corporation | |||||||||||||
Proceeds from dispositions of property and | 54 | — | 54 | ||||||||||
equipment | |||||||||||||
Net cash used in investing activities | (90,256 | ) | (1,033 | ) | (91,289 | ) | |||||||
Cash flows from financing activities: | |||||||||||||
Repayments of capital lease obligations | (1,048 | ) | — | (1,048 | ) | ||||||||
Offering costs | (3,223 | ) | — | (3,223 | ) | ||||||||
Debt issuance costs | (1,071 | ) | — | (1,071 | ) | ||||||||
Excess purchase price paid to Valero Energy | (73,884 | ) | — | (73,884 | ) | ||||||||
Corporation over the carrying value of the | |||||||||||||
Texas Crude Systems Business | |||||||||||||
Cash distributions to unitholders and | (41,837 | ) | — | (41,837 | ) | ||||||||
distribution equivalent right payments | |||||||||||||
Net transfers to Valero Energy Corporation | — | (10,093 | ) | (10,093 | ) | ||||||||
Net cash used in financing activities | (121,063 | ) | (10,093 | ) | (131,156 | ) | |||||||
Net decrease in cash and cash equivalents | (138,539 | ) | — | (138,539 | ) | ||||||||
Cash and cash equivalents at beginning of year | 375,118 | — | 375,118 | ||||||||||
Cash and cash equivalents at end of year | $ | 236,579 | $ | — | $ | 236,579 | |||||||
The following tables present the previously reported consolidated statements of cash flows for the years ended December 31, 2013 and 2012 adjusted for the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 50,151 | $ | 17,855 | $ | 68,006 | |||||||
Adjustments to reconcile net income to net cash | |||||||||||||
provided by operating activities: | |||||||||||||
Depreciation expense | 13,073 | 3,183 | 16,256 | ||||||||||
Deferred income tax expense | 814 | 127 | 941 | ||||||||||
Changes in current assets and current | (2,947 | ) | — | (2,947 | ) | ||||||||
liabilities | |||||||||||||
Changes in deferred charges and credits and | (404 | ) | (17 | ) | (421 | ) | |||||||
other operating activities, net | |||||||||||||
Net cash provided by operating activities | 60,687 | 21,148 | 81,835 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Capital expenditures | (13,831 | ) | (8,063 | ) | (21,894 | ) | |||||||
Proceeds from dispositions of property and | — | 8 | 8 | ||||||||||
equipment | |||||||||||||
Net cash used in investing activities | (13,831 | ) | (8,055 | ) | (21,886 | ) | |||||||
Cash flows from financing activities: | |||||||||||||
Repayments of capital lease obligations | (1,059 | ) | — | (1,059 | ) | ||||||||
Prefunding of capital projects by Valero | 3,500 | — | 3,500 | ||||||||||
Proceeds from initial public offering, net of | 372,449 | — | 372,449 | ||||||||||
offering costs | |||||||||||||
Debt issuance costs | (572 | ) | — | (572 | ) | ||||||||
Net transfers to Valero Energy Corporation | (46,056 | ) | (13,093 | ) | (59,149 | ) | |||||||
Net cash provided by (used in) financing | 328,262 | (13,093 | ) | 315,169 | |||||||||
activities | |||||||||||||
Net increase in cash and cash equivalents | 375,118 | — | 375,118 | ||||||||||
Cash and cash equivalents at beginning of year | — | — | — | ||||||||||
Cash and cash equivalents at end of year | $ | 375,118 | $ | — | $ | 375,118 | |||||||
Year Ended December 31, 2012 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 42,285 | $ | 15,512 | $ | 57,797 | |||||||
Adjustments to reconcile net income to net cash | |||||||||||||
provided by operating activities: | |||||||||||||
Depreciation expense | 12,881 | 3,669 | 16,550 | ||||||||||
Changes in current assets and current | 250 | — | 250 | ||||||||||
liabilities | |||||||||||||
Changes in deferred charges and credits and | (436 | ) | (2 | ) | (438 | ) | |||||||
other operating activities, net | |||||||||||||
Net cash provided by operating activities | 54,980 | 19,179 | 74,159 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Capital expenditures | (7,650 | ) | (9,141 | ) | (16,791 | ) | |||||||
Net cash used in investing activities | (7,650 | ) | (9,141 | ) | (16,791 | ) | |||||||
Cash flows from financing activities: | |||||||||||||
Repayments of capital lease obligations | (970 | ) | — | (970 | ) | ||||||||
Net transfers to Valero Energy Corporation | (46,360 | ) | (10,038 | ) | (56,398 | ) | |||||||
Net cash used in financing activities | (47,330 | ) | (10,038 | ) | (57,368 | ) | |||||||
Net increase in cash and cash equivalents | — | — | — | ||||||||||
Cash and cash equivalents at beginning of year | — | — | — | ||||||||||
Cash and cash equivalents at end of year | $ | — | $ | — | $ | — | |||||||
Houston and St. Charles Terminal Services Business Acquisition | |||||||||||||
On February 27, 2015, the board of directors of our general partner, following the recommendation of the conflicts committee of the board, approved our entry into a contribution agreement with Valero pursuant to which Valero will contribute to us – effective March 1, 2015 – two subsidiaries that own and operate crude oil, intermediates, and refined petroleum products terminals supporting Valero’s Houston Refinery (in Houston, Texas) and St. Charles Refinery (in Norco, Louisiana) for total consideration of $671.2 million. | |||||||||||||
Under the contribution agreement, the consideration we will pay to Valero will consist of (i) a cash distribution of approximately $571.2 million, and (ii) common units and general partner units having an aggregate value, collectively, of $100.0 million. We expect to fund the cash distribution to Valero with $211.2 million of our cash on hand, $200.0 million of borrowings under our revolving credit facility, and $160.0 million of proceeds from a subordinated loan agreement we plan to enter into with Valero. Our board of directors also approved our entry into various agreements with Valero related to the contribution agreement, including amended and restated schedules to our omnibus agreement, an amended and restated services and secondment agreement, additional schedules to our commercial agreements with respect to the related logistics assets, and lease agreements. |
RelatedParty_Agreements_and_Tr
Related-Party Agreements and Transactions | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Related Party Transactions [Abstract] | ||||||||||||||
RELATED-PARTY AGREEMENTS AND TRANSACTIONS | ||||||||||||||
4 | RELATED-PARTY AGREEMENTS AND TRANSACTIONS | |||||||||||||
Predecessor Transactions | ||||||||||||||
Our Predecessor was part of the consolidated operations of Valero and all of our revenues were derived from transactions with Valero. The crude oil and refined petroleum products pipeline transportation and terminaling services we provided to Valero were settled through net parent investment, and payables and receivables related to these transactions were included as a component of net investment. | ||||||||||||||
Our operating and general and administrative expenses included charges for the management of our operations and the allocation of certain overhead and shared services expenses by Valero for periods presented through December 15, 2013 for the Contributed Assets and through June 30, 2014 for the Acquisition. These charges and allocations included such items as management oversight, information technology, legal, human resources, and other financial and administrative services. These allocations do not fully reflect the expenses that would have been incurred had we been a stand-alone limited partnership. Our management believes the charges allocated to our Predecessor were a reasonable reflection of the utilization of services provided and cannot be presumed to be carried out on an arm’s-length basis as the requisite conditions of competitive, free-market dealings may not have existed. | ||||||||||||||
Agreements with Valero | ||||||||||||||
The following agreements became effective on December 16, 2013, the date the Offering was completed. In connection with the Acquisition, we entered into additional schedules and amendments to certain of these agreements, which became effective on July 1, 2014. | ||||||||||||||
Commercial Agreements | ||||||||||||||
In connection with the Offering, we entered into a master transportation services agreement and a master terminal services agreements (collectively, the commercial agreements) with Valero with respect to each of our Contributed Assets. Under these commercial agreements, we provide transportation and terminaling services to Valero and Valero pays us for minimum quarterly throughput volumes of crude oil and refined petroleum products, regardless of whether such volumes are physically delivered by Valero in any given quarter. These commercial agreements have initial terms through December 16, 2023 and, with the exception of our El Paso truck rack and Memphis truck rack, Valero has the option to renew the agreements with respect to each asset for one additional five-year term. | ||||||||||||||
In connection with the Acquisition, we entered into additional schedules under these commercial agreements with respect to each system acquired. Each schedule has an initial term through July 1, 2024 with one five-year renewal at Valero’s option and contains minimum throughput requirements and inflation escalators. | ||||||||||||||
Amended and Restated Omnibus Agreement | ||||||||||||||
In connection with the Offering, we entered into an omnibus agreement with Valero, certain of its subsidiaries, and our general partner. The agreement was amended and restated in connection with the Acquisition. The amended and restated agreement addresses the following matters: | ||||||||||||||
• | our payment of an annual administrative fee (payable in equal monthly installments) for the management of our operations and general corporate services by Valero. The fee, initially in the amount of $7.9 million, was increased to $9.2 million per year in connection with the Acquisition and was prorated in 2014 based on the number of days from July 1, 2014 to December 31, 2014; | |||||||||||||
• | our obligation to reimburse Valero for certain direct or allocated costs and expenses incurred by Valero on our behalf; | |||||||||||||
• | our right of first offer to acquire certain of Valero’s transportation and logistics assets for a period of five years after the closing of the Offering; | |||||||||||||
• | Valero’s obligation to indemnify us for certain environmental and other liabilities and our obligation to indemnify Valero for certain environmental and other liabilities related to our assets to the extent Valero is not required to indemnify us; | |||||||||||||
• | Valero’s right of first refusal to acquire certain of our assets; | |||||||||||||
• | the granting of a license from Valero to us with respect to use of certain Valero trademarks and tradenames; and | |||||||||||||
• | the prefunding of $3.5 million in 2013 by Valero for certain capital projects. | |||||||||||||
So long as Valero controls our general partner, the amended and restated omnibus agreement will remain in full force and effect. If Valero ceases to control our general partner, either party may terminate the amended and restated omnibus agreement, provided that the indemnification obligations will remain in full force and effect in accordance with their terms. | ||||||||||||||
Amended Services and Secondment Agreement | ||||||||||||||
In connection with the Offering, our general partner entered into a services and secondment agreement with Valero under which employees of Valero are seconded to our general partner to provide operational and maintenance services for certain of our pipelines and terminals, and we reimburse our general partner for these costs. During their period of secondment, the seconded employees are under the management and supervision of our general partner. | ||||||||||||||
This agreement has an initial term through December 16, 2023 and will automatically extend for successive renewal terms of one year each, unless terminated by either party upon at least 30 days’ prior written notice before the end of the initial term or any renewal term. In addition, our general partner may terminate the agreement or reduce the level of services under the agreement at any time upon 30 days’ prior written notice. | ||||||||||||||
In connection with the Acquisition, our general partner entered into an amended services and secondment agreement with Valero to provide for the secondment of employees to our general partner for the provision of services with respect to the assets acquired in the Acquisition. | ||||||||||||||
Tax Sharing Agreement | ||||||||||||||
Under our tax sharing agreement with Valero, we are required to reimburse Valero for our share of state and local income and other taxes incurred by Valero as a result of our tax items and attributes being included in a combined or consolidated state tax return filed by Valero with respect to taxable periods including or beginning on the closing date of the Offering. The amount of any such reimbursement will be limited to any entity-level tax that we would have paid directly had we not been included in a combined group with Valero. While Valero may use its tax attributes to cause its combined or consolidated group, of which we may be a member for this purpose, to owe no tax, we are nevertheless required to reimburse Valero for the tax we would have owed had the attributes not been available or used for our benefit, even though Valero had no cash expense for that period. | ||||||||||||||
Ground Lease Agreement | ||||||||||||||
We entered into a ground lease agreement with Valero with respect to the land on which our Memphis truck rack is located. The ground lease agreement terminates on November 30, 2033, with no renewal periods. Initially, our base rent under the lease is $35,000 per year. Commencing on January 1, 2016 and annually thereafter, base rent will increase by a factor of 1.015 times. We are also required to pay Valero a customary expense reimbursement for taxes, utilities, and similar costs incurred by Valero related to the leased premises. | ||||||||||||||
Summary of Transactions | ||||||||||||||
Receivables from related party consist of the following (in thousands): | ||||||||||||||
December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Trade receivables – related party | $ | 10,515 | $ | 4,196 | ||||||||||
Due from (to) related party | (2,016 | ) | 2,954 | |||||||||||
Receivables from related party | $ | 8,499 | $ | 7,150 | ||||||||||
The amounts shown in our balance sheets as deferred revenue from related party represent the unearned revenues from Valero associated with Valero’s quarterly deficiency payment, which is the result of Valero not meeting its minimum quarterly throughput commitments under our commercial agreements described above. | ||||||||||||||
The following table reflects significant transactions with Valero (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Operating revenues – related party | $ | 129,180 | $ | 124,985 | $ | 115,889 | ||||||||
Operating expenses | 8,835 | 6,936 | 6,576 | |||||||||||
General and administrative expenses | 9,869 | 7,114 | 6,546 | |||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
Net Investment | ||||||||||||||
The following is a reconciliation of the amounts presented as net transfers to Valero on our statements of partners’ capital and statements of cash flows (in thousands). | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Net transfers to Valero | $ | (9,940 | ) | $ | (59,828 | ) | $ | (58,641 | ) | |||||
per statements of partners’ capital | ||||||||||||||
Less: Noncash transfers from (to) Valero | 153 | (679 | ) | (2,243 | ) | |||||||||
Net transfers to Valero | $ | (10,093 | ) | $ | (59,149 | ) | $ | (56,398 | ) | |||||
per statements of cash flows | ||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
See Note 14 for additional information related to our noncash transfers from (to) Valero. | ||||||||||||||
Concentration Risk | ||||||||||||||
All of our operating revenues were derived from transactions with Valero and all of our receivables were due from Valero. Therefore, we are subject to the business risks associated with Valero’s business. | ||||||||||||||
Leases | ||||||||||||||
Prior to the Offering, our Predecessor leased some of our crude oil and refined petroleum products storage capacity to Valero. There were no minimum lease requirements under these Predecessor agreements. After the Offering and the Acquisition, certain of our system’s schedules under our commercial agreements with Valero are considered operating leases under U.S. GAAP. These agreements contain minimum throughput requirements and escalation clauses to adjust transportation tariffs and terminaling and storage fees to reflect changes in price indices. Revenues from all lease agreements are recorded within “operating revenues – related party” in our consolidated statements of income. Contingent lease revenues from these agreements totaled $5.5 million, $18.3 million, and $18.4 million for the years ended December 31, 2014, 2013, and 2012, respectively. | ||||||||||||||
As of December 31, 2014, future minimum rentals to be received related to these noncancelable lease agreements were as follows (in thousands): | ||||||||||||||
2015 | $ | 28,927 | ||||||||||||
2016 | 28,927 | |||||||||||||
2017 | 28,927 | |||||||||||||
2018 | 28,927 | |||||||||||||
2019 | 28,927 | |||||||||||||
Thereafter | 127,607 | |||||||||||||
Total minimum rental payments | $ | 272,242 | ||||||||||||
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||
PROPERTY AND EQUIPMENT | ||||||||||||||
5 | PROPERTY AND EQUIPMENT | |||||||||||||
