Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2015 | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | VALERO ENERGY PARTNERS LP |
Entity Central Index Key | 1,583,103 |
Document Type | 8-K |
Document Period End Date | Dec. 31, 2015 |
Amendment Flag | false |
Document Fiscal Year Focus | 2,015 |
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||
Cash and cash equivalents | [1] | $ 80,783 | $ 236,579 |
Receivables from related party | [1] | 18,088 | 8,499 |
Prepaid expenses and other | [1] | 632 | 727 |
Total current assets | [1] | 99,503 | 245,805 |
Property and equipment, at cost | [1],[2] | 1,176,843 | 1,119,307 |
Accumulated depreciation | [1],[2] | (325,562) | (286,049) |
Property and equipment, net | [1],[2] | 851,281 | 833,258 |
Deferred charges and other assets, net | [1] | 3,322 | 1,385 |
Total assets | [1] | 954,106 | 1,080,448 |
Current liabilities: | |||
Current portion of debt and capital lease obligations | [1] | 913 | 1,200 |
Accounts payable | [1] | 9,264 | 4,297 |
Accrued liabilities | [1] | 1,690 | 1,054 |
Taxes other than income taxes | [1] | 1,276 | 765 |
Deferred revenue from related party | [1] | 129 | 124 |
Total current liabilities | [1] | 13,272 | 7,440 |
Debt and capital lease obligations, net of current portion | [1] | 175,246 | 1,519 |
Notes payable to related party | [1] | 370,000 | 0 |
Deferred income taxes | [1] | 320 | 830 |
Other long-term liabilities | [1] | 1,116 | 1,065 |
Commitments and contingencies | [1] | ||
Partners’ capital: | |||
Common unitholders – public (21,509,651 and 17,255,208 units outstanding) | [1] | 581,489 | 374,954 |
Common unitholder – Valero (15,018,602 and 11,539,989 units outstanding) | [1] | 28,430 | 58,844 |
Subordinated unitholder – Valero (28,789,989 and 28,789,989 units outstanding) | [1] | (313,961) | 146,804 |
General partner – Valero (1,332,829 and 1,175,102 units outstanding) | [1] | (5,805) | 4,617 |
Net investment | [1] | 103,999 | 484,375 |
Total partners’ capital | [1] | 394,152 | 1,069,594 |
Total liabilities and partners’ capital | [1] | $ 954,106 | $ 1,080,448 |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. | ||
[2] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Dec. 31, 2015 | Dec. 31, 2014 |
Partners’ capital: | ||
Common unitholders – public, units outstanding | 21,509,651 | 17,255,208 |
Common unitholder – Valero, units outstanding | 15,018,602 | 11,539,989 |
Subordinated unitholder – Valero, units outstanding | 28,789,989 | 28,789,989 |
General partner – Valero, units outstanding | 1,332,829 | 1,175,102 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Operating revenues – related party | [1] | $ 243,624 | $ 129,180 | $ 124,985 |
Costs and expenses: | ||||
Operating expenses (b) | [1],[2] | 105,973 | 111,114 | 105,576 |
General and administrative expenses (c) | [1],[3] | 14,520 | 13,602 | 8,452 |
Depreciation expense | [1] | 45,678 | 37,909 | 35,037 |
Total costs and expenses | [1] | 166,171 | 162,625 | 149,065 |
Operating income (loss) | [1] | 77,453 | (33,445) | (24,080) |
Other income, net | [1] | 223 | 1,504 | 309 |
Interest and debt expense, net of capitalized interest (d) | [1],[4] | (6,113) | (872) | (198) |
Income (loss) before income taxes | [1] | 71,563 | (32,813) | (23,969) |
Income tax expense | [1] | 251 | 548 | 1,434 |
Net income (loss) | [1] | 71,312 | (33,361) | (25,403) |
Less: Net loss attributable to Predecessor | [1] | (60,566) | (92,642) | (27,444) |
Net income attributable to partners | 131,878 | 59,281 | 2,041 | |
Less: General partner’s interest in net income | 6,069 | 1,379 | 41 | |
Limited partners’ interest in net income | $ 125,809 | $ 57,902 | $ 2,000 | |
Net income per limited partner unit – basic and diluted: | ||||
Common units | $ 2.12 | $ 1.01 | $ 0.03 | |
Subordinated units | $ 2.07 | $ 1.01 | $ 0.03 | |
Weighted-average limited partner units outstanding: | ||||
Common units – basic | 31,222 | 28,790 | 28,790 | |
Common units – diluted | 31,222 | 28,791 | 28,790 | |
Subordinated units – basic and diluted | 28,790 | 28,790 | 28,790 | |
Cash distribution declared per unit | $ 1.1975 | $ 0.9410 | $ 0.0370 | |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. | |||
[2] | Includes operating expenses – related party of $49,249 thousand, $45,395 thousand, and $42,291 thousand. | |||
[3] | Includes general and administrative expenses – related party of $11,695 thousand, $11,141 thousand, and $8,371 thousand. | |||
[4] | Includes interest and debt expense – related party of $3,190 thousand, $0 thousand, and $0 thousand. |
Consolidated Statements of Inc5
Consolidated Statements of Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Supplemental information: | |||
(b) Operating expenses – related party | $ 49,249 | $ 45,395 | $ 42,291 |
(c) General and administrative expenses – related party | 11,695 | 11,141 | 8,371 |
(d) Interest and debt expense – related party | $ 3,190 | $ 0 | $ 0 |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital - USD ($) $ in Thousands | 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, 2012 | [1] | $ 644,149 | $ 0 | $ 0 | $ 0 | $ 0 | $ 644,149 |
Supplemental Consolidated Statements of Partners' Capital | |||||||
Net loss attributable to Predecessor | [1] | (27,444) | 0 | 0 | 0 | 0 | (27,444) |
Net income attributable to partners | 2,041 | 599 | 401 | 1,000 | 41 | 0 | |
Net transfers from Valero Energy Corporation | [1] | 120,226 | 0 | 0 | 0 | 0 | 120,226 |
Prefunding of capital projects by Valero Energy Corporation | 3,500 | 0 | 0 | 0 | 0 | 3,500 | |
Allocation of net investment to unitholders | 0 | 0 | 75,597 | 188,601 | 6,126 | (270,324) | |
Units issued in public offering, net of offering costs | 369,226 | 369,226 | 0 | 0 | 0 | 0 | |
Ending balance at Dec. 31, 2013 | [1] | 1,111,698 | 369,825 | 75,998 | 189,601 | 6,167 | 470,107 |
Supplemental Consolidated Statements of Partners' Capital | |||||||
Net loss attributable to Predecessor | [1] | (92,642) | 0 | 0 | 0 | 0 | (92,642) |
Net income attributable to partners | 59,281 | 17,346 | 11,605 | 28,951 | 1,379 | 0 | |
Net transfers from Valero Energy Corporation | [1] | 187,026 | 0 | 0 | 0 | 0 | 187,026 |
Allocation of Valero Energy Corporation’s net investment in acquisitions | 0 | 0 | 22,276 | 55,572 | 2,268 | (80,116) | |
Consideration paid to Valero Energy Corporation for acquisitions | (154,000) | 0 | (42,818) | (106,822) | (4,360) | 0 | |
Cash distributions to unitholders | (41,833) | (12,281) | (8,217) | (20,498) | (837) | 0 | |
Distribution equivalent right payments | (4) | (4) | 0 | 0 | 0 | 0 | |
Unit-based compensation | 68 | 68 | 0 | 0 | 0 | 0 | |
Ending balance at Dec. 31, 2014 | [1] | 1,069,594 | 374,954 | 58,844 | 146,804 | 4,617 | 484,375 |
Supplemental Consolidated Statements of Partners' Capital | |||||||
Net loss attributable to Predecessor | [1] | (60,566) | 0 | 0 | 0 | 0 | (60,566) |
Net income attributable to partners | 131,878 | 37,183 | 28,548 | 60,078 | 6,069 | 0 | |
Net transfers from Valero Energy Corporation | [1] | 70,334 | 0 | 0 | 0 | 0 | 70,334 |
Allocation of Valero Energy Corporation’s net investment in acquisitions | 0 | 0 | 111,433 | 267,700 | 11,011 | (390,144) | |
Consideration paid to Valero Energy Corporation for acquisitions | (1,136,220) | 0 | (330,539) | (773,685) | (31,996) | 0 | |
Units issued to Valero Energy Corporation in connection with acquisitions | 170,000 | 0 | 166,600 | 0 | 3,400 | 0 | |
Units issued in public offering, net of offering costs | 192,926 | 188,915 | 0 | 0 | 4,011 | 0 | |
Noncash capital contributions from Valero Energy Corporation | 27,748 | 0 | 8,898 | 18,063 | 787 | 0 | |
Cash distributions to unitholders | (71,704) | (19,725) | (15,354) | (32,921) | (3,704) | 0 | |
Distribution equivalent right payments | (11) | (11) | 0 | 0 | 0 | 0 | |
Unit-based compensation | 173 | 173 | 0 | 0 | 0 | 0 | |
Ending balance at Dec. 31, 2015 | [1] | $ 394,152 | $ 581,489 | $ 28,430 | $ (313,961) | $ (5,805) | $ 103,999 |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Cash flows from operating activities: | ||||
Net income (loss) | [1] | $ 71,312 | $ (33,361) | $ (25,403) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||
Depreciation expense | [1] | 45,678 | 37,909 | 35,037 |
Deferred income tax expense (benefit) | [1] | (228) | 43 | 941 |
Changes in current assets and current liabilities | [1] | (8,973) | (1,318) | (2,947) |
Changes in deferred charges and credits and other operating activities, net | [1] | 587 | (34) | (421) |
Net cash provided by operating activities | [1] | 108,376 | 3,239 | 7,207 |
Cash flows from investing activities: | ||||
Capital expenditures | [1] | (38,109) | (121,880) | (127,401) |
Acquisitions from Valero Energy Corporation | [1] | (390,144) | (80,116) | 0 |
Proceeds from dispositions of property and equipment | [1] | 82 | 54 | 8 |
Net cash used in investing activities | [1] | (428,171) | (201,942) | (127,393) |
Cash flows from financing activities: | ||||
Proceeds from debt borrowings | [1] | 200,000 | 0 | 0 |
Proceeds from notes payable to related party | [1] | 555,000 | 0 | 0 |
Repayments of debt and capital lease obligations | [1] | (26,200) | (1,048) | (1,059) |
Repayment of note payable to related party | [1] | (185,000) | 0 | 0 |
Payment of debt issuance costs | [1] | (2,322) | (1,071) | (572) |
Prefunding of capital projects by Valero Energy Corporation | [1] | 0 | 0 | 3,500 |
Proceeds from issuance of common units, net of discount | [1] | 189,683 | 0 | 372,449 |
Proceeds from issuance of general partner units | [1] | 4,011 | 0 | 0 |
Payment of offering costs | [1] | (666) | (3,223) | 0 |
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | [1] | (576,076) | (73,884) | 0 |