Major classes of property and equipment consisted of the following (in thousands): | ||||||||||||||
December 31, 2014 | ||||||||||||||
Non-Leased | Assets | Total | ||||||||||||
Assets | Under | |||||||||||||
Operating | ||||||||||||||
Leases (b) | ||||||||||||||
Pipelines and related assets | $ | 227,780 | $ | 45,695 | $ | 273,475 | ||||||||
Terminals and related assets | 110,322 | 72,326 | 182,648 | |||||||||||
Other | 9,439 | — | 9,439 | |||||||||||
Land | 4,672 | — | 4,672 | |||||||||||
Construction-in-progress | 4,609 | — | 4,609 | |||||||||||
Property and equipment, at cost | 356,822 | 118,021 | 474,843 | |||||||||||
Accumulated depreciation | (106,941 | ) | (19,019 | ) | (125,960 | ) | ||||||||
Property and equipment, net | $ | 249,881 | $ | 99,002 | $ | 348,883 | ||||||||
December 31, 2013 (a) | ||||||||||||||
Non-Leased | Assets | Total | ||||||||||||
Assets | Under | |||||||||||||
Operating | ||||||||||||||
Leases (b) | ||||||||||||||
Pipelines and related assets | $ | 259,825 | $ | 6,442 | $ | 266,267 | ||||||||
Terminals and related assets | 158,936 | 17,417 | 176,353 | |||||||||||
Other | 9,049 | — | 9,049 | |||||||||||
Land | 4,672 | — | 4,672 | |||||||||||
Construction-in-progress | 11,986 | — | 11,986 | |||||||||||
Property and equipment, at cost | 444,468 | 23,859 | 468,327 | |||||||||||
Accumulated depreciation | (110,705 | ) | (4,290 | ) | (114,995 | ) | ||||||||
Property and equipment, net | $ | 333,763 | $ | 19,569 | $ | 353,332 | ||||||||
______________ | ||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
(b) Represents assets owned by us for which we are the lessor (see Note 4). Certain assets acquired in the Acquisition were reflected as assets under operating leases on July 1, 2014. |
Other_LongTerm_Liabilities
Other Long-Term Liabilities | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Other Liabilities Disclosure [Abstract] | ||||||||||||||
OTHER LONG-TERM LIABILITIES | ||||||||||||||
6 | OTHER LONG-TERM LIABILITIES | |||||||||||||
Asset Retirement Obligations | ||||||||||||||
We have asset retirement obligations with respect to certain of our pipelines and terminals that we are required to perform under law or contract once the asset is retired from service, and we have recognized obligations to restore certain leased properties to substantially the same condition as when such property was delivered to us or to its improved condition as prescribed by the lease agreements. With respect to all other property and equipment, it is our practice and current intent to maintain these assets and continue to make improvements to these assets as warranted. As a result, we believe that these assets have indeterminate lives for purposes of estimating asset retirement obligations because dates or ranges of dates upon which we would retire these assets cannot reasonably be estimated at this time; therefore, no asset retirement obligations have been recorded for these assets as of December 31, 2014 and 2013. We will recognize a liability at such time when sufficient information exists to estimate a range of potential settlement dates that is needed to employ a present value technique to estimate fair value. | ||||||||||||||
Changes in our asset retirement obligations were as follows (in thousands): | ||||||||||||||
December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Balance as of beginning of year | $ | 931 | $ | 889 | $ | 849 | ||||||||
Accretion expense | 44 | 42 | 40 | |||||||||||
Balance as of end of year | $ | 975 | $ | 931 | $ | 889 | ||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
We do not expect any short-term spending and, as a result, there is no current liability reported for asset retirement obligations as of December 31, 2014 and 2013. Accretion expense is reflected in depreciation expense. | ||||||||||||||
There are no assets that are legally restricted for purposes of settling our asset retirement obligations. | ||||||||||||||
Accrued Environmental Costs | ||||||||||||||
We had accrued environmental costs of $85,000 and $161,000 as of December 31, 2014 and 2013 respectively related to oversight costs for the cleanup at certain of our terminal locations, which is indemnified by Valero. |
Debt_and_Capital_Lease_Obligat
Debt and Capital Lease Obligations | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Debt and Capital Lease Obligations [Abstract] | ||||
DEBT AND CAPITAL LEASE OBLIGATIONS | ||||
7 | DEBT AND CAPITAL LEASE OBLIGATIONS | |||
Revolving Credit Facility | ||||
We have a $300.0 million senior unsecured revolving credit facility agreement (the Revolver) with a group of lenders. The Revolver matures in December 2018. The Revolver includes sub-facilities for swingline loans and letters of credit. Our obligations under the Revolver will be jointly and severally guaranteed by all of our directly owned material subsidiaries. As of December 31, 2014 and 2013, the only guarantor under the Revolver was our wholly owned subsidiary, Valero Partners Operating Co. LLC. | ||||
Outstanding borrowings under the Revolver bear interest, at our option, at either (a) the adjusted LIBO rate (as described in the Revolver) for the applicable interest period in effect from time to time plus the applicable margin or (b) the alternate base rate (as described in the Revolver) plus the applicable margin. The Revolver also provides for customary fees, including administrative agent fees, participation fees, and commitment fees. | ||||
The Revolver contains certain restrictive covenants, including a covenant that requires us to maintain a ratio of total debt to EBITDA (as described in the Revolver) for the prior four fiscal quarters of not greater than 5.0 to 1.0 as of the last day of each fiscal quarter (5.5 to 1.0 during the specified period following certain acquisitions). The Revolver contains representations and warranties, affirmative and negative covenants, and events of default that are usual and customary for an agreement of this type that could, among other things, limit our ability to pay distributions to our unitholders. | ||||
As of December 31, 2014 and 2013, there were no borrowings and no letters of credit outstanding under the Revolver. In addition, there were no borrowings or repayments under the Revolver during the years ended December 31, 2014 and 2013. As of December 31, 2014, our ratio of total debt to EBITDA, calculated in accordance with the terms of the Revolver, was 0.03. | ||||
Capital Lease Obligations | ||||
We have certain pipeline assets under capital lease agreements. These capital lease agreements have remaining terms that expire during 2016 and have automatic renewal terms for 30 years with renewal rentals adjusted for inflation. As of December 31, 2014, our future minimum rentals for our capital leases were as follows (in thousands): | ||||
2015 | $ | 1,414 | ||
2016 | 963 | |||
Total minimum rental payments | 2,377 | |||
Less interest expense | (264 | ) | ||
Unamortized fair value adjustment | 606 | |||
Capital lease obligations | $ | 2,719 | ||
The unamortized fair value adjustment is the remaining balance as of December 31, 2014 of a fair value adjustment recorded in connection with capital leases acquired by our Predecessor as part of a business acquisition in September 2005. |
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
COMMITMENTS AND CONTINGENCIES | ||||
8 | COMMITMENTS AND CONTINGENCIES | |||
Operating Leases | ||||
We have long-term operating lease commitments for land used in the terminaling and transportation of crude oil and refined petroleum products. Certain leases contain escalation clauses and renewal options that allow for the same rental payment over the lease term or a revised rental payment based on fair rental value or negotiated value. Currently, our ground lease with Valero does not contain a renewal option. We expect that, in the normal course of business, our leases will be renewed or replaced by other leases. | ||||
As of December 31, 2014, our future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): | ||||
2015 | $ | 348 | ||
2016 | 85 | |||
2017 | 83 | |||
2018 | 69 | |||
2019 | 41 | |||
Thereafter | 623 | |||
Total minimum rental payments | $ | 1,249 | ||
Rental expense for all operating leases was $459,000, $406,000, and $332,000 for the years ended December 31, 2014, 2013, and 2012, as retrospectively adjusted for the Acquisition. | ||||
Litigation Matters | ||||
From time to time, we are party to claims and legal proceedings arising in the ordinary course of business. We also may be required by existing laws and regulations to report the release of hazardous substances and begin a remediation study. We have not recorded a loss contingency liability as there are no matters for which we have determined that a loss has been incurred. We re-evaluate and update our loss contingency liabilities as matters progress over time, and we believe that any changes to the recorded liabilities will not be material to our financial position, results of operations, or liquidity. |
Cash_Distributions
Cash Distributions | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Equity [Abstract] | |||||||||||||||
CASH DISTRIBUTIONS | |||||||||||||||
9 | CASH DISTRIBUTIONS | ||||||||||||||
Our partnership agreement prescribes 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 information related to our quarterly cash distributions: | |||||||||||||||
Quarterly | Total | Total Cash | Declaration | Record | Distribution | ||||||||||
Period | Quarterly | Distribution | Date | Date | Date | ||||||||||
Ended | Distribution | (In Thousands) | |||||||||||||
(Per Unit) | |||||||||||||||
31-Dec-14 | $ | 0.266 | $ | 15,829 | January 26, 2015 | February 5, 2015 | February 12, 2015 | ||||||||
30-Sep-14 | 0.24 | 14,102 | October 14, 2014 | October 31, 2014 | November 12, 2014 | ||||||||||
30-Jun-14 | 0.2225 | 13,074 | July 15, 2014 | August 1, 2014 | August 13, 2014 | ||||||||||
31-Mar-14 | 0.2125 | 12,487 | April 17, 2014 | May 1, 2014 | May 14, 2014 | ||||||||||
31-Dec-13 | 0.037 | 2,174 | January 20, 2014 | January 31, 2014 | February 12, 2014 | ||||||||||
The following table reflects the allocation of total cash distributions to the general and limited partners and distribution equivalent right (DER) payments (see Notes 10 and 11 for a description of DERs) applicable to the period in which the distributions and DERs were earned (in thousands): | |||||||||||||||
Year Ended | 16-Dec-13 | ||||||||||||||
31-Dec-14 | through | ||||||||||||||
31-Dec-13 | |||||||||||||||
General partner’s distributions: | |||||||||||||||
General partner’s distributions | $ | 1,110 | $ | 44 | |||||||||||
General partner’s incentive distribution | 194 | — | |||||||||||||
rights (IDRs) | |||||||||||||||
Total general partner’s distributions | 1,304 | 44 | |||||||||||||
Limited partners’ distributions: | |||||||||||||||
Common – public | 16,232 | 638 | |||||||||||||
Common – Valero | 10,859 | 427 | |||||||||||||
Subordinated – Valero | 27,091 | 1,065 | |||||||||||||
Total limited partners’ distributions | 54,182 | 2,130 | |||||||||||||
DERs | 6 | — | |||||||||||||
Total cash distributions, including DERs | $ | 55,492 | $ | 2,174 | |||||||||||
Net_Income_Per_Limited_Partner
Net Income Per Limited Partner Unit | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||
NET INCOME PER LIMITED PARTNER UNIT | |||||||||||||||||||||
10 | NET INCOME PER LIMITED PARTNER UNIT | ||||||||||||||||||||
Net income per limited partner unit is calculated only for the periods subsequent to the Offering as no units were outstanding prior to the Offering. 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 limited partner unit. | |||||||||||||||||||||
Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships. The two-class method is an earnings allocation formula that is used to determine earnings to our general partner, common unitholders, and participating securities according to (i) distributions pertaining to each period’s net income and (ii) participation rights in undistributed earnings. | |||||||||||||||||||||
We calculate net income available to limited partners based on the distributions pertaining to each period’s net income. After considering the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner, limited partners, and other participating securities in accordance with the contractual terms of our partnership agreement and as prescribed under the two-class method. Participating securities include IDRs and awards under our 2013 ICP (defined in Note 11) that receive DERs, as further discussed in Note 11. However, the terms of our partnership agreement limit the general partner’s incentive distribution to the amount of available cash, which, as defined in our partnership agreement, is net of reserves deemed appropriate. As such, IDRs are not allocated undistributed earnings or distributions in excess of earnings in the calculation of net income per limited partner unit. Diluted net income per limited partner unit is computed based on the weighted average number of units plus the effect of dilutive potential units outstanding during the period using the two-class method. | |||||||||||||||||||||
Net income per unit for the year ended December 31, 2014 and for the period from the date of the Offering (December 16, 2013) to December 31, 2013 was computed as follows (in thousands, except per unit amounts): | |||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||
Limited Partners | |||||||||||||||||||||
General | Common | Subordinated | Restricted | Total | |||||||||||||||||
Partner | Units | Units | Units | ||||||||||||||||||
Allocation of net income to determine | |||||||||||||||||||||
net income available to limited | |||||||||||||||||||||
partners: | |||||||||||||||||||||
Distributions, excluding general | $ | 1,110 | $ | 27,091 | $ | 27,091 | $ | — | $ | 55,292 | |||||||||||
partner’s IDRs | |||||||||||||||||||||
General partner’s IDRs | 194 | — | — | — | 194 | ||||||||||||||||
DERs | — | — | — | 6 | 6 | ||||||||||||||||
Distributions and DERs declared | 1,304 | 27,091 | 27,091 | 6 | 55,492 | ||||||||||||||||
Undistributed earnings | 75 | 1,857 | 1,857 | — | 3,789 | ||||||||||||||||
Net income available to | $ | 1,379 | 28,948 | 28,948 | $ | 6 | $ | 59,281 | |||||||||||||
limited partners – basic | |||||||||||||||||||||
Add: DERs | 6 | — | |||||||||||||||||||
Net income available to | $ | 28,954 | $ | 28,948 | |||||||||||||||||
limited partners – diluted | |||||||||||||||||||||
Net income per limited partner unit – | |||||||||||||||||||||
basic: | |||||||||||||||||||||
Weighted-average units outstanding | 28,790 | 28,790 | |||||||||||||||||||
Net income per limited partner unit – | $ | 1.01 | $ | 1.01 | |||||||||||||||||
basic | |||||||||||||||||||||
Net income per limited partner unit – diluted: | |||||||||||||||||||||
Weighted-average units outstanding | 28,790 | 28,790 | |||||||||||||||||||
Common equivalent units for | 1 | — | |||||||||||||||||||
restricted units | |||||||||||||||||||||
Weighted-average units outstanding – | 28,791 | 28,790 | |||||||||||||||||||
diluted | |||||||||||||||||||||
Net income per limited partner unit – | $ | 1.01 | $ | 1.01 | |||||||||||||||||
diluted | |||||||||||||||||||||
December 16, 2013 through December 31, 2013 | |||||||||||||||||||||
Limited Partners | |||||||||||||||||||||
General | Common | Subordinated | Total | ||||||||||||||||||
Partner | Units | Units | |||||||||||||||||||
Allocation of net income to determine net | |||||||||||||||||||||
income available to limited partners: | |||||||||||||||||||||
Distributions | $ | 44 | $ | 1,065 | $ | 1,065 | $ | 2,174 | |||||||||||||
Excess distributions over earnings | (3 | ) | (65 | ) | (65 | ) | (133 | ) | |||||||||||||
Net income available to limited partners – | $ | 41 | $ | 1,000 | $ | 1,000 | $ | 2,041 | |||||||||||||
basic and diluted | |||||||||||||||||||||
Net income per limited partner unit – | |||||||||||||||||||||
basic and diluted: | |||||||||||||||||||||
Weighted-average units outstanding | 28,790 | 28,790 | |||||||||||||||||||
Net income per limited partner unit – | $ | 0.03 | $ | 0.03 | |||||||||||||||||
basic and diluted: | |||||||||||||||||||||
Unitbased_Compensation
Unit-based Compensation | 12 Months Ended | |
Dec. 31, 2014 | ||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
UNIT-BASED COMPENSATION | ||
11 | UNIT-BASED COMPENSATION | |
Our general partner maintains the Valero Energy Partners LP 2013 Incentive Compensation Plan (2013 ICP)under which various unit and unit-based awards may be granted to employees and non-employee directors. Awards under the 2013 ICP may include, but are not limited to, options to purchase common units, performance awards that vest upon the achievement of an objective performance goal, unit appreciation rights, and restricted units that vest over a period determined by the plan. The 2013 ICP was approved by the board of directors and the sole member of our general partner on November 26, 2013. As of December 31, 2014, 2,994,792 common units were available to be awarded under the 2013 ICP. | ||
On January 20, 2014, a grant of 1,736 restricted units was made under the 2013 ICP to each of our three independent directors for a total of 5,208 restricted units, in tandem with an equal number of DERs. The weighted-average grant-date fair value was $34.575 per unit. This grant resulted in the recognition of unit-based compensation expense and an increase in partners’ capital of $68,000 for the year ended December 31, 2014. These restricted units are scheduled to vest on January 20, 2017, subject to the terms of the plan, at which time, each participant will be entitled to receive an equal number of unrestricted common units of the Partnership. The DERs entitle the participant to a cash payment equal to the cash distribution per unit paid on our outstanding common units and is paid to the participant in cash as of each record payment date during the period the restricted units are outstanding. As of December 31, 2014, there was $156,000 of unrecognized compensation cost related to outstanding unvested restricted units that is expected to be recognized over a weighted-average period of approximately two years. | ||
On January 8, 2015, a grant of 1,481 restricted units was made under the 2013 ICP to each of our three independent directors for a total of 4,443 restricted units, in tandem with an equal number of DERs. The weighted-average grant-date fair value was $40.513 per unit. These restricted units will vest annually in equal one-third increments on each anniversary of the restricted units’ grant date. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||
INCOME TAXES | ||||||||||||||
12 | INCOME TAXES | |||||||||||||
Components of income tax expense were as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Current U.S. state | $ | 505 | $ | 493 | $ | 553 | ||||||||
Deferred U.S. state | 43 | 941 | — | |||||||||||
Income tax expense | $ | 548 | $ | 1,434 | $ | 553 | ||||||||
a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
We are not a taxable entity for U.S. federal income tax purposes or for the majority of states that impose an income tax. Taxes on our net income generally are borne by our partners through the allocation of taxable income. Our income tax expense results from state laws that apply to entities organized as partnerships, specifically in the state of Texas. The difference between income tax expense recorded by us and income taxes computed by applying the statutory federal income tax rate (35 percent for all years presented) to income before income tax expense is due to the fact that the majority of our income is not subject to federal income tax at the entity level as described above. | ||||||||||||||
Deferred income tax liabilities relate to the tax effects of significant temporary differences in property and equipment resulting from a change in the Texas margin tax law during the second quarter of 2013. This change in the tax law allows certain pipeline entities to take a depreciation deduction for purposes of computing the Texas margin tax. | ||||||||||||||
As of December 31, 2014 and 2013, we had no liability reported for unrecognized tax benefits. We did not have any interest or penalties related to income taxes during the years ended December 31, 2014, 2013, and 2012. |
Employee_Benefit_Plans
Employee Benefit Plans | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||||
EMPLOYEE BENEFIT PLANS | ||||||||||||||
13 | EMPLOYEE BENEFIT PLANS | |||||||||||||
Employees of Valero who directly or indirectly support our operations participate in the pension, postretirement health and life insurance, and defined contribution benefit plans sponsored by Valero. Valero charges us for these costs associated with its employees who provide direct services to us for the operation of our pipeline and terminal systems under our services and secondment agreement, but we are not separately charged for these costs associated with Valero’s employees who provide indirect support to us for the management of our operations and general corporate services under our omnibus agreement, as we pay an annual fee to Valero under that agreement. Costs associated with these benefit plans were included in the costs allocated to our Predecessor from Valero. | ||||||||||||||
Our share of pension and postretirement costs and defined contribution plan costs was as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Pension and postretirement costs | $ | 69 | $ | 943 | $ | 817 | ||||||||
Defined contribution plan costs | 61 | 349 | 359 | |||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. |
Supplemental_Cash_Flow_Informa
Supplemental Cash Flow Information | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||||
SUPPLEMENTAL CASH FLOW INFORMATION | ||||||||||||||
14 | SUPPLEMENTAL CASH FLOW INFORMATION | |||||||||||||
In order to determine net cash provided by operating activities, net income is adjusted by, among other things, changes in current assets and current liabilities as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Decrease (increase) in current assets: | ||||||||||||||
Receivables from related party | $ | 2,945 | $ | (6,318 | ) | $ | — | |||||||
Prepaid expenses and other | (451 | ) | (9 | ) | 250 | |||||||||
Increase (decrease) in current liabilities: | ||||||||||||||
Accounts payable | (4,778 | ) | 2,403 | — | ||||||||||
Accrued liabilities | 896 | 158 | — | |||||||||||
Taxes other than income taxes | 31 | 734 | — | |||||||||||
Deferred revenue from related party | 39 | 85 | — | |||||||||||
Changes in current assets and current liabilities | $ | (1,318 | ) | $ | (2,947 | ) | $ | 250 | ||||||
The above changes in current assets and current liabilities differ from changes between amounts reflected in the applicable balance sheets for the respective periods for the following reasons: | ||||||||||||||
• | amounts accrued for capital expenditures are reflected in investing activities when such amounts are paid, and | |||||||||||||
• | amounts accrued for offering costs and debt issuance costs were reflected in financing activities when paid. | |||||||||||||
Noncash activities for the years ended December 31, 2014, 2013, and 2012 were as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Receivables from related party: | ||||||||||||||
Debt issuance costs owed to related party | $ | — | $ | 1,071 | $ | — | ||||||||
Offering costs owed to related party | — | 3,223 | — | |||||||||||
Amounts due from related party | — | (5,126 | ) | — | ||||||||||
Transfer (from) to Valero for: | ||||||||||||||
Indemnification of environmental costs | — | (85 | ) | — | ||||||||||
Deferred income taxes | (153 | ) | — | — | ||||||||||
Property and equipment, net | — | 764 | — | |||||||||||
Change in accrued capital expenditures | — | — | 2,243 | |||||||||||
Capital expenditures included in accounts payable | (786 | ) | (761 | ) | — | |||||||||
Reduction to property and equipment, net | — | 913 | — | |||||||||||
due to capital lease obligation modification | ||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
Cash flows related to interest and income taxes paid were as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Interest paid | $ | 899 | $ | 602 | $ | 743 | ||||||||
Income taxes paid | 74 | 493 | 553 | |||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. |
Fair_Value_of_Financial_Instru
Fair Value of Financial Instrument | 12 Months Ended | |
Dec. 31, 2014 | ||
Fair Value Disclosures [Abstract] | ||
FAIR VALUE OF FINANCIAL INSTRUMENT | ||
15 | FAIR VALUE OF FINANCIAL INSTRUMENT | |
The fair value of cash and cash equivalents approximates the carrying value due to the low level of credit risk of these assets combined with their market interest rates. The fair value measurement for cash and cash equivalents is categorized as Level 1 in the fair value hierarchy. Fair values determined by Level 1 inputs utilize unadjusted quoted prices in active markets for identical assets. |
Quarterly_Financial_Data_Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
QUARTERLY FINANCIAL DATA (UNAUDITED) | |||||||||||||||||
16 | QUARTERLY FINANCIAL DATA (UNAUDITED) | ||||||||||||||||
The following tables summarize quarterly financial data for the years ended December 31, 2014 and 2013 (in thousands, except per unit amounts). The information includes the results of operations of our Predecessor for the periods prior to the Offering for the Contributed Assets and prior to July 1, 2014 for the Acquisition. Net income per unit is only calculated after the Offering, as no units were outstanding prior to December 16, 2013. | |||||||||||||||||
2014 Quarter Ended | |||||||||||||||||
March 31 (a) | June 30 (a) | 30-Sep | 31-Dec | ||||||||||||||
Operating revenues – related party | $ | 29,489 | $ | 31,843 | $ | 33,666 | $ | 34,182 | |||||||||
Operating income | 14,928 | 16,834 | 17,730 | 19,188 | |||||||||||||
Net income | 15,209 | 16,956 | 17,543 | 19,056 | |||||||||||||
Net income attributable to partners | 10,482 | 12,200 | 17,543 | 19,056 | |||||||||||||
Limited partners’ interest in net income | 10,272 | 11,956 | 17,192 | 18,482 | |||||||||||||
Net income per limited partner unit – basic: | |||||||||||||||||
Common units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
Subordinated units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
Net income per limited partner unit – diluted: | |||||||||||||||||
Common units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
Subordinated units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
2013 Quarter Ended | |||||||||||||||||
March 31 (a) | June 30 (a) | 30-Sep | December 31 (a) | ||||||||||||||
Operating revenues – related party | $ | 29,993 | $ | 29,911 | $ | 32,012 | $ | 33,069 | |||||||||
Operating income | 18,215 | 16,930 | 17,102 | 17,082 | |||||||||||||
Net income | 18,043 | 15,472 | 16,970 | 17,521 | |||||||||||||
Net income attributable to partners | n/a | n/a | n/a | 2,041 | |||||||||||||
Limited partners’ interest in net income | n/a | n/a | n/a | 2,000 | |||||||||||||
Net income per limited partner unit | |||||||||||||||||
(basic and diluted): | |||||||||||||||||
Common units | n/a | n/a | n/a | 0.03 | |||||||||||||
Subordinated units | n/a | n/a | n/a | 0.03 | |||||||||||||
______________ | |||||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | |||||||||||||||||
The following table presents our previously reported quarterly financial data giving effect to the Acquisition (in thousands): | |||||||||||||||||
Previously Reported | Texas Crude | Currently | |||||||||||||||
Systems | Reported | ||||||||||||||||
Business | |||||||||||||||||
Quarter ended March 31, 2014: | |||||||||||||||||
Operating revenues – related party | $ | 21,531 | $ | 7,958 | $ | 29,489 | |||||||||||
Operating income | 10,152 | 4,776 | 14,928 | ||||||||||||||
Net income | 10,482 | 4,727 | 15,209 | ||||||||||||||
Quarter ended June 30, 2014: | |||||||||||||||||
Operating revenues – related party | 23,660 | 8,183 | 31,843 | ||||||||||||||
Operating income | 12,050 | 4,784 | 16,834 | ||||||||||||||
Net income | 12,200 | 4,756 | 16,956 | ||||||||||||||
Quarter ended March 31, 2013: | |||||||||||||||||
Operating revenues – related party | 23,478 | 6,515 | 29,993 | ||||||||||||||
Operating income | 14,656 | 3,559 | 18,215 | ||||||||||||||
Net income | 14,520 | 3,523 | 18,043 | ||||||||||||||
Quarter ended June 30, 2013: | |||||||||||||||||
Operating revenues – related party | 22,865 | 7,046 | 29,911 | ||||||||||||||
Operating income | 12,973 | 3,957 | 16,930 | ||||||||||||||
Net income | 11,613 | 3,859 | 15,472 | ||||||||||||||
Quarter ended December 31, 2013: | |||||||||||||||||
Operating revenues – related party | 24,586 | 8,483 | 33,069 | ||||||||||||||
Operating income | 11,601 | 5,481 | 17,082 | ||||||||||||||
Net income | 12,094 | 5,427 | 17,521 | ||||||||||||||
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Our consolidated financial statements include the accounts of the Partnership and its subsidiaries as well as our Predecessor. All intercompany accounts and transactions have been eliminated. | |
The combined financial statements of our Predecessor were derived from the consolidated financial statements and accounting records of Valero and reflect the combined historical financial position, results of operations, and cash flows of our Predecessor as if the Contributed Assets and the Texas Crude Systems Business had been combined for periods prior to the Offering and the Acquisition. | |
The assets and liabilities of the Contributed Assets have been reflected in these financial statements at Valero’s carrying value rather than fair value as all of the assets and liabilities of the Contributed Assets were under common control with Valero immediately prior to the Offering. | |
The Acquisition of the Texas Crude Systems Business was accounted for as a transfer of a business between entities under common control. As entities under the common control of Valero, we recorded the Acquisition on our balance sheet at Valero’s carrying value rather than fair value. Transfers between entities under common control are accounted for as though the transfer occurred as of the beginning of the period of transfer, and prior period financial statements and financial information are retrospectively adjusted to furnish comparative information. Accordingly, the Partnership’s financial statements and related notes have been retrospectively adjusted to include the historical results of the Texas Crude Systems Business for all periods presented prior to July 1, 2014. | |
There were no transactions between the operations of our Predecessor; therefore, there were no intercompany transactions or accounts to be eliminated in connection with the combination of those operations. In addition, the statements of income for periods prior to the Offering and the Acquisition include direct charges for the management and operation of our logistics assets and certain expenses allocated by Valero for general corporate services, such as treasury, accounting, and legal services. These expenses were charged, or allocated, to our Predecessor based on the nature of the expenses. Prior to the Offering and the Acquisition, we transferred cash to Valero daily and Valero funded our operating and investing activities as needed. Accordingly, cash held by Valero at the corporate level was not allocated to us and we reflected transfers of cash to and from Valero’s cash management system as a component of net investment. These net transfers of cash were reflected as a financing activity in our statements of cash flows. We also did not include any interest income on the net cash transfers to Valero. In conjunction with the Offering, we established separate bank accounts and no longer participate in Valero’s centralized cash management system. | |
The financial information presented for the periods after the Offering for the Contributed Assets and after July 1, 2014 for the Acquisition represents the consolidated financial position, results of operations, and cash flows of the Partnership. | |
Reclassifications | Reclassifications |
Certain amounts previously reported for the year ended December 31, 2013 have been reclassified to conform to the 2014 presentation. | |
Principles of Consolidation | Principles of Consolidation |
These financial statements include the accounts of Valero Energy Partners LP, its subsidiaries, and our Predecessor. All intercompany accounts and transactions have been eliminated. | |
Use of Estimates | Use of Estimates |
The preparation of financial statements in conformity with U.S. generally accepted accounting principles (GAAP) requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. On an ongoing basis, we review our estimates based on currently available information. Changes in facts and circumstances may result in revised estimates. | |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Our cash equivalents are highly liquid investments that have a maturity of three months or less when acquired. | |
Receivables from Related Party | Receivables from Related Party |
All of our receivables from related party are due from Valero and include trade receivables and nontrade receivables, net of payables to Valero for services under various agreements as more fully described in Note 4. Under these various agreements with Valero, we have the right to offset payables due to Valero against receivables from Valero. | |
Property and Equipment | Property and Equipment |
The cost of property and equipment purchased or constructed, including betterments of property assets, is capitalized. However, the cost of repairs and normal maintenance of property and equipment is expensed when incurred. Betterments of property and equipment are those that extend the useful lives of the property and equipment or improve the safety of our operations. The cost of property and equipment constructed includes certain overhead costs allocable to the construction activities. Property and equipment also includes our 33⅓ percent undivided interest in certain assets. | |
When property and equipment are retired or replaced, the cost and related accumulated depreciation are eliminated, with any gain or loss reflected in depreciation expense, unless such amounts are reported separately due to materiality. | |
Depreciation of property and equipment is recorded on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful life of the related asset. Assets acquired under capital leases are amortized on a straight-line basis over (i) the lease term if transfer of ownership does not occur at the end of the lease term or (ii) the estimated useful life of the asset if transfer of ownership occurs at the end of the lease term. | |
Impairment of Assets | Impairment of Assets |