Cash distributions to unitholders and distribution equivalent right payments | [1] | (71,715) | (41,837) | 0 |
Net transfers from Valero Energy Corporation | [1] | 77,284 | 181,227 | 120,986 |
Net cash provided by financing activities | [1] | 163,999 | 60,164 | 495,304 |
Net increase (decrease) in cash and cash equivalents | [1] | (155,796) | (138,539) | 375,118 |
Cash and cash equivalents at beginning of year | [1] | 236,579 | 375,118 | 0 |
Cash and cash equivalents at end of year | [1] | $ 80,783 | $ 236,579 | $ 375,118 |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Business and Basis of Presentat
Business and Basis of Presentation | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BUSINESS AND BASIS OF PRESENTATION | 1. BUSINESS AND BASIS OF PRESENTATION Business Valero Energy Partners LP (the Partnership) is a fee-based, 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 “Partnership,” “we,” “us,” or “our” refer to Valero Energy Partners LP, one or more of its 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 IPO) of 17,250,000 common units representing limited partner interests as further described in Note 11 . Immediately following the IPO, 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, which are referred to as the Contributed Assets. We acquired from Valero the Texas Crude Systems Business on July 1, 2014 , the Houston and St. Charles Terminal Services Business on March 1, 2015 , the Corpus Christi Terminal Services Business on October 1, 2015 , the McKee Terminal Services Business on April 1, 2016 , and the Meraux and Three Rivers Terminal Services Business on September 1, 2016 (collectively, the Acquisitions). See Note 3 for further discussion of these Acquisitions from Valero. Our assets, including those acquired in connection with the Acquisitions, consist 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 ten of Valero’s refineries. We generate operating revenues by providing fee-based transportation and terminaling services to Valero. Basis of Presentation Our consolidated financial statements include the accounts of the Partnership as well as our Predecessor (defined below). These financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the Meraux and Three Rivers Terminal Services Business for all periods as previously presented in our 2015 Form 10-K filed with the Securities and Exchange Commission (SEC) on February 26, 2016, and as modified by our Current Report on Form 8-K filed with the SEC on August 4, 2016. All intercompany accounts and transactions have been eliminated. The Contributed Assets and the Acquisitions were accounted for as transfers of businesses between entities under the common control of Valero. As entities under the common control of Valero, we recorded the Contributed Assets and the Acquisitions 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 consolidated financial statements and related notes have been retrospectively adjusted to include the historical results of the Acquisitions for all periods presented prior to the effective dates of each acquisition. We refer to the historical results of the Contributed Assets prior to the IPO and the Acquisitions prior to their respective acquisition dates as those of our “Predecessor.” 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 Acquisitions had been combined for periods prior to the IPO and the effective dates of each acquisition. 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, our Predecessor’s statements of income include direct charges for the management and operation of our 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 IPO and the Acquisitions, our Predecessor transferred cash to Valero daily and Valero funded our Predecessor’s operating and investing activities as needed. Therefore, transfers of cash to and from Valero’s cash management system are reflected as a component of net investment and are reflected as a financing activity in our statements of cash flows. In addition, interest expense was not included on the net cash transfers from Valero. The financial information presented for the periods after the IPO for the Contributed Assets and after the effective dates of the Acquisitions represents the consolidated financial position, results of operations, and cash flows of the Partnership. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation Our consolidated financial statements include the accounts of the Partnership as well as our Predecessor. These financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the Meraux and Three Rivers Terminal Services Business for all periods presented. 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 interest and 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 lease agreements 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 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 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. 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 IPO, our Predecessor recognized revenues under various operating leases with Valero for crude oil and refined petroleum products storage capacity. Income Taxes 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 consolidated financial statements, except for state taxes that apply to partnerships, specifically the margin tax in Texas. 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. 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. 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 . 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 all of our assets are located, in the U.S. New Accounting Pronouncements In May 2014, the Accounting Standards Codification (ASC) was amended and a new accounting standard, ASC Topic 606, “Revenue from Contracts with Customers,” was issued 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. In July 2015, the effective date of the new standard was deferred by one year. As a result, the standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those reporting periods, 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 permitted, but not before the original effective date, which was for annual reporting periods beginning after December 15, 2016, including interim reporting periods within those reporting periods. We are currently evaluating the effect that adopting this new standard will have on our financial statements and related disclosures. 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. The adoption of this guidance effective January 1, 2016 will not affect our financial position or results of operations. In April 2015, the provisions of ASC Subtopic 835-30, “Interest–Imputation of Interest,” were amended to simplify the presentation of debt issuance costs. The guidance requires that debt issuance costs related to a note be reported in the balance sheet as a direct deduction from the face amount of that note, consistent with debt discounts, and that amortization of debt issuance costs be reported as interest expense. In August 2015, these provisions were further amended with guidance from the Securities and Exchange Commission staff that they would not object to an entity deferring and presenting debt issuance costs related to line-of-credit arrangements as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. These provisions are to be applied 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 as our debt issuance costs are associated with our revolving credit facility as further discussed in Note 7 . Also in April 2015, the provisions of ASC Topic 260, “Earnings Per Share,” were amended to provide guidance on how master limited partnerships apply the two-class method of calculating earnings per unit for historical periods when they receive net assets in a dropdown transaction that is accounted for as a transaction between entities under common control as required under Subtopic 805-50, “Business Combinations–Related Issues.” The amendments specify that for purposes of calculating earnings per unit under the two-class method for periods before the date of a dropdown transaction, earnings or losses of a transferred business should be allocated entirely to the general partner. Qualitative disclosures are also required to describe how the rights to earnings or losses differ before and after the dropdown transaction for purposes of computing earnings per unit under the two-class method. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted, and should be applied retrospectively for all financial statements presented. We have historically calculated our net income per unit after a dropdown transaction as prescribed by these provisions; therefore, the adoption of this guidance effective January 1, 2016 will not affect our net income per unit for periods prior to January 1, 2016, but will result in additional disclosures. In September 2015, the provisions of ASC Topic 805, “Business Combinations,” were amended to simplify the accounting and reporting of adjustments made to provisional amounts recognized in a business combination. The amendment requires that an acquirer (i) record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date and (ii) present separately on the statement of income or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, and should be applied prospectively to adjustments made to provisional amounts that occur after the effective date. Earlier application is permitted for financial statements that have not yet been issued. The adoption of this guidance effective January 1, 2016 will not affect our financial position or results of operations; however, it may result in changes to the manner in which adjustments to provisional amounts recognized in a future business combination, if any, are presented in our financial statements. In November 2015, the provisions of ASC Topic 740, “Income Taxes,” were amended to simplify the presentation of deferred income taxes. The amendments require that deferred tax liabilities and assets be classified as noncurrent in a classified balance sheet. The amendments are effective for financial statements for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted as of the beginning of any interim or annual period. The amendments may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. Entities applying the guidance retrospectively shall disclose in the first interim and first annual period of adoption the nature of and reason for the change in accounting principle and quantitative information about the effects of the accounting change on prior periods. We have elected to adopt this guidance effective January 1, 2016 on a retrospective basis, and such adoption will not affect our financial position as our deferred income tax assets and liabilities are already classified as noncurrent in our balance sheets. In January 2016, the provisions of ASC Subtopic 825-10, “Financial Instruments–Overall,” were amended to enhance the reporting model for financial instruments regarding certain aspects of recognition, measurement, presentation, and disclosure. The amendment (i) requires equity investments (except those accounted for under the equity method or that are consolidated) to be measured at fair value with changes in fair value recognized in net income; (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; (iii) eliminates the requirement for an entity to disclose the methods and significant assumptions used to estimate the fair value of financial instruments measured at amortized cost; (iv) requires an entity to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; and (v) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or in the accompanying notes to the financial statements. These provisions are effective for annual reporting periods beginning after December 15, 2017, and interim periods within those annual periods. The standard is to be applied using a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. We are currently evaluating the effect that adopting this standard will have on our financial statements and related disclosures. In February 2016, the ASC was amended and a new accounting standard, ASC Topic 842, “Leases,” was issued to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. In order to meet that objective, the new standard requires recognition of the assets and liabilities that arise from leases. Accordingly, a lessee will recognize a right-of-use (ROU) asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation. Both the ROU asset and lease liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease. Initial costs directly attributable to negotiating and arranging the lease will be included in the ROU asset. Lessees can make an accounting policy election by class of underlying asset not to recognize a ROU asset and corresponding lease liability for leases with a term of 12 months or less. Accounting by lessors will remain largely unchanged from current U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that companies may elect to apply. These practical expedients relate to the identification and classification of leases that commenced before the effective date, initial direct costs for leases that commenced before the effective date, and the ability to use hindsight in evaluating lessee options to extend or terminate a lease or to purchase the underlying asset. The transition guidance also provides specific guidance for sale and leaseback transactions, build-to-suit leases, leveraged leases, and amounts previously recognized in accordance with the business combinations guidance for leases. The new standard is effective for public companies for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. We are currently evaluating the effect that adopting this standard will have on our financial statements and related disclosures. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
ACQUISITIONS | 3. ACQUISITIONS In connection with the Acquisitions, we entered into various agreements with Valero related to the acquisition agreements, including an amended and restated omnibus agreement, an amended and restated services and secondment agreement, lease agreements, and additional schedules to our commercial agreements. See Note 4 for a summary of the terms of these agreements. Texas Crude Systems Business 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 (supporting Valero’s McKee Refinery), the Three Rivers Crude System (supporting Valero’s Three Rivers Refinery), and the Wynnewood Products System (supporting Valero’s Ardmore Refinery). Houston and St. Charles Terminals Services Business Effective March 1, 2015 , we acquired two subsidiaries from Valero 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 , which consisted of (i) a cash distribution of $571.2 million and (ii) the issuance of 1,908,100 common units and 38,941 general partner units having an aggregate value of $100.0 million . We funded 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 credit agreement with Valero. See Note 7 for further discussion of the borrowings under our revolving credit facility and subordinated credit agreement. Corpus Christi Terminal Services Business Effective October 1, 2015 , we acquired Valero’s Corpus Christi East Terminal and Corpus Christi West Terminal (collectively, the Corpus Christi Terminal Services Business) for total consideration of $465.0 million , which consisted of (i) a cash distribution of $ 395.0 million and (ii) the issuance of 1,570,513 common units and 32,051 general partner units having an aggregate value of $70.0 million . We funded the cash distribution to Valero with $395.0 million of proceeds from a subordinated credit agreement with Valero. The Corpus Christi Terminal Services Business is engaged in the business of terminaling crude oil, intermediates, and refined petroleum products at terminals in Corpus Christi, Texas and supports Valero’s Corpus Christi East and West Refineries. See Note 7 for further discussion of the borrowings under our subordinated credit agreement. McKee Terminal Services Business Effective April 1, 2016 , we acquired a subsidiary from Valero that owns and operates a crude oil, intermediates, and refined petroleum products terminal (the McKee Terminal) that supports Valero’s McKee Refinery (in Sunray, Texas) for total consideration of $240.0 million , which consisted of (i) a cash distribution of $204.0 million and (ii) the issuance of 728,775 common units and 14,873 general partner units having an aggregate value of $36.0 million . We funded the cash distribution to Valero with $65.0 million of our cash on hand and $139.0 million of borrowings under our revolving credit facility. See Note 7 for further discussion of the borrowings under our revolving credit facility. Meraux and Three Rivers Terminal Services Business Effective September 1, 2016 , we acquired Valero’s Meraux Terminal and Three Rivers Terminal (collectively, the Meraux and Three Rivers Terminal Services Business) for total consideration of $325.0 million which consisted of (i) a cash distribution of $276.0 million and (ii) the issuance of 1,149,905 common units and 23,467 general partner units having an aggregate value of $49.0 million . We funded the cash distribution to Valero with $66.0 million of our cash on hand and $210.0 million of borrowings under our revolving credit facility. See Note 7 for further discussion of the borrowings under our revolving credit facility. Reconciliation of Previously Reported to Currently Reported Financial Information The following tables present our previously reported balance sheets as of December 31, 2015 and 2014 (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands). December 31, 2015 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) ASSETS Current assets: Cash and cash equivalents $ 80,783 $ — $ 80,783 Receivables from related party 18,088 — 18,088 Prepaid expenses and other 632 — 632 Total current assets 99,503 — 99,503 Property and equipment, at cost 1,110,399 66,444 1,176,843 Accumulated depreciation (310,558 ) (15,004 ) (325,562 ) Property and equipment, net 799,841 51,440 851,281 Deferred charges and other assets, net 3,322 — 3,322 Total assets $ 902,666 $ 51,440 $ 954,106 LIABILITIES AND PARTNERS’ CAPITAL Current liabilities: Current portion of debt and capital lease obligations $ 913 $ — $ 913 Accounts payable 9,264 — 9,264 Accrued liabilities 1,690 — 1,690 Taxes other than income taxes 1,276 — 1,276 Deferred revenue from related party 129 — 129 Total current liabilities 13,272 — 13,272 Debt and capital lease obligations, net of current portion 175,246 — 175,246 Notes payable to related party 370,000 — 370,000 Deferred income taxes 320 — 320 Other long-term liabilities 1,116 — 1,116 Partners’ capital: Common unitholders – public 581,489 — 581,489 Common unitholder – Valero 28,430 — 28,430 Subordinated unitholder – Valero (313,961 ) — (313,961 ) General partner – Valero (5,805 ) — (5,805 ) Net investment 52,559 51,440 103,999 Total partners’ capital 342,712 51,440 394,152 Total liabilities and partners’ capital $ 902,666 $ 51,440 $ 954,106 December 31, 2014 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) ASSETS Current assets: Cash and cash equivalents $ 236,579 $ — $ 236,579 Receivables from related party 8,499 — 8,499 Prepaid expenses and other 727 — 727 Total current assets 245,805 — 245,805 Property and equipment, at cost 1,059,032 60,275 1,119,307 Accumulated depreciation (273,398 ) (12,651 ) (286,049 ) Property and equipment, net 785,634 47,624 833,258 Deferred charges and other assets, net 1,385 — 1,385 Total assets $ 1,032,824 $ 47,624 $ 1,080,448 LIABILITIES AND PARTNERS’ CAPITAL Current liabilities: Current portion of debt and capital lease obligations $ 1,200 $ — $ 1,200 Accounts payable 4,297 — 4,297 Accrued liabilities 1,054 — 1,054 Taxes other than income taxes 765 — 765 Deferred revenue from related party 124 — 124 Total current liabilities 7,440 — 7,440 Debt and capital lease obligations, net of current portion 1,519 — 1,519 Deferred income taxes 830 — 830 Other long-term liabilities 1,065 — 1,065 Partners’ capital: Common unitholders – public 374,954 — 374,954 Common unitholder – Valero 58,844 — 58,844 Subordinated unitholder – Valero 146,804 — 146,804 General partner – Valero 4,617 — 4,617 Net investment 436,751 47,624 484,375 Total partners’ capital 1,021,970 47,624 1,069,594 Total liabilities and partners’ capital $ 1,032,824 $ 47,624 $ 1,080,448 The following tables present our previously reported statements of income for the years ended December 31, 2015 , 2014 , and 2013 (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands). Year Ended December 31, 2015 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Operating revenues – related party $ 243,624 $ — $ 243,624 Costs and expenses: Operating expenses 92,025 13,948 105,973 General and administrative expenses 14,013 507 14,520 Depreciation expense 42,724 2,954 45,678 Total costs and expenses 148,762 17,409 166,171 Operating income (loss) 94,862 (17,409 ) 77,453 Other income, net 223 — 223 Interest and debt expense, net of capitalized interest (6,113 ) — (6,113 ) Income (loss) before income taxes 88,972 (17,409 ) 71,563 Income tax expense 251 — 251 Net income (loss) 88,721 (17,409 ) 71,312 Less: Net loss attributable to Predecessor (43,157 ) (17,409 ) (60,566 ) Net income attributable to partners $ 131,878 $ — $ 131,878 Year Ended December 31, 2014 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Operating revenues – related party $ 129,180 $ — $ 129,180 Costs and expenses: Operating expenses 98,061 13,053 111,114 General and administrative expenses 13,149 453 13,602 Depreciation expense 35,302 2,607 37,909 Total costs and expenses 146,512 16,113 162,625 Operating loss (17,332 ) (16,113 ) (33,445 ) Other income, net 1,504 — 1,504 Interest and debt expense, net of capitalized interest (872 ) — (872 ) Loss before income taxes (16,700 ) (16,113 ) (32,813 ) Income tax expense 548 — 548 Net loss (17,248 ) (16,113 ) (33,361 ) Less: Net loss attributable to Predecessor (76,529 ) (16,113 ) (92,642 ) Net income attributable to partners $ 59,281 $ — $ 59,281 Year Ended December 31, 2013 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Operating revenues – related party $ 124,985 $ — $ 124,985 Costs and expenses: Operating expenses 93,025 12,551 105,576 General and administrative expenses 8,004 448 8,452 Depreciation expense 32,493 2,544 35,037 Total costs and expenses 133,522 15,543 149,065 Operating loss (8,537 ) (15,543 ) (24,080 ) Other income, net 309 — 309 Interest and debt expense, net of capitalized interest (198 ) — (198 ) Loss before income taxes (8,426 ) (15,543 ) (23,969 ) Income tax expense 1,434 — 1,434 Net loss (9,860 ) (15,543 ) (25,403 ) Less: Net loss attributable to Predecessor (11,901 ) (15,543 ) (27,444 ) Net income attributable to partners $ 2,041 $ — $ 2,041 The following tables present our previously reported statements of cash flows for the years ended December 31, 2015 , 2014 , and 2013 (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands). Year Ended December 31, 2015 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Cash flows from operating activities: Net income (loss) $ 88,721 $ (17,409 ) $ 71,312 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation expense 42,724 2,954 45,678 Deferred income tax benefit (228 ) — (228 ) Changes in current assets and current liabilities (8,973 ) — (8,973 ) Changes in deferred charges and credits and other operating activities, net 587 — 587 Net cash provided by (used in) operating activities 122,831 (14,455 ) 108,376 Cash flows from investing activities: Capital expenditures (31,195 ) (6,914 ) (38,109 ) Acquisitions from Valero Energy Corporation (390,144 ) — (390,144 ) Proceeds from dispositions of property and equipment 82 — 82 Net cash used in investing activities (421,257 ) (6,914 ) (428,171 ) Cash flows from financing activities: Proceeds from debt borrowings 200,000 — 200,000 Proceeds from notes payable to related party 555,000 — 555,000 Repayments of debt and capital lease obligations (26,200 ) — (26,200 ) Repayment of note payable to related party (185,000 ) — (185,000 ) Payment of debt issuance costs (2,322 ) — (2,322 ) Proceeds from issuance of common units, net of discount 189,683 — 189,683 Proceeds from issuance of general partner units 4,011 — 4,011 Payment of offering costs (666 ) — (666 ) Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets (576,076 ) — (576,076 ) Cash distributions to unitholders and distribution equivalent right payments (71,715 ) — (71,715 ) Net transfers from Valero Energy Corporation 55,915 21,369 77,284 Net cash provided by financing activities 142,630 21,369 163,999 Net decrease in cash and cash equivalents (155,796 ) — (155,796 ) Cash and cash equivalents at beginning of year 236,579 — 236,579 Cash and cash equivalents at end of year $ 80,783 $ — $ 80,783 Year Ended December 31, 2014 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Cash flows from operating activities: Net loss $ (17,248 ) $ (16,113 ) $ (33,361 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation expense 35,302 2,607 37,909 Deferred income tax expense 43 — 43 Changes in current assets and current liabilities (1,318 ) — (1,318 ) Changes in deferred charges and credits and other operating activities, net (34 ) — (34 ) Net cash provided by (used in) operating activities 16,745 (13,506 ) 3,239 Cash flows from investing activities: Capital expenditures (108,331 ) (13,549 ) (121,880 ) Acquisition of the Texas Crude Systems Business from Valero Energy Corporation (80,116 ) — (80,116 ) Proceeds from dispositions of property and equipment 54 — 54 Net cash used in investing activities (188,393 ) (13,549 ) (201,942 ) Cash flows from financing activities: Repayments of debt and capital lease obligations (1,048 ) — (1,048 ) Payment of debt issuance costs (1,071 ) — (1,071 ) Payment of offering costs (3,223 ) — (3,223 ) Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business (73,884 ) — (73,884 ) Cash distributions to unitholders and distribution equivalent right payments (41,837 ) — (41,837 ) Net transfers from Valero Energy Corporation 154,172 27,055 181,227 Net cash provided by financing activities 33,109 27,055 60,164 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 Year Ended December 31, 2013 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Cash flows from operating activities: Net loss $ (9,860 ) $ (15,543 ) $ (25,403 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation expense 32,493 2,544 35,037 Deferred income tax expense 941 — 941 Changes in current assets and current liabilities (2,947 ) — (2,947 ) Changes in deferred charges and credits and other operating activities, net (421 ) — (421 ) Net cash provided by (used in) operating activities 20,206 (12,999 ) 7,207 Cash flows from investing activities: Capital expenditures (124,379 ) (3,022 ) (127,401 ) Proceeds from dispositions of property and equipment 8 — 8 Net cash used in investing activities (124,371 ) (3,022 ) (127,393 ) Cash flows from financing activities: Repayments of debt and capital lease obligations (1,059 ) — (1,059 ) Payment of debt issuance costs (572 ) — (572 ) Prefunding of capital projects by Valero 3,500 — 3,500 Proceeds from issuance of common units, net of discount 372,449 — 372,449 Net transfers from Valero Energy Corporation 104,965 16,021 120,986 Net cash provided by financing activities 479,283 16,021 495,304 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 |
Related-Party Agreements and Tr
Related-Party Agreements and Transactions | 12 Months Ended |
Dec. 31, 2015 | |
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. Prior to the IPO and the Acquisitions, our operating and general and administrative expenses included charges to our Predecessor for the management of our operations and the allocation of certain overhead and shared services expenses by Valero. 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, but they 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 with the IPO on December 16, 2013 , and with the Acquisitions, coinciding with the effective dates of each acquisition. Commercial Agreements In connection with the IPO, we entered into a master transportation services agreement and a master terminal services agreement (collectively, the commercial agreements) with Valero. 