Long-lived assets, which include property and equipment, are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. A long-lived asset is not recoverable if its carrying amount exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. If a long-lived asset is not recoverable, an impairment loss is recognized for the amount by which the carrying amount of the long-lived asset exceeds its fair value, with fair value determined based on discounted estimated net cash flows or other appropriate methods. | |
Asset Retirement Obligations | Asset Retirement Obligations |
We record a liability, which is referred to as an asset retirement obligation, at fair value for the estimated cost to retire a tangible long-lived asset at the time we incur that liability, which is generally when the asset is purchased, constructed, or leased. We record the liability when we have a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. | |
Environmental Matters | Environmental Matters |
Liabilities for future remediation costs are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Other than for assessments, the timing and magnitude of these accruals generally are based on the completion of investigations or other studies or a commitment to a formal plan of action. Amounts recorded for environmental liabilities have not been reduced by possible recoveries from third parties and have not been measured on a discounted basis. | |
Net Income per Limited Partner Unit | Net Income per Limited Partner Unit |
Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships as further described in Note 10. | |
Net Investment | Net Investment |
Net investment represents Valero’s historical investment in our Predecessor, its accumulated net earnings after taxes, and the net effect of transactions and allocations between our Predecessor and Valero. There were no terms of settlement or interest charges associated with the net investment balance. | |
Comprehensive Income | Comprehensive Income |
We have not reported comprehensive income due to the absence of items of other comprehensive income in the years presented. | |
Segment Reporting | Segment Reporting |
Our operations consist of one reportable segment and all of our operations are conducted and assets are located in the U.S. | |
Revenue Recognition | Revenue Recognition |
Revenues are recognized for the transportation of crude oil and refined petroleum products upon delivery of actual volumes transported at contractual tariff rates. Revenues are recognized for terminaling crude oil and refined petroleum products as terminaling services are performed based on contractual rates. | |
As further described in Note 4, our commercial agreements (defined in Note 4) with Valero contain minimum volume commitment requirements. Under these agreements, if Valero fails to transport its minimum throughput volumes during any quarter, then Valero will pay us a deficiency payment equal to the volume of the deficiency multiplied by the tariff rate then in effect. Valero may apply the amount of any such deficiency payments as a credit for volumes transported on the applicable pipeline and terminal systems in excess of its minimum volume commitment during the following four quarters under the terms of the applicable commercial agreement. The deficiency payments are initially recorded as deferred revenue from related party. We recognize revenues for the deficiency payments at the earlier of when credits are used for volumes transported in excess of minimum volume commitments or upon the expiration of the applicable four-quarter period. The use or expiration of the credits is a reduction to deferred revenue from related party. | |
Certain of our commercial agreements with Valero are considered operating leases under U.S. GAAP. Lease revenue is recognized over the lease term and contingent lease revenue is recognized after minimum monthly volume commitment requirements on these leases have been met. | |
Prior to the Offering, our Predecessor recognized revenues under various operating leases with Valero for crude oil and refined petroleum products storage capacity. | |
Income Taxes | Income Taxes |
Our Predecessor’s taxable income was included in the consolidated U.S. federal income tax returns of Valero and in certain consolidated state income tax returns. Our operations are treated as a partnership for federal and state income tax purposes, with each partner being separately taxed on its share of taxable income. Therefore, we have excluded income taxes from these financial statements, except for state taxes that apply to partnerships, specifically the margin tax in Texas. | |
Income taxes are accounted for under the asset and liability method, as if we were a separate taxpayer rather than a member of Valero’s consolidated tax return. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. | |
We classify any interest expense and penalties related to the underpayment of income taxes in income tax expense. | |
Financial Instruments | Financial Instruments |
Our financial instruments include cash and cash equivalents, accounts receivable, accounts payable, and capital lease obligations, the fair values of which approximate their carrying amounts. | |
New Accounting Pronouncements | New Accounting Pronouncements |
In April 2014, the provisions of Accounting Standards Codification (ASC) Topic 205, “Presentation of Financial Statements,” and ASC Topic 360, “Property, Plant, and Equipment,” were amended to change the criteria for reporting discontinued operations. The provisions of these amendments modify the definition of discontinued operations by limiting discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have or will have a major effect on an entity’s operations and financial results. These amendments require additional disclosures about discontinued operations and new disclosures for other disposals of individually material components of an organization that do not meet the definition of a discontinued operation. In addition, the guidance allows companies to have significant continuing involvement and continuing cash flows with the discontinued operation. These provisions are effective prospectively for annual reporting periods beginning on or after December 15, 2014, and interim periods within those annual periods, with early adoption permitted. The adoption of this guidance effective January 1, 2015 will not affect our financial position or results of operations; however, it may result in changes to the manner in which future dispositions of operations or assets, if any, are presented in our financial statements, or it may require additional disclosures. | |
In May 2014, the Financial Accounting Standards Board (FASB) amended the ASC and issued a new accounting standard, Topic 606, “Revenue from Contracts with Customers,” to clarify the principles for recognizing revenue. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The standard also requires improved interim and annual disclosures that enable the users of financial statements to better understand the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. The new standard is effective for annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period, and can be adopted either retrospectively to each prior reporting period presented using a practical expedient as allowed by the new standard or retrospectively with a cumulative-effect adjustment to partners’ capital as of the date of initial application. Early adoption is not permitted. We are currently evaluating the effect that adopting this new standard will have on our consolidated financial statements and related disclosures. | |
In January 2015, the provisions of ASC Subtopic 225-20, “Income Statement–Extraordinary and Unusual Items” were amended to eliminate the concept of extraordinary items from U.S. GAAP as part of the FASB’s simplification initiative. The guidance eliminates the separate presentation of extraordinary items on the income statement, net of tax and the related earnings per share, but does not affect the requirement to disclose material items that are unusual in nature or infrequently occurring or to exclude those items from the estimated annual effective tax rate for interim reporting purposes. These provisions may be applied prospectively or retrospectively and are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted. The adoption of this guidance effective January 1, 2016 will not affect our financial position or results of operations; however, it may affect the manner in which future extraordinary or unusual items, if any, are presented in our financial statements. | |
In February 2015, the provisions of ASC Topic 810, “Consolidation” were amended to improve consolidation guidance for certain types of legal entities. The guidance modifies the evaluation of whether limited partnerships and similar legal entities are variable interest entities (VIEs) or voting interest entities, eliminates the presumption that a general partner should consolidate a limited partnership, affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships, and provides a scope exception from consolidation guidance for certain money market funds. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted. These provisions may also be adopted retrospectively in previously issued financial statements for one or more years with a cumulative-effect adjustment to partners’ capital as of the beginning of the first year restated. We are currently evaluating the effect that adopting this new accounting standard will have on our consolidated financial statements and related disclosures. |
Acquisitions_Tables
Acquisitions (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Consolidated balance sheet, statements of income, and statements of cash flow of the Texas Crude Systems Business Acquisition | The following table presents our previously reported December 31, 2013 consolidated balance sheet adjusted for the Acquisition (in thousands): | ||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
ASSETS | |||||||||||||
Current assets: | |||||||||||||
Cash and cash equivalents | $ | 375,118 | $ | — | $ | 375,118 | |||||||
Receivables from related party | 7,150 | — | 7,150 | ||||||||||
Prepaid expenses and other | 276 | — | 276 | ||||||||||
Total current assets | 382,544 | — | 382,544 | ||||||||||
Property and equipment, at cost | 375,542 | 92,785 | 468,327 | ||||||||||
Accumulated depreciation | (103,358 | ) | (11,637 | ) | (114,995 | ) | |||||||
Property and equipment, net | 272,184 | 81,148 | 353,332 | ||||||||||
Deferred charges and other assets, net | 1,714 | — | 1,714 | ||||||||||
Total assets | $ | 656,442 | $ | 81,148 | $ | 737,590 | |||||||
LIABILITIES AND PARTNERS’ CAPITAL | |||||||||||||
Current liabilities: | |||||||||||||
Current portion of capital lease obligations | $ | 1,048 | $ | — | $ | 1,048 | |||||||
Accounts payable | 8,289 | — | 8,289 | ||||||||||
Accrued liabilities | 158 | — | 158 | ||||||||||
Taxes other than income taxes | 734 | — | 734 | ||||||||||
Deferred revenue from related party | 85 | — | 85 | ||||||||||
Total current liabilities | 10,314 | — | 10,314 | ||||||||||
Capital lease obligations, net of current portion | 3,079 | — | 3,079 | ||||||||||
Deferred income taxes | 814 | 127 | 941 | ||||||||||
Other long-term liabilities | 644 | 448 | 1,092 | ||||||||||
Partners’ capital: | |||||||||||||
Common unitholders – public | 369,825 | — | 369,825 | ||||||||||
Common unitholder – Valero | 75,998 | — | 75,998 | ||||||||||
Subordinated unitholder – Valero | 189,601 | — | 189,601 | ||||||||||
General partner – Valero | 6,167 | — | 6,167 | ||||||||||
Net investment | — | 80,573 | 80,573 | ||||||||||
Total partners’ capital | 641,591 | 80,573 | 722,164 | ||||||||||
Total liabilities and partners’ capital | $ | 656,442 | $ | 81,148 | $ | 737,590 | |||||||
The following table presents our consolidated statement of cash flows for the year ended December 31, 2014 giving effect to the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2014 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
Business | (Currently | ||||||||||||
Reported) | |||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 59,281 | $ | 9,483 | $ | 68,764 | |||||||
Adjustments to reconcile net income to net cash | |||||||||||||
provided by operating activities: | |||||||||||||
Depreciation expense | 14,764 | 1,687 | 16,451 | ||||||||||
Deferred income tax expense | 11 | 32 | 43 | ||||||||||
Changes in current assets and current | (1,318 | ) | — | (1,318 | ) | ||||||||
liabilities | |||||||||||||
Changes in deferred charges and credits and | 42 | (76 | ) | (34 | ) | ||||||||
other operating activities, net | |||||||||||||
Net cash provided by operating activities | 72,780 | 11,126 | 83,906 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Capital expenditures | (10,194 | ) | (1,033 | ) | (11,227 | ) | |||||||
Acquisition of the Texas Crude Systems Business | (80,116 | ) | — | (80,116 | ) | ||||||||
from Valero Energy Corporation | |||||||||||||
Proceeds from dispositions of property and | 54 | — | 54 | ||||||||||
equipment | |||||||||||||
Net cash used in investing activities | (90,256 | ) | (1,033 | ) | (91,289 | ) | |||||||
Cash flows from financing activities: | |||||||||||||
Repayments of capital lease obligations | (1,048 | ) | — | (1,048 | ) | ||||||||
Offering costs | (3,223 | ) | — | (3,223 | ) | ||||||||
Debt issuance costs | (1,071 | ) | — | (1,071 | ) | ||||||||
Excess purchase price paid to Valero Energy | (73,884 | ) | — | (73,884 | ) | ||||||||
Corporation over the carrying value of the | |||||||||||||
Texas Crude Systems Business | |||||||||||||
Cash distributions to unitholders and | (41,837 | ) | — | (41,837 | ) | ||||||||
distribution equivalent right payments | |||||||||||||
Net transfers to Valero Energy Corporation | — | (10,093 | ) | (10,093 | ) | ||||||||
Net cash used in financing activities | (121,063 | ) | (10,093 | ) | (131,156 | ) | |||||||
Net decrease in cash and cash equivalents | (138,539 | ) | — | (138,539 | ) | ||||||||
Cash and cash equivalents at beginning of year | 375,118 | — | 375,118 | ||||||||||
Cash and cash equivalents at end of year | $ | 236,579 | $ | — | $ | 236,579 | |||||||
The following tables present the previously reported consolidated statements of cash flows for the years ended December 31, 2013 and 2012 adjusted for the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 50,151 | $ | 17,855 | $ | 68,006 | |||||||
Adjustments to reconcile net income to net cash | |||||||||||||
provided by operating activities: | |||||||||||||
Depreciation expense | 13,073 | 3,183 | 16,256 | ||||||||||
Deferred income tax expense | 814 | 127 | 941 | ||||||||||
Changes in current assets and current | (2,947 | ) | — | (2,947 | ) | ||||||||
liabilities | |||||||||||||
Changes in deferred charges and credits and | (404 | ) | (17 | ) | (421 | ) | |||||||
other operating activities, net | |||||||||||||
Net cash provided by operating activities | 60,687 | 21,148 | 81,835 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Capital expenditures | (13,831 | ) | (8,063 | ) | (21,894 | ) | |||||||
Proceeds from dispositions of property and | — | 8 | 8 | ||||||||||
equipment | |||||||||||||
Net cash used in investing activities | (13,831 | ) | (8,055 | ) | (21,886 | ) | |||||||
Cash flows from financing activities: | |||||||||||||
Repayments of capital lease obligations | (1,059 | ) | — | (1,059 | ) | ||||||||
Prefunding of capital projects by Valero | 3,500 | — | 3,500 | ||||||||||
Proceeds from initial public offering, net of | 372,449 | — | 372,449 | ||||||||||
offering costs | |||||||||||||
Debt issuance costs | (572 | ) | — | (572 | ) | ||||||||
Net transfers to Valero Energy Corporation | (46,056 | ) | (13,093 | ) | (59,149 | ) | |||||||
Net cash provided by (used in) financing | 328,262 | (13,093 | ) | 315,169 | |||||||||
activities | |||||||||||||
Net increase in cash and cash equivalents | 375,118 | — | 375,118 | ||||||||||
Cash and cash equivalents at beginning of year | — | — | — | ||||||||||
Cash and cash equivalents at end of year | $ | 375,118 | $ | — | $ | 375,118 | |||||||
Year Ended December 31, 2012 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Cash flows from operating activities: | |||||||||||||
Net income | $ | 42,285 | $ | 15,512 | $ | 57,797 | |||||||
Adjustments to reconcile net income to net cash | |||||||||||||
provided by operating activities: | |||||||||||||
Depreciation expense | 12,881 | 3,669 | 16,550 | ||||||||||
Changes in current assets and current | 250 | — | 250 | ||||||||||
liabilities | |||||||||||||
Changes in deferred charges and credits and | (436 | ) | (2 | ) | (438 | ) | |||||||
other operating activities, net | |||||||||||||
Net cash provided by operating activities | 54,980 | 19,179 | 74,159 | ||||||||||
Cash flows from investing activities: | |||||||||||||
Capital expenditures | (7,650 | ) | (9,141 | ) | (16,791 | ) | |||||||
Net cash used in investing activities | (7,650 | ) | (9,141 | ) | (16,791 | ) | |||||||
Cash flows from financing activities: | |||||||||||||
Repayments of capital lease obligations | (970 | ) | — | (970 | ) | ||||||||
Net transfers to Valero Energy Corporation | (46,360 | ) | (10,038 | ) | (56,398 | ) | |||||||
Net cash used in financing activities | (47,330 | ) | (10,038 | ) | (57,368 | ) | |||||||
Net increase in cash and cash equivalents | — | — | — | ||||||||||
Cash and cash equivalents at beginning of year | — | — | — | ||||||||||
Cash and cash equivalents at end of year | $ | — | $ | — | $ | — | |||||||
The following table presents our consolidated statement of income for the year ended December 31, 2014 giving effect to the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2014 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