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. We entered into schedules under these commercial agreements in connection with the IPO. Each schedule has an initial term 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 of the Texas Crude Systems Business, 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. In connection with the acquisition of the Houston and St. Charles Terminal Services Business, we entered into additional schedules under our master terminal services agreement with respect to each terminal acquired. Each schedule contains minimum throughput requirements and inflation escalators, has an initial term through March 1, 2025 and, in the case of the Houston Terminal, provides Valero an option to renew for one additional five -year term, and, in the case of the St. Charles Terminal, provides Valero an option to renew through January 31, 2030 . In connection with the acquisition of the Corpus Christi Terminal Services Business, we entered into an additional schedule under our master terminal services agreement. This schedule has an initial term through October 1, 2025 , provides Valero an option to renew for one additional five -year term, and contains minimum throughput requirements and inflation escalators . In connection with the acquisition of the McKee Terminal Services Business, we entered into an additional schedule under our master terminal services agreement. This schedule has an initial term through April 1, 2026 , provides Valero an option to renew for one additional five -year term, and contains minimum throughput requirements and inflation escalators. In connection with the acquisition of the Meraux and Three Rivers Terminal Services Business, we entered into additional schedules under our master terminal services agreement with respect to each terminal acquired. Each schedule contains minimum throughput requirements and inflation escalators, has an initial term through September 1, 2026 , and provides Valero an option to renew for one additional five -year term. Amended and Restated Omnibus Agreement In connection with the IPO, we entered into an omnibus agreement with Valero, certain of its subsidiaries, and our general partner. In connection with the Acquisitions, we entered into an amended and restated omnibus agreement with Valero, including its amended and restated schedules. 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 was increased from $9.2 million in 2014 to $10.4 million in connection with the acquisition of the Houston and St. Charles Terminal Services Business in March 2015. The fee was increased again in October 2015 to $11.2 million per year in connection with the acquisition of the Corpus Christi Terminal Services Business. Each increase in 2015 was prorated based on the number of days from the effective dates of each acquisition to December 31, 2015 . The fee was increased again on April 1, 2016 to $11.7 million per year in connection with the acquisition of the McKee Terminal Services Business and on September 1, 2016 to $12.5 million in connection with the acquisition of the Meraux and Three Rivers Terminal Services Business. Each increase in 2016 will be prorated based on the number of days from the effective dates of each acquisition to December 31, 2016; • 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 through December 2018; • 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 and Restated Services and Secondment Agreement In connection with the IPO, 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. In connection with the Acquisitions, our general partner entered into an amended and restated services and secondment agreement with Valero, including its amended and restated exhibits, to provide for the secondment of employees to our general partner for the provision of services with respect to the assets acquired in the Acquisitions. This agreement will continue for an initial term of ten years from the Service Date (as described in the agreement) with respect to each asset 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. 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 IPO. 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. Lease and Access Agreements We entered into two lease and access agreements with Valero with respect to the land on which the Houston and St. Charles terminals are located. Each agreement has an initial term through March 1, 2025 with four automatic successive renewal periods of five years each, provided that the final renewal period for the St. Charles terminal agreement will end on December 31, 2044 . Either party may terminate the lease after the initial term by providing written notice. Initially, our base rent under the Houston and St. Charles terminal agreements totals $6.4 million per year and each agreement is subject to annual inflation escalators. 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. We entered into two lease and access agreements with Valero with respect to the land on which the Corpus Christi East and West terminals are located. Each agreement has an initial term through October 1, 2025 with four automatic successive renewal periods of five years each. Either party may terminate the lease after the initial term by providing written notice. Initially, our base rent under the Corpus Christi East and West terminal agreements totals $1.7 million per year and each agreement is subject to annual inflation escalators. 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. We entered into a lease and access agreement with Valero with respect to the land on which the McKee Terminal is located. This agreement has an initial term through April 1, 2026 with four automatic successive renewal periods of five years each. Either party may terminate the lease after the initial term by providing written notice. Initially, our base rent is $594,000 per year and is subject to an annual inflation escalator. 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. We entered into two lease and access agreements with Valero with respect to the land on which the Meraux and Three Rivers terminals are located. Each agreement has an initial term through September 1, 2026 with four automatic successive renewal periods of five years each. Either party may terminate the lease after the initial term by providing written notice. Initially, our base rent under the Meraux and Three Rivers terminal agreements totals $971,000 per year and each agreement is subject to annual inflation escalators. 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. Subordinated Credit Agreements We have subordinated credit agreements with Valero as further described in Note 7 . Summary of Transactions Receivables from related party consist of the following (in thousands): December 31, 2015 2014 Trade receivables – related party $ 26,103 $ 10,515 Due to related party (8,015 ) (2,016 ) Receivables from related party $ 18,088 $ 8,499 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. All of our operating revenues are generated by providing services to Valero under our commercial agreements with Valero. The cost of services provided to us by Valero, including the cost of financing provided to us by Valero in connection with certain of the Acquisitions as more fully described in Notes 3 and 7 , are reflected in the supplemental information disclosure on our statements of income. Net Investment The following is a reconciliation of the amounts presented as net transfers from Valero on our statements of partners’ capital and statements of cash flows (in thousands): Year Ended December 31, (a) 2015 2014 2013 Net transfers from Valero $ 70,334 $ 187,026 $ 120,226 Less: Noncash transfers from (to) Valero (6,950 ) 5,799 (760 ) Net transfers from Valero $ 77,284 $ 181,227 $ 120,986 (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. See Note 15 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 IPO, 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 IPO and the Acquisitions, 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 statements of income. The amounts shown in our statements of income as “operating revenues – related party” included revenues from our current lease arrangements as follows (in thousands): Year Ended December 31, 2015 2014 2013 Minimum rental revenues $ 128,468 $ 16,806 $ 206 Contingent rental revenues 22,949 5,520 18,318 Total lease revenues $ 151,417 $ 22,326 $ 18,524 As of December 31, 2015 , future minimum rentals to be received related to these noncancelable lease agreements were as follows (in thousands): 2016 $ 194,078 2017 193,550 2018 193,550 2019 193,550 2020 194,078 Thereafter 821,539 Total minimum rental payments $ 1,790,345 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 (a) Non-Leased Assets Assets Under Operating Leases (b) Total Pipelines and related assets $ 228,586 $ 46,739 $ 275,325 Terminals and related assets 276,263 580,194 856,457 Other 9,352 — 9,352 Land 4,672 — 4,672 Construction-in-progress 31,037 — 31,037 Property and equipment, at cost 549,910 626,933 1,176,843 Accumulated depreciation (180,543 ) (145,019 ) (325,562 ) Property and equipment, net $ 369,367 $ 481,914 $ 851,281 December 31, 2014 (a) Non-Leased Assets Assets Under Operating Leases (b) Total Pipelines and related assets $ 227,780 $ 45,695 $ 273,475 Terminals and related assets 683,571 72,326 755,897 Other 9,439 — 9,439 Land 4,672 — 4,672 Construction-in-progress 75,824 — 75,824 Property and equipment, at cost 1,001,286 118,021 1,119,307 Accumulated depreciation (267,030 ) (19,019 ) (286,049 ) Property and equipment, net $ 734,256 $ 99,002 $ 833,258 (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. (b) Represents assets owned by us for which we are the lessor (see Note 4). Certain assets acquired in the acquisitions of the Houston and St. Charles Terminal Services Business and the Corpus Christi Terminal Services Business were reflected as assets under operating leases subsequent to the acquisitions on March 1, 2015 and October 1, 2015, respectively. We have certain pipeline assets under capital lease agreements totaling $14.9 million as of December 31, 2015 and 2014 . Accumulated amortization on assets under capital leases was $14.1 million and $13.0 million as of December 31, 2015 and 2014, respectively. |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | 6. 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, 2015 and 2014 . 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, 2015 2014 2013 Balance as of beginning of year $ 975 $ 931 $ 889 Accretion expense 46 44 42 Balance as of end of year $ 1,021 $ 975 $ 931 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, 2015 and 2014 . Accretion expense is reflected in depreciation expense. There are no assets that are legally restricted for purposes of settling our asset retirement obligations. |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 12 Months Ended |
Dec. 31, 2015 | |
Debt and Capital Lease Obligations [Abstract] | |
DEBT AND CAPITAL LEASE OBLIGATIONS | 7. DEBT AND CAPITAL LEASE OBLIGATIONS Revolving Credit Facility In November 2015, we amended and restated our senior unsecured revolving credit facility agreement (the Revolver) to, among other things, extend the maturity date from December 2018 to November 2020 and increase the total commitment from $300.0 million to $750.0 million . We incurred $2.3 million of debt issuance costs in connection with this amendment. We have the option to increase the aggregate commitments under the Revolver to $1.0 billion and we may request two additional one-year extensions of the maturity date, subject to certain conditions. The Revolver includes a letter of credit sub-facility of up to $100.0 million . Our obligations under the Revolver are jointly and severally guaranteed by our directly 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 requires payments for customary fees, including commitment fees, letter of credit participation fees, and administrative agent fees. The Revolver contains certain restrictive covenants, including a covenant that requires us to maintain a ratio of total debt to EBITDA (as defined 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. In connection with the acquisition of the Houston and St. Charles Terminal Services Business as described in Note 3 , we borrowed $200.0 million under the Revolver in March 2015. In July 2015 , we repaid $25.0 million on the Revolver. There were no borrowings or repayments under the Revolver during the years ended December 31, 2014 and 2013 . Our borrowing under the Revolver bears interest at a variable rate, which was 1.5 percent as of December 31, 2015 . Accrued interest is payable in arrears on each Interest Payment Date (as defined in the Revolver) and on the maturity date. As of December 31, 2015 , we had $175.0 million of borrowings and no letters of credit outstanding under the Revolver. As of December 31, 2014 , we had no borrowings and no letters of credit outstanding under the Revolver. In connection with the acquisition of the McKee Terminal Services Business as described in Note 3 , we borrowed an additional $139.0 million under the Revolver on April 1, 2016 . This borrowing bears interest at a variable rate, which was 1.6875 percent as of April 1, 2016. In connection with the acquisition of the Meraux and Three Rivers Terminal Services Business as described in Note 3 , we borrowed an additional $210.0 million under the Revolver on September 1, 2016 . This borrowing bears interest at a variable rate, which was 1.8125 percent as of September 1, 2016 . Subordinated Credit Agreements During 2015, we entered into two subordinated credit agreements with Valero (the Loan Agreements) under which we borrowed $160.0 million and $395.0 million (collectively, the loans) to finance a portion of the acquisitions of the Houston and St. Charles Terminal Services Business and the Corpus Christi Terminal Services Business, respectively, as described in Note 3 . The loans mature on March 1 and October 1, 2020 , respectively, and may be prepaid at any time without penalty. We are not permitted to reborrow amounts. The loans bear interest at the LIBO Rate (as defined in the Loan Agreements) plus the applicable margin. Accrued interest is payable in arrears on each Interest Payment Date (as defined in the Loan Agreements) and on each maturity date. As of December 31, 2015 , the interest rate on each of the loans was 1.494 percent. The payment of amounts owing under the Loan Agreements are subordinated to our obligations under our Revolver with third-party lenders. The Loan Agreements contain customary terms regarding covenants, representations, default, and remedies, including covenants that limit the creation of liens, the incurrence of debt by us or our subsidiaries, the payment of distributions, and the entry into securitization transactions, sale/leaseback transactions, certain restrictive agreements, consolidations, mergers, and the sale of all or substantially all of our assets. The Loan Agreements also include covenants that require, as of the last day of each fiscal quarter, the ratio of Consolidated Total Debt (as defined in the Loan Agreements) to Consolidated EBITDA (as defined in the Loan Agreements) for the four -quarter period ending on such day not to exceed 5.0 to 1.0 (or 5.5 to 1.0 during a specified acquisition period). In November 2015, we amended certain terms of the Loan Agreements to synchronize certain terms thereof with the November 2015 amendment of the Revolver. In December 2015, we paid down $185.0 million under one of our Loan Agreements. As of December 31, 2015 , we had $370.0 million outstanding under the Loan Agreements and we were in compliance with the ratio of Consolidated Total Debt to Consolidated EBITDA. Other Debt Disclosures As of December 31, 2015 , we had debt obligations under our Revolver and the Loan Agreements that totaled $545.0 million , all of which will mature in 2020. Additional borrowings of $139.0 million made in April 2016 and $210.0 million made in September 2016 under our Revolver in connection with the acquisitions of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business, respectively, will also mature in 2020. Capitalized Interest Capitalized interest was $31,000 for the year ended December 31, 2015 . We had no capitalized interest for the years ended December 31, 2014 and 2013 . Capital Lease Obligations We have certain pipeline assets that we acquired 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. Upon renewal, we may terminate these agreements at our option by providing five-years written notice of cancellation until August 2031 upon which time we are only required to provide one-year written notice of cancellation. We expect that in the normal course of business, these leases will be renewed or replaced by other leases. As of December 31, 2015 , our future minimum rentals on capital lease obligations were as follows (in thousands): 2016 $ 963 Less interest expense (50 ) Unamortized fair value adjustment 246 Capital lease obligations $ 1,159 The unamortized fair value adjustment related to our capital lease obligations is the remaining balance as of December 31, 2015 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, 2015 | |
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, 2015 , our future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): 2016 $ 8,229 2017 8,229 2018 8,186 2019 8,186 2020 8,186 Thereafter 35,588 Total minimum rental payments $ 76,604 Rental expense for all operating leases was $7.1 million , $1.4 million , and $1.5 million for the years ended December 31, 2015 , 2014 , and 2013 , respectively. Rental expense for the years ended December 31, 2015 , 2014 , and 2013 has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. Litigation Matters From time to time, we may be 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 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, 2015 | |
Partners' Capital [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 Period Ended Total Quarterly Distribution (Per Unit) Total Cash Distribution (In Thousands) Declaration Date Record Date Distribution Date December 31, 2015 $ 0.3200 $ 22,711 January 25, 2016 February 4, 2016 February 11, 2016 September 30, 2015 0.3075 20,164 October 15, 2015 November 2, 2015 November 10, 2015 June 30, 2015 0.2925 18,456 July 24, 2015 August 3, 2015 August 11, 2015 March 31, 2015 0.2775 17,266 April 21, 2015 May 1, 2015 May 12, 2015 December 31, 2014 0.2660 15,829 January 26, 2015 February 5, 2015 February 12, 2015 September 30, 2014 0.2400 14,102 October 14, 2014 October 31, 2014 November 12, 2014 June 30, 2014 0.2225 13,074 July 15, 2014 August 1, 2014 August 13, 2014 March 31, 2014 0.2125 12,487 April 17, 2014 May 1, 2014 May 14, 2014 December 31, 2013 0.0370 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 12 for a description of DERs) applicable to the period in which the distributions and DERs were earned (in thousands): Year Ended December 31, December 16, 2013 through December 31, 2013 2015 2014 General partner’s distributions: General partner’s distributions $ 1,572 $ 1,110 $ 44 General partner’s incentive distribution rights (IDRs) 3,431 194 — Total general partner’s distributions 5,003 1,304 44 Limited partners’ distributions: Common – public 22,016 16,232 638 Common – Valero 17,090 10,859 427 Subordinated – Valero 34,476 27,091 1,065 Total limited partners’ distributions 73,582 54,182 2,130 DERs 12 6 — Total cash distributions, including DERs $ 78,597 $ 55,492 $ 2,174 |
Net Income Per Limited Partner
Net Income Per Limited Partner Unit | 12 Months Ended |
Dec. 31, 2015 | |