Business | (Currently | ||||||||||||
Reported) | |||||||||||||
Operating revenues – related party | $ | 113,039 | $ | 16,141 | $ | 129,180 | |||||||
Costs and expenses: | |||||||||||||
Operating expenses | 27,709 | 4,010 | 31,719 | ||||||||||
General and administrative expenses | 11,446 | 884 | 12,330 | ||||||||||
Depreciation expense | 14,764 | 1,687 | 16,451 | ||||||||||
Total costs and expenses | 53,919 | 6,581 | 60,500 | ||||||||||
Operating income | 59,120 | 9,560 | 68,680 | ||||||||||
Other income, net | 1,484 | 20 | 1,504 | ||||||||||
Interest expense | (872 | ) | — | (872 | ) | ||||||||
Income before income taxes | 59,732 | 9,580 | 69,312 | ||||||||||
Income tax expense | 451 | 97 | 548 | ||||||||||
Net income | 59,281 | 9,483 | 68,764 | ||||||||||
Less: Net income attributable to Predecessor | — | 9,483 | 9,483 | ||||||||||
Net income attributable to partners | $ | 59,281 | $ | — | $ | 59,281 | |||||||
The following tables present the previously reported consolidated statements of income for the years ended December 31, 2013 and 2012 adjusted for the Acquisition (in thousands): | |||||||||||||
Year Ended December 31, 2013 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Operating revenues – related party | $ | 94,529 | $ | 30,456 | $ | 124,985 | |||||||
Costs and expenses: | |||||||||||||
Operating expenses | 24,751 | 7,454 | 32,205 | ||||||||||
General and administrative expenses | 5,478 | 1,717 | 7,195 | ||||||||||
Depreciation expense | 13,073 | 3,183 | 16,256 | ||||||||||
Total costs and expenses | 43,302 | 12,354 | 55,656 | ||||||||||
Operating income | 51,227 | 18,102 | 69,329 | ||||||||||
Other income, net | 309 | — | 309 | ||||||||||
Interest expense | (198 | ) | — | (198 | ) | ||||||||
Income before income taxes | 51,338 | 18,102 | 69,440 | ||||||||||
Income tax expense | 1,187 | 247 | 1,434 | ||||||||||
Net income | 50,151 | 17,855 | 68,006 | ||||||||||
Less: Net income attributable to Predecessor | 48,110 | 17,855 | 65,965 | ||||||||||
Net income attributable to partners | $ | 2,041 | $ | — | $ | 2,041 | |||||||
Year Ended December 31, 2012 | |||||||||||||
Valero Energy | Texas Crude | Valero Energy | |||||||||||
Partners LP | Systems | Partners LP | |||||||||||
(Previously | Business | (Currently | |||||||||||
Reported) | Reported) | ||||||||||||
Operating revenues – related party | $ | 86,804 | $ | 29,085 | $ | 115,889 | |||||||
Costs and expenses: | |||||||||||||
Operating expenses | 26,249 | 8,224 | 34,473 | ||||||||||
General and administrative expenses | 5,016 | 1,530 | 6,546 | ||||||||||
Depreciation expense | 12,881 | 3,669 | 16,550 | ||||||||||
Total costs and expenses | 44,146 | 13,423 | 57,569 | ||||||||||
Operating income | 42,658 | 15,662 | 58,320 | ||||||||||
Other income, net | 337 | — | 337 | ||||||||||
Interest expense | (307 | ) | — | (307 | ) | ||||||||
Income before income taxes | 42,688 | 15,662 | 58,350 | ||||||||||
Income tax expense | 403 | 150 | 553 | ||||||||||
Net income | 42,285 | 15,512 | 57,797 | ||||||||||
Less: Net income attributable to Predecessor | 42,285 | 15,512 | 57,797 | ||||||||||
Net income attributable to partners | $ | — | $ | — | $ | — | |||||||
RelatedParty_Agreements_and_Tr1
Related-Party Agreements and Transactions (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Related Party Transactions [Abstract] | ||||||||||||||
Summary of related party transactions | The following table reflects significant transactions with Valero (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Operating revenues – related party | $ | 129,180 | $ | 124,985 | $ | 115,889 | ||||||||
Operating expenses | 8,835 | 6,936 | 6,576 | |||||||||||
General and administrative expenses | 9,869 | 7,114 | 6,546 | |||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
Receivables from related party consist of the following (in thousands): | ||||||||||||||
December 31, | ||||||||||||||
2014 | 2013 | |||||||||||||
Trade receivables – related party | $ | 10,515 | $ | 4,196 | ||||||||||
Due from (to) related party | (2,016 | ) | 2,954 | |||||||||||
Receivables from related party | $ | 8,499 | $ | 7,150 | ||||||||||
Reconciliation of net transfers to Valero | The following is a reconciliation of the amounts presented as net transfers to Valero on our statements of partners’ capital and statements of cash flows (in thousands). | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Net transfers to Valero | $ | (9,940 | ) | $ | (59,828 | ) | $ | (58,641 | ) | |||||
per statements of partners’ capital | ||||||||||||||
Less: Noncash transfers from (to) Valero | 153 | (679 | ) | (2,243 | ) | |||||||||
Net transfers to Valero | $ | (10,093 | ) | $ | (59,149 | ) | $ | (56,398 | ) | |||||
per statements of cash flows | ||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
Future minimum rentals to be received related to noncancelable lease agreements | As of December 31, 2014, future minimum rentals to be received related to these noncancelable lease agreements were as follows (in thousands): | |||||||||||||
2015 | $ | 28,927 | ||||||||||||
2016 | 28,927 | |||||||||||||
2017 | 28,927 | |||||||||||||
2018 | 28,927 | |||||||||||||
2019 | 28,927 | |||||||||||||
Thereafter | 127,607 | |||||||||||||
Total minimum rental payments | $ | 272,242 | ||||||||||||
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||||||
Major classes of property and equipment | Major classes of property and equipment consisted of the following (in thousands): | |||||||||||||
December 31, 2014 | ||||||||||||||
Non-Leased | Assets | Total | ||||||||||||
Assets | Under | |||||||||||||
Operating | ||||||||||||||
Leases (b) | ||||||||||||||
Pipelines and related assets | $ | 227,780 | $ | 45,695 | $ | 273,475 | ||||||||
Terminals and related assets | 110,322 | 72,326 | 182,648 | |||||||||||
Other | 9,439 | — | 9,439 | |||||||||||
Land | 4,672 | — | 4,672 | |||||||||||
Construction-in-progress | 4,609 | — | 4,609 | |||||||||||
Property and equipment, at cost | 356,822 | 118,021 | 474,843 | |||||||||||
Accumulated depreciation | (106,941 | ) | (19,019 | ) | (125,960 | ) | ||||||||
Property and equipment, net | $ | 249,881 | $ | 99,002 | $ | 348,883 | ||||||||
December 31, 2013 (a) | ||||||||||||||
Non-Leased | Assets | Total | ||||||||||||
Assets | Under | |||||||||||||
Operating | ||||||||||||||
Leases (b) | ||||||||||||||
Pipelines and related assets | $ | 259,825 | $ | 6,442 | $ | 266,267 | ||||||||
Terminals and related assets | 158,936 | 17,417 | 176,353 | |||||||||||
Other | 9,049 | — | 9,049 | |||||||||||
Land | 4,672 | — | 4,672 | |||||||||||
Construction-in-progress | 11,986 | — | 11,986 | |||||||||||
Property and equipment, at cost | 444,468 | 23,859 | 468,327 | |||||||||||
Accumulated depreciation | (110,705 | ) | (4,290 | ) | (114,995 | ) | ||||||||
Property and equipment, net | $ | 333,763 | $ | 19,569 | $ | 353,332 | ||||||||
Other_LongTerm_Liabilities_Tab
Other Long-Term Liabilities (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Other Liabilities Disclosure [Abstract] | ||||||||||||||
Changes in asset retirement obligations | Changes in our asset retirement obligations were as follows (in thousands): | |||||||||||||
December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Balance as of beginning of year | $ | 931 | $ | 889 | $ | 849 | ||||||||
Accretion expense | 44 | 42 | 40 | |||||||||||
Balance as of end of year | $ | 975 | $ | 931 | $ | 889 | ||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. |
Debt_and_Capital_Lease_Obligat1
Debt and Capital Lease Obligations (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Debt and Capital Lease Obligations [Abstract] | ||||
Future minimum rentals on capital lease obligations | As of December 31, 2014, our future minimum rentals for our capital leases were as follows (in thousands): | |||
2015 | $ | 1,414 | ||
2016 | 963 | |||
Total minimum rental payments | 2,377 | |||
Less interest expense | (264 | ) | ||
Unamortized fair value adjustment | 606 | |||
Capital lease obligations | $ | 2,719 | ||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year | As of December 31, 2014, our future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): | |||
2015 | $ | 348 | ||
2016 | 85 | |||
2017 | 83 | |||
2018 | 69 | |||
2019 | 41 | |||
Thereafter | 623 | |||
Total minimum rental payments | $ | 1,249 | ||
Cash_Distributions_Tables
Cash Distributions (Tables) | 12 Months Ended | ||||||||||||||
Dec. 31, 2014 | |||||||||||||||
Equity [Abstract] | |||||||||||||||
Distributions made to unitholders | The following table reflects the allocation of total cash distributions to the general and limited partners and distribution equivalent right (DER) payments (see Notes 10 and 11 for a description of DERs) applicable to the period in which the distributions and DERs were earned (in thousands): | ||||||||||||||
Year Ended | 16-Dec-13 | ||||||||||||||
31-Dec-14 | through | ||||||||||||||
31-Dec-13 | |||||||||||||||
General partner’s distributions: | |||||||||||||||
General partner’s distributions | $ | 1,110 | $ | 44 | |||||||||||
General partner’s incentive distribution | 194 | — | |||||||||||||
rights (IDRs) | |||||||||||||||
Total general partner’s distributions | 1,304 | 44 | |||||||||||||
Limited partners’ distributions: | |||||||||||||||
Common – public | 16,232 | 638 | |||||||||||||
Common – Valero | 10,859 | 427 | |||||||||||||
Subordinated – Valero | 27,091 | 1,065 | |||||||||||||
Total limited partners’ distributions | 54,182 | 2,130 | |||||||||||||
DERs | 6 | — | |||||||||||||
Total cash distributions, including DERs | $ | 55,492 | $ | 2,174 | |||||||||||
The table below summarizes information related to our quarterly cash distributions: | |||||||||||||||
Quarterly | Total | Total Cash | Declaration | Record | Distribution | ||||||||||
Period | Quarterly | Distribution | Date | Date | Date | ||||||||||
Ended | Distribution | (In Thousands) | |||||||||||||
(Per Unit) | |||||||||||||||
31-Dec-14 | $ | 0.266 | $ | 15,829 | January 26, 2015 | February 5, 2015 | February 12, 2015 | ||||||||
30-Sep-14 | 0.24 | 14,102 | October 14, 2014 | October 31, 2014 | November 12, 2014 | ||||||||||
30-Jun-14 | 0.2225 | 13,074 | July 15, 2014 | August 1, 2014 | August 13, 2014 | ||||||||||
31-Mar-14 | 0.2125 | 12,487 | April 17, 2014 | May 1, 2014 | May 14, 2014 | ||||||||||
31-Dec-13 | 0.037 | 2,174 | January 20, 2014 | January 31, 2014 | February 12, 2014 | ||||||||||
Net_Income_Per_Limited_Partner1
Net Income Per Limited Partner Unit (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||
Computation of net income per unit | Net income per unit for the year ended December 31, 2014 and for the period from the date of the Offering (December 16, 2013) to December 31, 2013 was computed as follows (in thousands, except per unit amounts): | ||||||||||||||||||||
Year Ended December 31, 2014 | |||||||||||||||||||||
Limited Partners | |||||||||||||||||||||
General | Common | Subordinated | Restricted | Total | |||||||||||||||||
Partner | Units | Units | Units | ||||||||||||||||||
Allocation of net income to determine | |||||||||||||||||||||
net income available to limited | |||||||||||||||||||||
partners: | |||||||||||||||||||||
Distributions, excluding general | $ | 1,110 | $ | 27,091 | $ | 27,091 | $ | — | $ | 55,292 | |||||||||||
partner’s IDRs | |||||||||||||||||||||
General partner’s IDRs | 194 | — | — | — | 194 | ||||||||||||||||
DERs | — | — | — | 6 | 6 | ||||||||||||||||
Distributions and DERs declared | 1,304 | 27,091 | 27,091 | 6 | 55,492 | ||||||||||||||||
Undistributed earnings | 75 | 1,857 | 1,857 | — | 3,789 | ||||||||||||||||
Net income available to | $ | 1,379 | 28,948 | 28,948 | $ | 6 | $ | 59,281 | |||||||||||||
limited partners – basic | |||||||||||||||||||||
Add: DERs | 6 | — | |||||||||||||||||||
Net income available to | $ | 28,954 | $ | 28,948 | |||||||||||||||||
limited partners – diluted | |||||||||||||||||||||
Net income per limited partner unit – | |||||||||||||||||||||
basic: | |||||||||||||||||||||
Weighted-average units outstanding | 28,790 | 28,790 | |||||||||||||||||||
Net income per limited partner unit – | $ | 1.01 | $ | 1.01 | |||||||||||||||||
basic | |||||||||||||||||||||
Net income per limited partner unit – diluted: | |||||||||||||||||||||
Weighted-average units outstanding | 28,790 | 28,790 | |||||||||||||||||||
Common equivalent units for | 1 | — | |||||||||||||||||||
restricted units | |||||||||||||||||||||
Weighted-average units outstanding – | 28,791 | 28,790 | |||||||||||||||||||
diluted | |||||||||||||||||||||
Net income per limited partner unit – | $ | 1.01 | $ | 1.01 | |||||||||||||||||
diluted | |||||||||||||||||||||
December 16, 2013 through December 31, 2013 | |||||||||||||||||||||
Limited Partners | |||||||||||||||||||||
General | Common | Subordinated | Total | ||||||||||||||||||
Partner | Units | Units | |||||||||||||||||||
Allocation of net income to determine net | |||||||||||||||||||||
income available to limited partners: | |||||||||||||||||||||
Distributions | $ | 44 | $ | 1,065 | $ | 1,065 | $ | 2,174 | |||||||||||||
Excess distributions over earnings | (3 | ) | (65 | ) | (65 | ) | (133 | ) | |||||||||||||
Net income available to limited partners – | $ | 41 | $ | 1,000 | $ | 1,000 | $ | 2,041 | |||||||||||||
basic and diluted | |||||||||||||||||||||
Net income per limited partner unit – | |||||||||||||||||||||
basic and diluted: | |||||||||||||||||||||
Weighted-average units outstanding | 28,790 | 28,790 | |||||||||||||||||||
Net income per limited partner unit – | $ | 0.03 | $ | 0.03 | |||||||||||||||||
basic and diluted: | |||||||||||||||||||||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||
Components of income tax expense | Components of income tax expense were as follows (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Current U.S. state | $ | 505 | $ | 493 | $ | 553 | ||||||||
Deferred U.S. state | 43 | 941 | — | |||||||||||
Income tax expense | $ | 548 | $ | 1,434 | $ | 553 | ||||||||
a) Prior period financial information has been retrospectively adjusted for the Acquisition. |
Employee_Benefit_Plans_Tables
Employee Benefit Plans (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||||
Summary of employee benefit plan costs | Our share of pension and postretirement costs and defined contribution plan costs was as follows (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Pension and postretirement costs | $ | 69 | $ | 943 | $ | 817 | ||||||||
Defined contribution plan costs | 61 | 349 | 359 | |||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. |
Supplemental_Cash_Flow_Informa1
Supplemental Cash Flow Information (Tables) | 12 Months Ended | |||||||||||||
Dec. 31, 2014 | ||||||||||||||
Supplemental Cash Flow Information [Abstract] | ||||||||||||||
Schedule of cash flow, supplemental disclosure | In order to determine net cash provided by operating activities, net income is adjusted by, among other things, changes in current assets and current liabilities as follows (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 | 2012 | ||||||||||||
Decrease (increase) in current assets: | ||||||||||||||
Receivables from related party | $ | 2,945 | $ | (6,318 | ) | $ | — | |||||||
Prepaid expenses and other | (451 | ) | (9 | ) | 250 | |||||||||
Increase (decrease) in current liabilities: | ||||||||||||||
Accounts payable | (4,778 | ) | 2,403 | — | ||||||||||
Accrued liabilities | 896 | 158 | — | |||||||||||
Taxes other than income taxes | 31 | 734 | — | |||||||||||
Deferred revenue from related party | 39 | 85 | — | |||||||||||
Changes in current assets and current liabilities | $ | (1,318 | ) | $ | (2,947 | ) | $ | 250 | ||||||
Cash flows related to interest and income taxes paid were as follows (in thousands): | ||||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Interest paid | $ | 899 | $ | 602 | $ | 743 | ||||||||
Income taxes paid | 74 | 493 | 553 | |||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||||||||||||
Schedule of noncash activities | Noncash activities for the years ended December 31, 2014, 2013, and 2012 were as follows (in thousands): | |||||||||||||
Year Ended December 31, | ||||||||||||||
2014 | 2013 (a) | 2012 (a) | ||||||||||||
Receivables from related party: | ||||||||||||||
Debt issuance costs owed to related party | $ | — | $ | 1,071 | $ | — | ||||||||
Offering costs owed to related party | — | 3,223 | — | |||||||||||
Amounts due from related party | — | (5,126 | ) | — | ||||||||||
Transfer (from) to Valero for: | ||||||||||||||
Indemnification of environmental costs | — | (85 | ) | — | ||||||||||
Deferred income taxes | (153 | ) | — | — | ||||||||||
Property and equipment, net | — | 764 | — | |||||||||||
Change in accrued capital expenditures | — | — | 2,243 | |||||||||||
Capital expenditures included in accounts payable | (786 | ) | (761 | ) | — | |||||||||
Reduction to property and equipment, net | — | 913 | — | |||||||||||
due to capital lease obligation modification | ||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. |
Quarterly_Financial_Data_Unaud1
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of quarterly financial data | The following tables summarize quarterly financial data for the years ended December 31, 2014 and 2013 (in thousands, except per unit amounts). The information includes the results of operations of our Predecessor for the periods prior to the Offering for the Contributed Assets and prior to July 1, 2014 for the Acquisition. Net income per unit is only calculated after the Offering, as no units were outstanding prior to December 16, 2013. | ||||||||||||||||