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 IPO as no units were outstanding prior to the IPO. 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. 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 12 ) that receive DERs, as further discussed in Note 12 . 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. Basic 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. Diluted net income per limited partner unit is also determined using the two-class method, unless the treasury stock method is more dilutive. For the year ended December 31, 2015 , we used the two-class method to determine diluted net income per limited partner unit. We did not have any potentially dilutive instruments outstanding during year ended December 31, 2015 . Net income per unit was computed as follows (in thousands, except per unit amounts): Year Ended December 31, 2015 Limited Partners General Partner Common Units Subordinated Units Restricted Units Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 1,572 $ 39,106 $ 34,476 $ — $ 75,154 General partner’s IDRs 3,431 — — — 3,431 DERs — — — 12 12 Distributions and DERs declared 5,003 39,106 34,476 12 78,597 Undistributed earnings 1,066 27,162 25,045 8 53,281 Net income available to $ 6,069 $ 66,268 $ 59,521 $ 20 $ 131,878 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 31,222 28,790 Net income per limited partner unit – basic and diluted $ 2.12 $ 2.07 Year Ended December 31, 2014 Limited Partners General Partner Common Units Subordinated Units Restricted Units Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 1,110 $ 27,091 $ 27,091 $ — $ 55,292 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 limited partners – basic $ 1,379 28,948 28,948 $ 6 $ 59,281 Add: DERs 6 — Net income available to limited partners – diluted $ 28,954 $ 28,948 Net income per limited partner unit – basic: Weighted-average units outstanding 28,790 28,790 Net income per limited partner unit – basic $ 1.01 $ 1.01 Net income per limited partner unit – diluted: Weighted-average units outstanding 28,790 28,790 Common equivalent units for restricted units 1 — Weighted-average units outstanding – diluted 28,791 28,790 Net income per limited partner unit – diluted $ 1.01 $ 1.01 December 16, 2013 through December 31, 2013 Limited Partners General Partner Common Units Subordinated Units Total 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 – basic and diluted $ 41 $ 1,000 $ 1,000 $ 2,041 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 28,790 28,790 Net income per limited partner unit – basic and diluted $ 0.03 $ 0.03 |
Unit Activity
Unit Activity | 12 Months Ended |
Dec. 31, 2015 | |
Partners' Capital Notes [Abstract] | |
UNIT ACTIVITY | 11. UNIT ACTIVITY Activity in the number of units was as follows: Common General Partner Public Valero Subordinated Total Balance as of December 31, 2012 — — — — — Units issued to Valero Energy Corporation in connection with Contributed Assets — 11,539,989 28,789,989 1,175,102 41,505,080 Units issued in initial public offering (a) 17,250,000 — — — 17,250,000 Balance as of December 31, 2013 17,250,000 11,539,989 28,789,989 1,175,102 58,755,080 Unit-based compensation 5,208 — — — 5,208 Balance as of December 31, 2014 17,255,208 11,539,989 28,789,989 1,175,102 58,760,288 Unit-based compensation 4,443 — — — 4,443 Units issued in connection with the Acquisitions (see Note 3) — 3,478,613 — 70,992 3,549,605 Units issued in public offering (b) 4,250,000 — — — 4,250,000 General partner units issued to maintain 2% interest (c) — — — 86,735 86,735 Balance as of December 31, 2015 21,509,651 15,018,602 28,789,989 1,332,829 66,651,071 (a) On December 16, 2013 , we completed the IPO of 17,250,000 common units at a price of $23.00 per unit and received gross proceeds of $396.8 million . After deducting the underwriting discount, structuring fees, and other offering costs of $27.6 million , our net proceeds were $369.2 million . (b) On November 24, 2015 , we completed a public offering (the 2015 Offering) of 4,250,000 common units at a price of $46.25 per unit and received gross proceeds of $196.6 million . After deducting the underwriting discount and other offering costs totaling $7.7 million , our net proceeds were $188.9 million . (c) Concurrent with the 2015 Offering, our general partner contributed $4.0 million in exchange for 86,735 general partner units to maintain its 2.0 percent general partner interest in the Partnership. |
Unit-based Compensation
Unit-based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
UNIT-BASED COMPENSATION | 12. 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 . In September 2015, the board of directors approved an increase to the annual cash and unit-based compensation received by certain of our independent directors. As of December 31, 2015 , 2,990,349 common units were available to be awarded under the 2013 ICP. Restricted Units Restricted units vest in accordance with individual written agreements between the participants and us, 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. On January 20, 2014, a grant of 1,736 restricted units was made to each of our three independent directors, for a total of 5,208 restricted units, in tandem with an equal number of DERs. These restricted units are scheduled to vest on January 20, 2017 . On January 8, 2015, a grant of 1,481 restricted units was made to each of our three independent directors for a total of 4,443 restricted units, in tandem with an equal number of DERs. These restricted units are scheduled to vest annually in equal one-third increments on each anniversary of the restricted units’ grant date. A summary of the status of our restricted units is presented in the table below: Number of Units Weighted- Average Grant-Date Fair Value Per Unit Nonvested units as of January 1, 2015 5,208 $ 34.575 Granted 4,443 40.535 Nonvested units as of December 31, 2015 9,651 37.319 Compensation expense associated with these restricted units was $173,000 and $68,000 for the years ended December 31, 2015 and 2014 , respectively. As of December 31, 2015 , there was $256,000 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 14, 2016, a grant of 1,986 restricted units was made under the 2013 ICP to each of our three independent directors for a total of 5,958 restricted units, in tandem with an equal number of DERs. The weighted-average grant-date fair value was $45.34 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, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 13. INCOME TAXES Components of income tax expense were as follows (in thousands): Year Ended December 31, 2015 2014 2013 Current U.S. state $ 479 $ 505 $ 493 Deferred U.S. state (228 ) 43 941 Income tax expense $ 251 $ 548 $ 1,434 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, 2015 and 2014 , 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, 2015 , 2014 , and 2013 . |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | 14. 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 amended 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, (a) 2015 2014 2013 Pension and postretirement costs $ 54 $ 126 $ 1,052 Defined contribution plan costs 45 111 391 (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | 15. 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, 2015 2014 2013 Decrease (increase) in current assets: Receivables from related party $ (9,589 ) $ 2,945 $ (6,318 ) Prepaid expenses and other 95 (451 ) (9 ) Increase (decrease) in current liabilities: Accounts payable (631 ) (4,778 ) 2,403 Accrued liabilities 636 896 158 Taxes other than income taxes 511 31 734 Deferred revenue from related party 5 39 85 Changes in current assets and current liabilities $ (8,973 ) $ (1,318 ) $ (2,947 ) 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 are reflected in financing activities when paid. We attributed $80.1 million of the total $154.0 million cash consideration paid for the acquisition of the Texas Crude Systems Business to the historical carrying value of this acquisition (an investing cash outflow). The remaining $73.9 million of cash consideration paid represents the excess purchase price paid over carrying value of this acquisition (a financing cash outflow). We attributed $296.1 million of the total $571.2 million cash consideration paid for the acquisition of the Houston and St. Charles Terminal Services Business to the historical carrying value of this acquisition (an investing cash outflow). The remaining $275.1 million of cash consideration represents the excess purchase price paid over the carrying value of this acquisition (a financing cash outflow). We attributed $94.0 million of the total $395.0 million cash consideration paid for the acquisition of the Corpus Christi Terminal Services Business to the historical carrying value of this acquisition (an investing cash outflow). The remaining $301.0 million of cash consideration represents the excess purchase price paid over the carrying value of this acquisition (a financing cash outflow). Noncash activities for the years ended December 31, 2015 , 2014 , and 2013 were as follows (in thousands): Year Ended December 31, (a) 2015 2014 2013 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 (282 ) (154 ) — Property and equipment, net — — 764 Change in accrued capital expenditures 7,232 (5,645 ) 81 Capital expenditures included in accounts payable (5,496 ) (786 ) (761 ) Reduction to property and equipment, net due to capital lease obligation modification — — 913 Noncash capital contributions from Valero Energy Corporation 27,748 — — Units issued to Valero Energy Corporation in connection with acquisitions 170,000 — — (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. Noncash financing activities for the year ended December 31, 2015 included capital contributions of $27.7 million for projects that were funded by Valero related primarily to the Houston, St. Charles, and Corpus Christi terminals. Valero agreed to fund these projects as part of the acquisitions of the Houston and St. Charles Terminal Services Business and Corpus Christi Terminal Services Business. Cash flows related to interest and income taxes paid were as follows (in thousands): Year Ended December 31, 2015 2014 2013 Interest paid $ 5,367 $ 899 $ 602 Income taxes paid 441 74 493 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 16. FAIR VALUE OF FINANCIAL INSTRUMENTS 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. The fair values of our debt and notes payable to related party approximate their carrying values as our borrowings bear interest based upon short-term floating market interest rates. The fair value measurement for these liabilities is categorized as Level 2 in the fair value hierarchy. Fair values determined by Level 2 utilize inputs that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (UNAUDITED) | 17. QUARTERLY FINANCIAL DATA (UNAUDITED) The following tables summarize quarterly financial data for the years ended December 31, 2015 and 2014 (in thousands, except per unit amounts) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. 