2014 Quarter Ended | |||||||||||||||||
March 31 (a) | June 30 (a) | 30-Sep | 31-Dec | ||||||||||||||
Operating revenues – related party | $ | 29,489 | $ | 31,843 | $ | 33,666 | $ | 34,182 | |||||||||
Operating income | 14,928 | 16,834 | 17,730 | 19,188 | |||||||||||||
Net income | 15,209 | 16,956 | 17,543 | 19,056 | |||||||||||||
Net income attributable to partners | 10,482 | 12,200 | 17,543 | 19,056 | |||||||||||||
Limited partners’ interest in net income | 10,272 | 11,956 | 17,192 | 18,482 | |||||||||||||
Net income per limited partner unit – basic: | |||||||||||||||||
Common units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
Subordinated units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
Net income per limited partner unit – diluted: | |||||||||||||||||
Common units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
Subordinated units | 0.18 | 0.21 | 0.3 | 0.32 | |||||||||||||
2013 Quarter Ended | |||||||||||||||||
March 31 (a) | June 30 (a) | 30-Sep | December 31 (a) | ||||||||||||||
Operating revenues – related party | $ | 29,993 | $ | 29,911 | $ | 32,012 | $ | 33,069 | |||||||||
Operating income | 18,215 | 16,930 | 17,102 | 17,082 | |||||||||||||
Net income | 18,043 | 15,472 | 16,970 | 17,521 | |||||||||||||
Net income attributable to partners | n/a | n/a | n/a | 2,041 | |||||||||||||
Limited partners’ interest in net income | n/a | n/a | n/a | 2,000 | |||||||||||||
Net income per limited partner unit | |||||||||||||||||
(basic and diluted): | |||||||||||||||||
Common units | n/a | n/a | n/a | 0.03 | |||||||||||||
Subordinated units | n/a | n/a | n/a | 0.03 | |||||||||||||
______________ | |||||||||||||||||
(a) Prior period financial information has been retrospectively adjusted for the Acquisition. | |||||||||||||||||
The following table presents our previously reported quarterly financial data giving effect to the Acquisition (in thousands): | |||||||||||||||||
Previously Reported | Texas Crude | Currently | |||||||||||||||
Systems | Reported | ||||||||||||||||
Business | |||||||||||||||||
Quarter ended March 31, 2014: | |||||||||||||||||
Operating revenues – related party | $ | 21,531 | $ | 7,958 | $ | 29,489 | |||||||||||
Operating income | 10,152 | 4,776 | 14,928 | ||||||||||||||
Net income | 10,482 | 4,727 | 15,209 | ||||||||||||||
Quarter ended June 30, 2014: | |||||||||||||||||
Operating revenues – related party | 23,660 | 8,183 | 31,843 | ||||||||||||||
Operating income | 12,050 | 4,784 | 16,834 | ||||||||||||||
Net income | 12,200 | 4,756 | 16,956 | ||||||||||||||
Quarter ended March 31, 2013: | |||||||||||||||||
Operating revenues – related party | 23,478 | 6,515 | 29,993 | ||||||||||||||
Operating income | 14,656 | 3,559 | 18,215 | ||||||||||||||
Net income | 14,520 | 3,523 | 18,043 | ||||||||||||||
Quarter ended June 30, 2013: | |||||||||||||||||
Operating revenues – related party | 22,865 | 7,046 | 29,911 | ||||||||||||||
Operating income | 12,973 | 3,957 | 16,930 | ||||||||||||||
Net income | 11,613 | 3,859 | 15,472 | ||||||||||||||
Quarter ended December 31, 2013: | |||||||||||||||||
Operating revenues – related party | 24,586 | 8,483 | 33,069 | ||||||||||||||
Operating income | 11,601 | 5,481 | 17,082 | ||||||||||||||
Net income | 12,094 | 5,427 | 17,521 | ||||||||||||||
Business_Initial_Public_Offeri1
Business, Initial Public Offering, and Basis of Presentation (Details) (USD $) | 0 Months Ended | 12 Months Ended | |
In Millions, except Share data, unless otherwise specified | Dec. 16, 2013 | Jul. 24, 2013 | Dec. 31, 2014 |
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Limited partnership formation date | 24-Jul-13 | ||
Initial public offering, price per unit | $23 | ||
Gross proceeds from issuance of common limited partners units | $396.80 | ||
Offering costs | 27.6 | ||
Net proceeds from Issuance of common limited partner units | $369.20 | ||
IPO [Member] | |||
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Initial public offering of common units (including over-allotment option), number of units | 17,250,000 | ||
Over-Allotment Option [Member] | |||
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Initial public offering of common units (including over-allotment option), number of units | 2,250,000 | ||
Majority Shareholder [Member] | |||
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Aggregate limited partner interest | 68.60% | ||
Number of general partner units VLO received in exchange for the Contributed Assets, units | 1,175,102 | ||
VLO's general partner ownership interest, percentage | 2.00% | ||
Majority Shareholder [Member] | Common Unitholder Valero [Member] | |||
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Number of common units received in exchange for the Contributed Assets, units | 11,539,989 | ||
Majority Shareholder [Member] | Subordinated Unitholder Valero [Member] | |||
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Number of common units received in exchange for the Contributed Assets, units | 28,789,989 | ||
Texas Crude Systems Business [Member] | Majority Shareholder [Member] | |||
Business, Initial Public Offering, and Basis of Presentation (Textual) | |||
Effective date of the Texas Crude Systems Business acquisition | 1-Jul-14 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) | Dec. 31, 2014 |
Summary of Significant Accounting Policies (Textual) | |
Undivided ownership interest in assets percentage | 33.33% |
Acquisitions_Details
Acquisitions (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 2 Months Ended | ||||||||||||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 01, 2014 | Feb. 27, 2015 | Dec. 31, 2011 | |||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | $236,579,000 | $375,118,000 | [1] | $236,579,000 | $375,118,000 | [1] | $0 | [1] | ||||||||||||||||
Receivables from related party | 8,499,000 | 7,150,000 | [1] | 8,499,000 | 7,150,000 | [1] | ||||||||||||||||||
Prepaid expenses and other | 727,000 | 276,000 | [1] | 727,000 | 276,000 | [1] | ||||||||||||||||||
Total current assets | 245,805,000 | 382,544,000 | [1] | 245,805,000 | 382,544,000 | [1] | ||||||||||||||||||
Property and equipment, at cost | 474,843,000 | 468,327,000 | [1],[2] | 474,843,000 | 468,327,000 | [1],[2] | ||||||||||||||||||
Accumulated depreciation | -125,960,000 | -114,995,000 | [1],[2] | -125,960,000 | -114,995,000 | [1],[2] | ||||||||||||||||||
Property and equipment, net | 348,883,000 | 353,332,000 | [1],[2] | 348,883,000 | 353,332,000 | [1],[2] | ||||||||||||||||||
Deferred charges and other assets, net | 1,385,000 | 1,714,000 | [1] | 1,385,000 | 1,714,000 | [1] | ||||||||||||||||||
Total assets | 596,073,000 | 737,590,000 | [1] | 596,073,000 | 737,590,000 | [1] | ||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current portion of capital lease obligations | 1,200,000 | 1,048,000 | [1] | 1,200,000 | 1,048,000 | [1] | ||||||||||||||||||
Accounts payable | 4,297,000 | 8,289,000 | [1] | 4,297,000 | 8,289,000 | [1] | ||||||||||||||||||
Accrued liabilities | 1,054,000 | 158,000 | [1] | 1,054,000 | 158,000 | [1] | ||||||||||||||||||
Taxes other than income taxes | 765,000 | 734,000 | [1] | 765,000 | 734,000 | [1] | ||||||||||||||||||
Deferred revenue from related party | 124,000 | 85,000 | [1] | 124,000 | 85,000 | [1] | ||||||||||||||||||
Total current liabilities | 7,440,000 | 10,314,000 | [1] | 7,440,000 | 10,314,000 | [1] | ||||||||||||||||||
Capital lease obligations, net of current portion | 1,519,000 | 3,079,000 | [1] | 1,519,000 | 3,079,000 | [1] | ||||||||||||||||||
Deferred income taxes | 830,000 | 941,000 | [1] | 830,000 | 941,000 | [1] | ||||||||||||||||||
Other long-term liabilities | 1,065,000 | 1,092,000 | [1] | 1,065,000 | 1,092,000 | [1] | ||||||||||||||||||
Partners’ capital: | ||||||||||||||||||||||||
Common unitholders – public (17,255,208 and 17,250,000 units outstanding) | 374,954,000 | 369,825,000 | [1] | 374,954,000 | 369,825,000 | [1] | ||||||||||||||||||
Common unitholder – Valero (11,539,989 and 11,539,989 units outstanding) | 58,844,000 | 75,998,000 | [1] | 58,844,000 | 75,998,000 | [1] | ||||||||||||||||||
Subordinated unitholder – Valero (28,789,989 and 28,789,989 units outstanding) | 146,804,000 | 189,601,000 | [1] | 146,804,000 | 189,601,000 | [1] | ||||||||||||||||||
General partner – Valero (1,175,102 and 1,175,102 units outstanding) | 4,617,000 | 6,167,000 | [1] | 4,617,000 | 6,167,000 | [1] | ||||||||||||||||||
Net investment | 0 | 80,573,000 | [1] | 0 | 80,573,000 | [1] | ||||||||||||||||||
Total partners’ capital | 585,219,000 | 722,164,000 | [1] | 585,219,000 | 722,164,000 | [1] | 341,260,000 | [1] | 342,104,000 | [1] | ||||||||||||||
Total liabilities and partners’ capital | 596,073,000 | 737,590,000 | [1] | 596,073,000 | 737,590,000 | [1] | ||||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||||||||||
Operating revenues – related party | 34,182,000 | 33,666,000 | 31,843,000 | [2] | 29,489,000 | [2] | 33,069,000 | [2] | 32,012,000 | [2] | 29,911,000 | [2] | 29,993,000 | [2] | 129,180,000 | 124,985,000 | [1] | 115,889,000 | [1] | |||||
Costs and expenses: | ||||||||||||||||||||||||
Operating expenses | 31,719,000 | 32,205,000 | [1] | 34,473,000 | [1] | |||||||||||||||||||
General and administrative expenses | 12,330,000 | 7,195,000 | [1] | 6,546,000 | [1] | |||||||||||||||||||
Depreciation expense | 16,451,000 | 16,256,000 | [1] | 16,550,000 | [1] | |||||||||||||||||||
Total costs and expenses | 60,500,000 | 55,656,000 | [1] | 57,569,000 | [1] | |||||||||||||||||||
Operating income | 19,188,000 | 17,730,000 | 16,834,000 | [2] | 14,928,000 | [2] | 17,082,000 | [2] | 17,102,000 | [2] | 16,930,000 | [2] | 18,215,000 | [2] | 68,680,000 | 69,329,000 | [1] | 58,320,000 | [1] | |||||
Other income, net | 1,504,000 | 309,000 | [1] | 337,000 | [1] | |||||||||||||||||||
Interest expense | -872,000 | -198,000 | [1] | -307,000 | [1] | |||||||||||||||||||
Income before income taxes | 69,312,000 | 69,440,000 | [1] | 58,350,000 | [1] | |||||||||||||||||||
Income tax expense | 548,000 | 1,434,000 | [1],[2] | 553,000 | [1],[2] | |||||||||||||||||||
Net income | 19,056,000 | 17,543,000 | 16,956,000 | [2] | 15,209,000 | [2] | 17,521,000 | [2] | 16,970,000 | [2] | 15,472,000 | [2] | 18,043,000 | [2] | 68,764,000 | 68,006,000 | [1] | 57,797,000 | [1] | |||||
Less: Net income attributable to Predecessor | 9,483,000 | 65,965,000 | [1] | 57,797,000 | [1] | |||||||||||||||||||
Net income attributable to partners | 19,056,000 | 17,543,000 | 12,200,000 | [2] | 10,482,000 | [2] | 2,041,000 | [2] | 59,281,000 | 2,041,000 | [1] | 0 | [1] | |||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income | 19,056,000 | 17,543,000 | 16,956,000 | [2] | 15,209,000 | [2] | 17,521,000 | [2] | 16,970,000 | [2] | 15,472,000 | [2] | 18,043,000 | [2] | 68,764,000 | 68,006,000 | [1] | 57,797,000 | [1] | |||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Depreciation expense | 16,451,000 | 16,256,000 | [1] | 16,550,000 | [1] | |||||||||||||||||||
Deferred income tax expense | 43,000 | 941,000 | [1] | 0 | [1] | |||||||||||||||||||
Changes in current assets and current liabilities | -1,318,000 | -2,947,000 | [1] | 250,000 | [1] | |||||||||||||||||||
Changes in deferred charges and credits and other operating activities, net | -34,000 | -421,000 | [1] | -438,000 | [1] | |||||||||||||||||||
Net cash provided by operating activities | 83,906,000 | 81,835,000 | [1] | 74,159,000 | [1] | |||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Capital expenditures | -11,227,000 | -21,894,000 | [1] | -16,791,000 | [1] | |||||||||||||||||||
Acquisition of the Texas Crude Systems Business from Valero Energy Corporation | -80,116,000 | 0 | [1] | 0 | [1] | |||||||||||||||||||
Proceeds from dispositions of property and equipment | 54,000 | 8,000 | [1] | 0 | [1] | |||||||||||||||||||
Net cash used in investing activities | -91,289,000 | -21,886,000 | [1] | -16,791,000 | [1] | |||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Repayments of capital lease obligations | -1,048,000 | -1,059,000 | [1] | -970,000 | [1] | |||||||||||||||||||
Offering costs | -3,223,000 | 0 | [1] | 0 | [1] | |||||||||||||||||||
Prefunding of capital projects by Valero | 0 | 3,500,000 | [1] | 0 | [1] | |||||||||||||||||||
Proceeds from initial public offering, net of offering costs | 0 | 372,449,000 | [1] | 0 | [1] | |||||||||||||||||||
Debt issuance costs | -1,071,000 | -572,000 | [1] | 0 | [1] | |||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business | -73,884,000 | 0 | [1] | 0 | [1] | |||||||||||||||||||
Cash distributions to unitholders and distribution equivalent right payments | -41,837,000 | 0 | [1] | 0 | [1] | |||||||||||||||||||
Net transfers to Valero Energy Corporation | -10,093,000 | -59,149,000 | [1],[2] | -56,398,000 | [1],[2] | |||||||||||||||||||
Net cash provided by (used in) financing activities | -131,156,000 | 315,169,000 | [1] | -57,368,000 | [1] | |||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | -138,539,000 | 375,118,000 | [1] | 0 | [1] | |||||||||||||||||||
Cash and cash equivalents at beginning of year | 375,118,000 | [1] | 0 | [1] | 375,118,000 | [1] | 0 | [1] | 0 | [1] | ||||||||||||||
Cash and cash equivalents at end of year | 236,579,000 | 375,118,000 | [1] | 236,579,000 | 375,118,000 | [1] | 0 | [1] | ||||||||||||||||
Majority Shareholder [Member] | Texas Crude Systems Business [Member] | ||||||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Acquisition of the Texas Crude Systems Business from Valero Energy Corporation | -80,100,000 | |||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business | -73,900,000 | |||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Effective date of the Texas Crude Systems Business acquisition | 1-Jul-14 | |||||||||||||||||||||||
Payments to acquire businesses, gross | 154,000,000 | |||||||||||||||||||||||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | Subsequent Event [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Payments to acquire businesses, gross | 571,200,000 | |||||||||||||||||||||||
Expected consideration for the Houston and St. Charles Terminal Services Business | 671,200,000 | |||||||||||||||||||||||
Value of expected consideration transferred, issuance of limited partner and general partners units | 100,000,000 | |||||||||||||||||||||||
Expected payments to acquire business from cash on hand | 211,200,000 | |||||||||||||||||||||||
Expected borrowings under the Revolver | 200,000,000 | |||||||||||||||||||||||
Expected proceeds from note payable to Valero | 160,000,000 | |||||||||||||||||||||||
Valero Energy Partners LP (Previously Reported) [Member] | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | 236,579,000 | 375,118,000 | 236,579,000 | 375,118,000 | 0 | |||||||||||||||||||
Receivables from related party | 7,150,000 | 7,150,000 | ||||||||||||||||||||||
Prepaid expenses and other | 276,000 | 276,000 | ||||||||||||||||||||||
Total current assets | 382,544,000 | 382,544,000 | ||||||||||||||||||||||
Property and equipment, at cost | 375,542,000 | 375,542,000 | ||||||||||||||||||||||
Accumulated depreciation | -103,358,000 | -103,358,000 | ||||||||||||||||||||||
Property and equipment, net | 272,184,000 | 272,184,000 | ||||||||||||||||||||||
Deferred charges and other assets, net | 1,714,000 | 1,714,000 | ||||||||||||||||||||||
Total assets | 656,442,000 | 656,442,000 | ||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current portion of capital lease obligations | 1,048,000 | 1,048,000 | ||||||||||||||||||||||
Accounts payable | 8,289,000 | 8,289,000 | ||||||||||||||||||||||
Accrued liabilities | 158,000 | 158,000 | ||||||||||||||||||||||
Taxes other than income taxes | 734,000 | 734,000 | ||||||||||||||||||||||
Deferred revenue from related party | 85,000 | 85,000 | ||||||||||||||||||||||
Total current liabilities | 10,314,000 | 10,314,000 | ||||||||||||||||||||||
Capital lease obligations, net of current portion | 3,079,000 | 3,079,000 | ||||||||||||||||||||||
Deferred income taxes | 814,000 | 814,000 | ||||||||||||||||||||||
Other long-term liabilities | 644,000 | 644,000 | ||||||||||||||||||||||
Partners’ capital: | ||||||||||||||||||||||||
Common unitholders – public (17,255,208 and 17,250,000 units outstanding) | 369,825,000 | 369,825,000 | ||||||||||||||||||||||
Common unitholder – Valero (11,539,989 and 11,539,989 units outstanding) | 75,998,000 | 75,998,000 | ||||||||||||||||||||||
Subordinated unitholder – Valero (28,789,989 and 28,789,989 units outstanding) | 189,601,000 | 189,601,000 | ||||||||||||||||||||||
General partner – Valero (1,175,102 and 1,175,102 units outstanding) | 6,167,000 | 6,167,000 | ||||||||||||||||||||||
Net investment | 0 | 0 | ||||||||||||||||||||||
Total partners’ capital | 641,591,000 | 641,591,000 | ||||||||||||||||||||||
Total liabilities and partners’ capital | 656,442,000 | 656,442,000 | ||||||||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||||||||||
Operating revenues – related party | 23,660,000 | 21,531,000 | 24,586,000 | 22,865,000 | 23,478,000 | 113,039,000 | 94,529,000 | 86,804,000 | ||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Operating expenses | 27,709,000 | 24,751,000 | 26,249,000 | |||||||||||||||||||||
General and administrative expenses | 11,446,000 | 5,478,000 | 5,016,000 | |||||||||||||||||||||
Depreciation expense | 14,764,000 | 13,073,000 | 12,881,000 | |||||||||||||||||||||
Total costs and expenses | 53,919,000 | 43,302,000 | 44,146,000 | |||||||||||||||||||||
Operating income | 12,050,000 | 10,152,000 | 11,601,000 | 12,973,000 | 14,656,000 | 59,120,000 | 51,227,000 | 42,658,000 | ||||||||||||||||
Other income, net | 1,484,000 | 309,000 | 337,000 | |||||||||||||||||||||
Interest expense | -872,000 | -198,000 | -307,000 | |||||||||||||||||||||
Income before income taxes | 59,732,000 | 51,338,000 | 42,688,000 | |||||||||||||||||||||
Income tax expense | 451,000 | 1,187,000 | 403,000 | |||||||||||||||||||||
Net income | 12,200,000 | 10,482,000 | 12,094,000 | 11,613,000 | 14,520,000 | 59,281,000 | 50,151,000 | 42,285,000 | ||||||||||||||||
Less: Net income attributable to Predecessor | 0 | 48,110,000 | 42,285,000 | |||||||||||||||||||||
Net income attributable to partners | 59,281,000 | 2,041,000 | 0 | |||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income | 12,200,000 | 10,482,000 | 12,094,000 | 11,613,000 | 14,520,000 | 59,281,000 | 50,151,000 | 42,285,000 | ||||||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Depreciation expense | 14,764,000 | 13,073,000 | 12,881,000 | |||||||||||||||||||||
Deferred income tax expense | 11,000 | 814,000 | ||||||||||||||||||||||
Changes in current assets and current liabilities | -1,318,000 | -2,947,000 | 250,000 | |||||||||||||||||||||
Changes in deferred charges and credits and other operating activities, net | 42,000 | -404,000 | -436,000 | |||||||||||||||||||||
Net cash provided by operating activities | 72,780,000 | 60,687,000 | 54,980,000 | |||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Capital expenditures | -10,194,000 | -13,831,000 | -7,650,000 | |||||||||||||||||||||
Acquisition of the Texas Crude Systems Business from Valero Energy Corporation | -80,116,000 | |||||||||||||||||||||||
Proceeds from dispositions of property and equipment | 54,000 | 0 | ||||||||||||||||||||||
Net cash used in investing activities | -90,256,000 | -13,831,000 | -7,650,000 | |||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Repayments of capital lease obligations | -1,048,000 | -1,059,000 | -970,000 | |||||||||||||||||||||
Offering costs | -3,223,000 | |||||||||||||||||||||||
Prefunding of capital projects by Valero | 3,500,000 | |||||||||||||||||||||||
Proceeds from initial public offering, net of offering costs | 372,449,000 | |||||||||||||||||||||||
Debt issuance costs | -1,071,000 | -572,000 | ||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business | -73,884,000 | |||||||||||||||||||||||
Cash distributions to unitholders and distribution equivalent right payments | -41,837,000 | |||||||||||||||||||||||
Net transfers to Valero Energy Corporation | 0 | -46,056,000 | -46,360,000 | |||||||||||||||||||||
Net cash provided by (used in) financing activities | -121,063,000 | 328,262,000 | -47,330,000 | |||||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | -138,539,000 | 375,118,000 | 0 | |||||||||||||||||||||
Cash and cash equivalents at beginning of year | 375,118,000 | 0 | 375,118,000 | 0 | 0 | |||||||||||||||||||
Cash and cash equivalents at end of year | 236,579,000 | 375,118,000 | 236,579,000 | 375,118,000 | 0 | |||||||||||||||||||
Texas Crude Systems Business [Member] | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Receivables from related party | 0 | 0 | ||||||||||||||||||||||
Prepaid expenses and other | 0 | 0 | ||||||||||||||||||||||
Total current assets | 0 | 0 | ||||||||||||||||||||||
Property and equipment, at cost | 92,785,000 | 92,785,000 | ||||||||||||||||||||||
Accumulated depreciation | -11,637,000 | -11,637,000 | ||||||||||||||||||||||
Property and equipment, net | 81,148,000 | 81,148,000 | ||||||||||||||||||||||
Deferred charges and other assets, net | 0 | 0 | ||||||||||||||||||||||
Total assets | 81,148,000 | 81,148,000 | ||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current portion of capital lease obligations | 0 | 0 | ||||||||||||||||||||||
Accounts payable | 0 | 0 | ||||||||||||||||||||||
Accrued liabilities | 0 | 0 | ||||||||||||||||||||||
Taxes other than income taxes | 0 | 0 | ||||||||||||||||||||||
Deferred revenue from related party | 0 | 0 | ||||||||||||||||||||||
Total current liabilities | 0 | 0 | ||||||||||||||||||||||
Capital lease obligations, net of current portion | 0 | 0 | ||||||||||||||||||||||
Deferred income taxes | 127,000 | 127,000 | ||||||||||||||||||||||
Other long-term liabilities | 448,000 | 448,000 | ||||||||||||||||||||||
Partners’ capital: | ||||||||||||||||||||||||
Common unitholders – public (17,255,208 and 17,250,000 units outstanding) | 0 | 0 | ||||||||||||||||||||||
Common unitholder – Valero (11,539,989 and 11,539,989 units outstanding) | 0 | 0 | ||||||||||||||||||||||
Subordinated unitholder – Valero (28,789,989 and 28,789,989 units outstanding) | 0 | 0 | ||||||||||||||||||||||
General partner – Valero (1,175,102 and 1,175,102 units outstanding) | 0 | 0 | ||||||||||||||||||||||
Net investment | 80,573,000 | 80,573,000 | ||||||||||||||||||||||
Total partners’ capital | 80,573,000 | 80,573,000 | ||||||||||||||||||||||
Total liabilities and partners’ capital | 81,148,000 | 81,148,000 | ||||||||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||||||||||
Operating revenues – related party | 8,183,000 | 7,958,000 | 8,483,000 | 7,046,000 | 6,515,000 | 16,141,000 | 30,456,000 | 29,085,000 | ||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Operating expenses | 4,010,000 | 7,454,000 | 8,224,000 | |||||||||||||||||||||
General and administrative expenses | 884,000 | 1,717,000 | 1,530,000 | |||||||||||||||||||||
Depreciation expense | 1,687,000 | 3,183,000 | 3,669,000 | |||||||||||||||||||||
Total costs and expenses | 6,581,000 | 12,354,000 | 13,423,000 | |||||||||||||||||||||
Operating income | 4,784,000 | 4,776,000 | 5,481,000 | 3,957,000 | 3,559,000 | 9,560,000 | 18,102,000 | 15,662,000 | ||||||||||||||||
Other income, net | 20,000 | 0 | 0 | |||||||||||||||||||||
Interest expense | 0 | 0 | 0 | |||||||||||||||||||||
Income before income taxes | 9,580,000 | 18,102,000 | 15,662,000 | |||||||||||||||||||||
Income tax expense | 97,000 | 247,000 | 150,000 | |||||||||||||||||||||
Net income | 4,756,000 | 4,727,000 | 5,427,000 | 3,859,000 | 3,523,000 | 9,483,000 | 17,855,000 | 15,512,000 | ||||||||||||||||
Less: Net income attributable to Predecessor | 9,483,000 | 17,855,000 | 15,512,000 | |||||||||||||||||||||
Net income attributable to partners | 0 | 0 | 0 | |||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income | 4,756,000 | 4,727,000 | 5,427,000 | 3,859,000 | 3,523,000 | 9,483,000 | 17,855,000 | 15,512,000 | ||||||||||||||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||||||||||||||||||
Depreciation expense | 1,687,000 | 3,183,000 | 3,669,000 | |||||||||||||||||||||
Deferred income tax expense | 32,000 | 127,000 | ||||||||||||||||||||||
Changes in current assets and current liabilities | 0 | 0 | 0 | |||||||||||||||||||||
Changes in deferred charges and credits and other operating activities, net | -76,000 | -17,000 | -2,000 | |||||||||||||||||||||
Net cash provided by operating activities | 11,126,000 | 21,148,000 | 19,179,000 | |||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Capital expenditures | -1,033,000 | -8,063,000 | -9,141,000 | |||||||||||||||||||||
Acquisition of the Texas Crude Systems Business from Valero Energy Corporation | 0 | |||||||||||||||||||||||
Proceeds from dispositions of property and equipment | 0 | 8,000 | ||||||||||||||||||||||
Net cash used in investing activities | -1,033,000 | -8,055,000 | -9,141,000 | |||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Repayments of capital lease obligations | 0 | 0 | 0 | |||||||||||||||||||||
Offering costs | 0 | |||||||||||||||||||||||
Prefunding of capital projects by Valero | 0 | |||||||||||||||||||||||
Proceeds from initial public offering, net of offering costs | 0 | |||||||||||||||||||||||
Debt issuance costs | 0 | 0 | ||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business | 0 | |||||||||||||||||||||||
Cash distributions to unitholders and distribution equivalent right payments | 0 | |||||||||||||||||||||||
Net transfers to Valero Energy Corporation | -10,093,000 | -13,093,000 | -10,038,000 | |||||||||||||||||||||
Net cash provided by (used in) financing activities | -10,093,000 | -13,093,000 | -10,038,000 | |||||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | 0 | 0 | 0 | |||||||||||||||||||||
Cash and cash equivalents at beginning of year | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||
Cash and cash equivalents at end of year | $0 | $0 | $0 | $0 | $0 | |||||||||||||||||||
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. | |||||||||||||||||||||||
[2] | Prior period financial information has been retrospectively adjusted for the Acquisition. |
RelatedParty_Agreements_and_Tr2
Related-Party Agreements and Transactions (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 12 Months Ended | 0 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 16, 2013 | Dec. 15, 2013 | Dec. 31, 2016 | Jul. 01, 2014 | |||||||||
Due from Related Parties, Current [Abstract] | |||||||||||||||||||||||
Trade receivables – related party | $10,515,000 | $4,196,000 | $10,515,000 | $4,196,000 | |||||||||||||||||||
Due to related party | -2,016,000 | -2,016,000 | |||||||||||||||||||||
Due from related party | 2,954,000 | 2,954,000 | |||||||||||||||||||||
Receivables from related party | 8,499,000 | 7,150,000 | [1] | 8,499,000 | 7,150,000 | [1] | |||||||||||||||||
Related Party Transactions Summary | |||||||||||||||||||||||
Operating revenues – related party | 34,182,000 | 33,666,000 | 31,843,000 | [2] | 29,489,000 | [2] | 33,069,000 | [2] | 32,012,000 | [2] | 29,911,000 | [2] | 29,993,000 | [2] | 129,180,000 | 124,985,000 | [1] | 115,889,000 | [1] | ||||
Operating expenses | 8,835,000 | 6,936,000 | 6,576,000 | ||||||||||||||||||||
General and administrative expenses | 9,869,000 | 7,114,000 | 6,546,000 | ||||||||||||||||||||
Related Party Transaction, Net Transfers to Valero | |||||||||||||||||||||||
Net transfers to Valero per statements of partners’ capital | -9,940,000 | -59,828,000 | [2] | -58,641,000 | [2] | ||||||||||||||||||
Less: Noncash transfers from Valero | 153,000 | ||||||||||||||||||||||
Less: Noncash transfers (to) Valero | -679,000 | [2] | -2,243,000 | [2] | |||||||||||||||||||
Net transfers to Valero per statements of cash flows | -10,093,000 | -59,149,000 | [1],[2] | -56,398,000 | [1],[2] | ||||||||||||||||||
Operating Leases, Future Minimum Payments Receivable [Abstract] | |||||||||||||||||||||||
2015 | 28,927,000 | 28,927,000 | |||||||||||||||||||||
2016 | 28,927,000 | 28,927,000 | |||||||||||||||||||||
2017 | 28,927,000 | 28,927,000 | |||||||||||||||||||||
2018 | 28,927,000 | 28,927,000 | |||||||||||||||||||||
2019 | 28,927,000 | 28,927,000 | |||||||||||||||||||||
Thereafter | 127,607,000 | 127,607,000 | |||||||||||||||||||||
Total minimum rental payments | 272,242,000 | 272,242,000 | |||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Prefunding of capital projects by Valero | 0 | 3,500,000 | [1] | 0 | [1] | ||||||||||||||||||
Base rent for ground lease agreement | 348,000 | 348,000 | |||||||||||||||||||||
Contingent rental revenues | 5,500,000 | 18,300,000 | 18,400,000 | ||||||||||||||||||||
Lease Agreements [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Duration of renewal option | 30 years | ||||||||||||||||||||||
Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Agreement maturity date | 16-Dec-23 | ||||||||||||||||||||||
Number of renewal options | 1 | ||||||||||||||||||||||
Duration of renewal option | 5 years | ||||||||||||||||||||||
Majority Shareholder [Member] | Omnibus Agreement [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Annual administrative fee | 7,900,000 | 9,200,000 | |||||||||||||||||||||
Agreement term | 5 years | ||||||||||||||||||||||
Prefunding of capital projects by Valero | 3,500,000 | ||||||||||||||||||||||
Majority Shareholder [Member] | Services and Secondment Agreement [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Agreement maturity date | 16-Dec-23 | ||||||||||||||||||||||
Duration of renewal option | 1 year | ||||||||||||||||||||||
Prior written notice | 30 days | ||||||||||||||||||||||
Majority Shareholder [Member] | Ground Lease Agreement [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Agreement maturity date | 30-Nov-33 | ||||||||||||||||||||||
Base rent for ground lease agreement | $35,000 | $35,000 | |||||||||||||||||||||
Majority Shareholder [Member] | Ground Lease Agreement [Member] | Scenario, Forecast [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Ground lease agreement, annual rate increase percentage | 101.50% | ||||||||||||||||||||||
Texas Crude Systems Business [Member] | Majority Shareholder [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Effective date of the Texas Crude Systems Business acquisition | 1-Jul-14 | ||||||||||||||||||||||
Texas Crude Systems Business [Member] | Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||||||||||||||||
Related Party Transaction, Significant (Textual) [Abstract] | |||||||||||||||||||||||
Agreement maturity date | 1-Jul-24 | ||||||||||||||||||||||
Number of renewal options | 1 | ||||||||||||||||||||||
Lessor leasing arrangements, operating leases, renewal term | 5 years | ||||||||||||||||||||||
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. | ||||||||||||||||||||||
[2] | Prior period financial information has been retrospectively adjusted for the Acquisition. |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | ||
In Thousands, unless otherwise specified | ||||
Non-Leased Assets | ||||
Property and equipment excluding assets subject to operating lease, at cost | $356,822 | $444,468 | [1] | |
Accumulated depreciation, property and equipment, excluding assets subject to operating lease | -106,941 | -110,705 | [1] | |
Property and equipment excluding assets subject to operating lease | 249,881 | 333,763 | [1] | |
Assets Under Operating Leases | ||||
Assets under operating leases, at cost | 118,021 | [2] | 23,859 | [1],[2] |
Accumulated depreciation, assets under operating leases | -19,019 | [2] | -4,290 | [1],[2] |
Assets under operating leases, net | 99,002 | [2] | 19,569 | [1],[2] |
Property and Equipment, Gross | ||||
Property and equipment, at cost | 474,843 | 468,327 | [1],[3] | |
Accumulated depreciation | -125,960 | -114,995 | [1],[3] | |
Property and equipment, net | 348,883 | 353,332 | [1],[3] | |
Pipelines and related assets [Member] | ||||
Non-Leased Assets | ||||
Property and equipment excluding assets subject to operating lease, at cost | 227,780 | 259,825 | [1] | |
Assets Under Operating Leases | ||||
Assets under operating leases, at cost | 45,695 | [2] | 6,442 | [1],[2] |
Property and Equipment, Gross | ||||
Property and equipment, at cost | 273,475 | 266,267 | [1] | |
Terminals and related assets [Member] | ||||
Non-Leased Assets | ||||
Property and equipment excluding assets subject to operating lease, at cost | 110,322 | 158,936 | [1] | |
Assets Under Operating Leases | ||||
Assets under operating leases, at cost | 72,326 | [2] | 17,417 | [1],[2] |
Property and Equipment, Gross | ||||
Property and equipment, at cost | 182,648 | 176,353 | [1] | |
Other [Member] | ||||
Non-Leased Assets | ||||
Property and equipment excluding assets subject to operating lease, at cost | 9,439 | 9,049 | [1] | |
Assets Under Operating Leases | ||||
Assets under operating leases, at cost | 0 | [2] | 0 | [1],[2] |
Property and Equipment, Gross | ||||
Property and equipment, at cost | 9,439 | 9,049 | [1] | |
Land [Member] | ||||
Non-Leased Assets | ||||
Property and equipment excluding assets subject to operating lease, at cost | 4,672 | 4,672 | [1] | |
Assets Under Operating Leases | ||||
Assets under operating leases, at cost | 0 | [2] | 0 | [1],[2] |
Property and Equipment, Gross | ||||
Property and equipment, at cost | 4,672 | 4,672 | [1] | |
Construction-in-progress [Member] | ||||
Non-Leased Assets | ||||
Property and equipment excluding assets subject to operating lease, at cost | 4,609 | 11,986 | [1] | |
Assets Under Operating Leases | ||||
Assets under operating leases, at cost | 0 | [2] | 0 | [1],[2] |
Property and Equipment, Gross | ||||
Property and equipment, at cost | $4,609 | $11,986 | [1] | |
[1] | Prior period financial information has been retrospectively adjusted for the Acquisition. | |||
[2] | Represents assets owned by us for which we are the lessor (see Note 4). Certain assets acquired in the Acquisition were reflected as assets under operating leases on July 1, 2014. | |||
[3] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. |
Other_LongTerm_Liabilities_Det
Other Long-Term Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Accrued Environmental Costs (Textual) | ||
Accrued environmental costs | $85,000 | $161,000 |
Other_LongTerm_Liabilities_Ass
Other Long-Term Liabilities, Asset Retirement Obligations (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Changes in Asset Retirement Obligations | |||
Balance as of beginning of year | $931 | $889 | $849 |
Accretion expense | 44 | 42 | 40 |
Balance as of end of year | $975 | $931 | $889 |
Debt_and_Capital_Lease_Obligat2
Debt and Capital Lease Obligations, Revolving Credit Facility (Details) (Credit Facilities [Member], USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
quarter | ||
Revolving Credit Facility [Member] | ||
Credit Facilities (Textual) | ||
Line of credit facility, maximum borrowing capacity | $300,000,000 | |
Line of credit facility, expiration date | 31-Dec-18 | |
Number of prior quarterly reporting periods used for debt to EBITDA ratio | 4 | |
Covenant ratio of total debt to EBITDA per terms of the Revolver | 0.03 | |
Line of credit facility, amount outstanding | 0 | 0 |
Borrowings under the Revolver | 0 | 0 |
Repayments under the Revolver | 0 | 0 |
Revolving Credit Facility [Member] | Maximum [Member] | ||
Credit Facilities (Textual) | ||
Covenant ratio of total debt to EBITDA per terms of the Revolver | 5 | |
Covenant ratio of total debt to EBITDA following certain acquisitions per terms of the Revolver | 5.5 | |
Letter of Credit [Member] | ||
Credit Facilities (Textual) | ||
Line of credit facility, amount outstanding | $0 | $0 |
Debt_and_Capital_Lease_Obligat3
Debt and Capital Lease Obligations, Capital Lease Obligations (Details) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Dec. 31, 2014 |
Future Minimum Rentals on Capital Lease Obligations | |
2015 | 1,414 |
2016 | 963 |
Total minimum rental payments | 2,377 |
Less interest expense | -264 |
Unamortized fair value adjustment | 606 |
Capital lease obligations | 2,719 |
Lease Agreements [Member] | |
Capital Lease Obligations (Textual) | |
Expiration of capital lease agreements | 31-Dec-16 |
Duration of renewal option | 30 years |
Commitments_and_Contingencies_1
Commitments and Contingencies (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Future Minimum Rentals on Operating Leases | |||
2015 | $348,000 | ||
2016 | 85,000 | ||
2017 | 83,000 | ||
2018 | 69,000 | ||
2019 | 41,000 | ||
Thereafter | 623,000 | ||
Total minimum rental payments | 1,249,000 | ||
Commitments and Contingencies (Textual) | |||
Rental expense for operating leases | $459,000 | $406,000 | $332,000 |
Cash_Distributions_Details
Cash Distributions (Details) (USD $) | 0 Months Ended | 12 Months Ended | 0 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Oct. 14, 2014 | Jul. 15, 2014 | Apr. 17, 2014 | Jan. 20, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 26, 2015 |
Quarterly Cash Distributions | ||||||||
Total quarterly distribution (per unit) | $0.24 | $0.22 | $0.21 | $0.04 | $0.94 | $0.04 | ||
Distributions | $14,102 | $13,074 | $12,487 | $2,174 | $2,174 | $55,492 | ||
General Partner’s Distribution, Including Incentive Distribution Rights [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 44 | 1,304 | ||||||
General Partner Valero [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 44 | 1,110 | ||||||
General Partner IDRs [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 0 | 194 | ||||||
Limited Partner, Common and Subordinated Units [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 2,130 | 54,182 | ||||||
Common Unitholders Public [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 638 | 16,232 | ||||||
Distribution Equivalent Rights [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 0 | 6 | ||||||
Common Unitholder Valero [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 427 | 10,859 | ||||||
Subordinated Unitholder Valero [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Distributions | 1,065 | 27,091 | ||||||
Subsequent Event [Member] | ||||||||
Quarterly Cash Distributions | ||||||||
Total quarterly distribution (per unit) | $0.27 | |||||||
Distributions | $15,829 |
Net_Income_Per_Limited_Partner2
Net Income Per Limited Partner Unit (Details) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | 3 Months Ended | ||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2013 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 |
Allocation of net income to determine net income available to limited partners: | ||||||||
Distributions, excluding general partner’s IDRs | $2,174 | $55,292 | ||||||
General partner’s IDRs | 194 | |||||||
DERs | 6 | |||||||
Distributions and DERs declared | 55,492 | |||||||
Undistributed earnings | 3,789 | |||||||
Net income available to limited partners – basic | 59,281 | |||||||
Excess distributions over earnings | -133 | |||||||
Net income available to limited partners – basic and diluted | 2,041 | |||||||
Net income per limited partner unit – basic: | ||||||||
Weighted-average units outstanding | 28,790 | 28,790 | ||||||
Net income per limited partner unit – basic | $0.32 | $0.30 | $0.21 | $0.18 | ||||
Net income per limited partner unit – diluted: | ||||||||
Weighted-average units outstanding | 28,790 | 28,790 | ||||||
Weighted-average units outstanding – diluted | 28,791 | 28,790 | ||||||
Net income per limited partner unit – diluted | $0.32 | $0.30 | $0.21 | $0.18 | ||||
General Partner [Member] | ||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||
Distributions, excluding general partner’s IDRs | 44 | 1,110 | ||||||
General partner’s IDRs | 194 | |||||||
DERs | 0 | |||||||
Distributions and DERs declared | 1,304 | |||||||
Undistributed earnings | 75 | |||||||
Net income available to limited partners – basic | 1,379 | |||||||
Excess distributions over earnings | -3 | |||||||
Net income available to limited partners – basic and diluted | 41 | |||||||
Limited Partner, Common Units [Member] | ||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||
Distributions, excluding general partner’s IDRs | 1,065 | 27,091 | ||||||
General partner’s IDRs | 0 | |||||||
DERs | 0 | |||||||
Distributions and DERs declared | 27,091 | |||||||
Undistributed earnings | 1,857 | |||||||
Net income available to limited partners – basic | 28,948 | |||||||
Add: DERs | 6 | |||||||
Net income available to limited partners – diluted | 28,954 | |||||||
Excess distributions over earnings | -65 | |||||||
Net income available to limited partners – basic and diluted | 1,000 | |||||||
Net income per limited partner unit – basic: | ||||||||
Weighted-average units outstanding | 28,790 | |||||||
Net income per limited partner unit – basic | $1.01 | |||||||
Net income per limited partner unit – diluted: | ||||||||
Weighted-average units outstanding | 28,790 | |||||||
Common equivalent units for restricted units | 1 | |||||||
Weighted-average units outstanding – diluted | 28,791 | |||||||
Net income per limited partner unit – diluted | $1.01 | |||||||
Net income per limited partner unit – basic and diluted: | ||||||||
Weighted-average units outstanding – basic and diluted | 28,790 | |||||||
Net income per limited partner unit – basic and diluted: | $0.03 | $0.03 | ||||||
Distribution Equivalent Rights [Member] | ||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||
Distributions, excluding general partner’s IDRs | 0 | |||||||
General partner’s IDRs | 0 | |||||||
DERs | 6 | |||||||
Distributions and DERs declared | 6 | |||||||
Undistributed earnings | 0 | |||||||
Net income available to limited partners – basic | 6 | |||||||
Limited Partner, Subordinated Units [Member] | ||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||
Distributions, excluding general partner’s IDRs | 1,065 | 27,091 | ||||||
General partner’s IDRs | 0 | |||||||
DERs | 0 | |||||||
Distributions and DERs declared | 27,091 | |||||||
Undistributed earnings | 1,857 | |||||||
Net income available to limited partners – basic | 28,948 | |||||||
Add: DERs | 0 | |||||||
Net income available to limited partners – diluted | 28,948 | |||||||
Excess distributions over earnings | -65 | |||||||
Net income available to limited partners – basic and diluted | $1,000 | |||||||
Net income per limited partner unit – basic: | ||||||||
Weighted-average units outstanding | 28,790 | |||||||
Net income per limited partner unit – basic | $1.01 | |||||||
Net income per limited partner unit – diluted: | ||||||||
Weighted-average units outstanding | 28,790 | |||||||
Common equivalent units for restricted units | 0 | |||||||
Weighted-average units outstanding – diluted | 28,790 | |||||||
Net income per limited partner unit – diluted | $1.01 | |||||||
Net income per limited partner unit – basic and diluted: | ||||||||
Weighted-average units outstanding – basic and diluted | 28,790 | |||||||
Net income per limited partner unit – basic and diluted: | $0.03 | $0.03 |
Unitbased_Compensation_Details
Unit-based Compensation (Details) (USD $) | 12 Months Ended | 0 Months Ended | |
Dec. 31, 2014 | Jan. 08, 2015 | Jan. 20, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of non-employee directors | 3 | ||
Unit-based compensation | $68,000 | ||
Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of non-employee directors | 3 | ||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 33.00% | ||
VLP 2013 Incentive Compensation Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unit-based compensation | 68,000 | ||
VLP 2013 Incentive Compensation Plan [Member] | Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Weighted-average grant date fair value, granted | 40.513 | ||
VLP 2013 Incentive Compensation Plan [Member] | Stock Compensation Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of common units available to be awarded under incentive compensation plans | 2,994,792 | ||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted units granted in period | 5,208 | ||
Vesting date, restricted units under 2013 ICP | 20-Jan-17 | ||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted units granted in period | 4,443 | ||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Stock - Independent Director [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted units granted in period | 1,736 | ||
Weighted-average grant date fair value, granted | $34.58 | ||
Unrecognized unit-based compensation cost related to outstanding unvested units | $156,000 | ||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 2 years | ||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Stock - Independent Director [Member] | Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Restricted units granted in period | 1,481 | ||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Distribution equivalent rights (DERs) granted in period | 5,208 | ||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) [Member] | Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Distribution equivalent rights (DERs) granted in period | 4,443 | ||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) - Independent Director [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Distribution equivalent rights (DERs) granted in period | 1,736 | ||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) - Independent Director [Member] | Subsequent Event [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Distribution equivalent rights (DERs) granted in period | 1,481 |
Income_Taxes_Details
Income Taxes (Details) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Components of Income Tax Expense | |||||
Current U.S. state | $505 | $493 | [1] | $553 | [1] |
Deferred U.S. state | 43 | 941 | [1] | 0 | [1] |
Income tax expense | $548 | $1,434 | [1],[2] | $553 | [1],[2] |
Income Taxes (Textual) | |||||
Statutory federal income tax rate, percent | 35.00% | 35.00% | 35.00% | ||
[1] | Prior period financial information has been retrospectively adjusted for the Acquisition. | ||||
[2] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. |
Employee_Benefit_Plans_Details
Employee Benefit Plans (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Summary of Employee Benefit Plan Costs | |||
Pension and postretirement costs | $69 | $943 | $817 |
Defined contribution plan costs | $61 | $349 | $359 |
Supplemental_Cash_Flow_Informa2
Supplemental Cash Flow Information (Details) (USD $) | 12 Months Ended | ||||
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Decrease (increase) in current assets: | |||||
Receivables from related party | $2,945 | ($6,318) | $0 | ||
Prepaid expenses and other | -451 | -9 | 250 | ||
Increase (decrease) in current liabilities: | |||||
Accounts payable | -4,778 | 2,403 | 0 | ||
Accrued liabilities | 896 | 158 | 0 | ||
Taxes other than income taxes | 31 | 734 | 0 | ||
Deferred revenue from related party | 39 | 85 | 0 | ||
Changes in current assets and current liabilities | -1,318 | -2,947 | [1] | 250 | [1] |
Transfer (from) to Valero for: | |||||
Noncash transfers from Valero | -153 | ||||
Noncash transfers to Valero | 679 | [2] | 2,243 | [2] | |
Cash Flows Related to Interest and Income Taxes Paid | |||||
Interest paid | 899 | 602 | [2] | 743 | [2] |
Income taxes paid | 74 | 493 | [2] | 553 | [2] |
Majority Shareholder [Member] | |||||
Receivables from related party: | |||||
Debt issuance costs owed to related party | 0 | 1,071 | [2] | 0 | [2] |
Offering costs owed to related party | 0 | 3,223 | [2] | 0 | [2] |
Amounts due from related party | 0 | -5,126 | [2] | 0 | [2] |
Other Noncash Activities | |||||
Capital expenditures included in accounts payable | -786 | -761 | [2] | 0 | [2] |
Reduction to property and equipment, net due to capital lease obligation modification | 0 | 913 | [2] | 0 | [2] |
Majority Shareholder [Member] | Indemnification Receivable [Member] | |||||
Transfer (from) to Valero for: | |||||
Noncash transfers from Valero | 0 | -85 | [2] | 0 | [2] |
Majority Shareholder [Member] | Deferred Income Taxes [Member] | |||||
Transfer (from) to Valero for: | |||||
Noncash transfers from Valero | -153 | 0 | [2] | 0 | [2] |
Majority Shareholder [Member] | Property and Equipment [Member] | |||||
Transfer (from) to Valero for: | |||||
Noncash transfers to Valero | 0 | 764 | [2] | 0 | [2] |
Majority Shareholder [Member] | Construction-in-progress [Member] | |||||
Transfer (from) to Valero for: | |||||
Noncash transfers to Valero | $0 | $0 | [2] | $2,243 | [2] |
[1] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. | ||||
[2] | Prior period financial information has been retrospectively adjusted for the Acquisition. |
Quarterly_Financial_Data_Unaud2
Quarterly Financial Data (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2013 | ||||||||
Operating revenues – related party | $34,182 | $33,666 | $31,843 | [1] | $29,489 | [1] | $33,069 | [1] | $32,012 | [1] | $29,911 | [1] | $29,993 | [1] | $129,180 | $124,985 | [2] | $115,889 | [2] | |
Operating income | 19,188 | 17,730 | 16,834 | [1] | 14,928 | [1] | 17,082 | [1] | 17,102 | [1] | 16,930 | [1] | 18,215 | [1] | 68,680 | 69,329 | [2] | 58,320 | [2] | |
Net income | 19,056 | 17,543 | 16,956 | [1] | 15,209 | [1] | 17,521 | [1] | 16,970 | [1] | 15,472 | [1] | 18,043 | [1] | 68,764 | 68,006 | [2] | 57,797 | [2] | |
Net income attributable to partners | 19,056 | 17,543 | 12,200 | [1] | 10,482 | [1] | 2,041 | [1] | 59,281 | 2,041 | [2] | 0 | [2] | |||||||
Limited partners’ interest in net income | 18,482 | 17,192 | 11,956 | [1] | 10,272 | [1] | 2,000 | [1] | 57,902 | 2,000 | [2] | |||||||||
Net income per limited partner unit – basic: | ||||||||||||||||||||
Net income per limited partner unit – basic, common units | $0.32 | $0.30 | $0.21 | $0.18 | ||||||||||||||||
Net income per limited partner unit – basic, subordinated units | $0.32 | $0.30 | $0.21 | $0.18 | ||||||||||||||||
Net income per limited partner unit – diluted: | ||||||||||||||||||||
Net income per limited partner unit – diluted, common units | $0.32 | $0.30 | $0.21 | $0.18 | ||||||||||||||||
Net income per limited partner unit – diluted, subordinated units | $0.32 | $0.30 | $0.21 | $0.18 | ||||||||||||||||
Valero Energy Partners LP (Previously Reported) [Member] | ||||||||||||||||||||
Operating revenues – related party | 23,660 | 21,531 | 24,586 | 22,865 | 23,478 | 113,039 | 94,529 | 86,804 | ||||||||||||
Operating income | 12,050 | 10,152 | 11,601 | 12,973 | 14,656 | 59,120 | 51,227 | 42,658 | ||||||||||||
Net income | 12,200 | 10,482 | 12,094 | 11,613 | 14,520 | 59,281 | 50,151 | 42,285 | ||||||||||||
Net income attributable to partners | 59,281 | 2,041 | 0 | |||||||||||||||||
Texas Crude Systems Business [Member] | ||||||||||||||||||||
Operating revenues – related party | 8,183 | 7,958 | 8,483 | 7,046 | 6,515 | 16,141 | 30,456 | 29,085 | ||||||||||||
Operating income | 4,784 | 4,776 | 5,481 | 3,957 | 3,559 | 9,560 | 18,102 | 15,662 | ||||||||||||
Net income | 4,756 | 4,727 | 5,427 | 3,859 | 3,523 | 9,483 | 17,855 | 15,512 | ||||||||||||
Net income attributable to partners | 0 | 0 | 0 | |||||||||||||||||
Limited Partner, Common Units [Member] | ||||||||||||||||||||
Net income per limited partner unit – basic: | ||||||||||||||||||||
Net income per limited partner unit – basic, common units | $1.01 | |||||||||||||||||||
Net income per limited partner unit – diluted: | ||||||||||||||||||||
Net income per limited partner unit – diluted, common units | $1.01 | |||||||||||||||||||
Net income per limited partner unit – basic and diluted: | ||||||||||||||||||||
Net Income per limited partner unit – basic and diluted, common units | $0.03 | $0.03 | ||||||||||||||||||
Limited Partner, Subordinated Units [Member] | ||||||||||||||||||||
Net income attributable to partners | $28,951 | $1,000 | ||||||||||||||||||
Net income per limited partner unit – basic: | ||||||||||||||||||||
Net income per limited partner unit – basic, common units | $1.01 | |||||||||||||||||||
Net income per limited partner unit – diluted: | ||||||||||||||||||||
Net income per limited partner unit – diluted, common units | $1.01 | |||||||||||||||||||
Net income per limited partner unit – basic and diluted: | ||||||||||||||||||||
Net Income per limited partner unit – basic and diluted, common units | $0.03 | $0.03 | ||||||||||||||||||
[1] | Prior period financial information has been retrospectively adjusted for the Acquisition. | |||||||||||||||||||
[2] | Prior period financial information has been retrospectively adjusted for the acquisition of the Texas Crude Systems Business from Valero Energy Corporation. See Notes 1 and 3. |