2015 Quarter Ended March 31 June 30 September 30 December 31 Operating revenues – related party $ 41,886 $ 60,245 $ 62,037 $ 79,456 Operating income 95 20,495 17,064 39,799 Net income (loss) (269 ) 19,161 15,625 36,795 Net income attributable to partners 22,121 33,662 31,428 44,667 Limited partners’ interest in net income 21,269 32,305 29,816 42,419 Net income per limited partner unit – basic and diluted: Common units 0.37 0.54 0.51 0.69 Subordinated units 0.36 0.54 0.49 0.66 2014 Quarter Ended March 31 June 30 September 30 December 31 Operating revenues – related party $ 29,489 $ 31,843 $ 33,666 $ 34,182 Operating loss (8,561 ) (7,051 ) (7,747 ) (10,086 ) Net loss (8,280 ) (6,929 ) (7,934 ) (10,218 ) 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 and diluted: Common units 0.18 0.21 0.30 0.32 Subordinated units 0.18 0.21 0.30 0.32 The following table presents our previously reported quarterly financial data (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands): Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Quarter ended March 31, 2015: Operating income (loss) $ 4,439 $ (4,344 ) $ 95 Net income (loss) 4,075 (4,344 ) (269 ) Quarter ended June 30, 2015: Operating income (loss) 24,838 (4,343 ) 20,495 Net income (loss) 23,504 (4,343 ) 19,161 Quarter ended September 30, 2015: Operating income (loss) 21,703 (4,639 ) 17,064 Net income (loss) 20,264 (4,639 ) 15,625 Quarter ended December 31, 2015: Operating income (loss) 43,882 (4,083 ) 39,799 Net income (loss) 40,878 (4,083 ) 36,795 Quarter ended March 31, 2014: Operating loss (4,731 ) (3,830 ) (8,561 ) Net loss (4,450 ) (3,830 ) (8,280 ) Quarter ended June 30, 2014: Operating loss (3,010 ) (4,041 ) (7,051 ) Net loss (2,888 ) (4,041 ) (6,929 ) Quarter ended September 30, 2014: Operating loss (3,683 ) (4,064 ) (7,747 ) Net loss (3,870 ) (4,064 ) (7,934 ) Quarter ended December 31, 2014: Operating loss (5,908 ) (4,178 ) (10,086 ) Net loss (6,040 ) (4,178 ) (10,218 ) |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation Our consolidated financial statements include the accounts of the Partnership as well as our Predecessor (defined below). These financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the Meraux and Three Rivers Terminal Services Business for all periods as previously presented in our 2015 Form 10-K filed with the Securities and Exchange Commission (SEC) on February 26, 2016, and as modified by our Current Report on Form 8-K filed with the SEC on August 4, 2016. All intercompany accounts and transactions have been eliminated. The Contributed Assets and the Acquisitions were accounted for as transfers of businesses between entities under the common control of Valero. As entities under the common control of Valero, we recorded the Contributed Assets and the Acquisitions 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 consolidated financial statements and related notes have been retrospectively adjusted to include the historical results of the Acquisitions for all periods presented prior to the effective dates of each acquisition. We refer to the historical results of the Contributed Assets prior to the IPO and the Acquisitions prior to their respective acquisition dates as those of our “Predecessor.” 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 Acquisitions had been combined for periods prior to the IPO and the effective dates of each acquisition. 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, our Predecessor’s statements of income include direct charges for the management and operation of our 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 IPO and the Acquisitions, our Predecessor transferred cash to Valero daily and Valero funded our Predecessor’s operating and investing activities as needed. Therefore, transfers of cash to and from Valero’s cash management system are reflected as a component of net investment and are reflected as a financing activity in our statements of cash flows. In addition, interest expense was not included on the net cash transfers from Valero. The financial information presented for the periods after the IPO for the Contributed Assets and after the effective dates of the Acquisitions represents the consolidated financial position, results of operations, and cash flows of the Partnership. |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include the accounts of the Partnership as well as our Predecessor. These financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the Meraux and Three Rivers Terminal Services Business for all periods presented. 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 interest and 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 lease agreements 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 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 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. |
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 IPO, our Predecessor recognized revenues under various operating leases with Valero for crude oil and refined petroleum products storage capacity. |
Income Taxes | Income Taxes 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 consolidated financial statements, except for state taxes that apply to partnerships, specifically the margin tax in Texas. 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. 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. |
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 . |
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 all of our assets are located, in the U.S. |
New Accounting Pronouncements | New Accounting Pronouncements In May 2014, the Accounting Standards Codification (ASC) was amended and a new accounting standard, ASC Topic 606, “Revenue from Contracts with Customers,” was issued 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. In July 2015, the effective date of the new standard was deferred by one year. As a result, the standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those reporting periods, 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 permitted, but not before the original effective date, which was for annual reporting periods beginning after December 15, 2016, including interim reporting periods within those reporting periods. We are currently evaluating the effect that adopting this new standard will have on our financial statements and related disclosures. 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. The adoption of this guidance effective January 1, 2016 will not affect our financial position or results of operations. In April 2015, the provisions of ASC Subtopic 835-30, “Interest–Imputation of Interest,” were amended to simplify the presentation of debt issuance costs. The guidance requires that debt issuance costs related to a note be reported in the balance sheet as a direct deduction from the face amount of that note, consistent with debt discounts, and that amortization of debt issuance costs be reported as interest expense. In August 2015, these provisions were further amended with guidance from the Securities and Exchange Commission staff that they would not object to an entity deferring and presenting debt issuance costs related to line-of-credit arrangements as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. These provisions are to be applied 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 as our debt issuance costs are associated with our revolving credit facility as further discussed in Note 7 . Also in April 2015, the provisions of ASC Topic 260, “Earnings Per Share,” were amended to provide guidance on how master limited partnerships apply the two-class method of calculating earnings per unit for historical periods when they receive net assets in a dropdown transaction that is accounted for as a transaction between entities under common control as required under Subtopic 805-50, “Business Combinations–Related Issues.” The amendments specify that for purposes of calculating earnings per unit under the two-class method for periods before the date of a dropdown transaction, earnings or losses of a transferred business should be allocated entirely to the general partner. Qualitative disclosures are also required to describe how the rights to earnings or losses differ before and after the dropdown transaction for purposes of computing earnings per unit under the two-class method. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, with early adoption permitted, and should be applied retrospectively for all financial statements presented. We have historically calculated our net income per unit after a dropdown transaction as prescribed by these provisions; therefore, the adoption of this guidance effective January 1, 2016 will not affect our net income per unit for periods prior to January 1, 2016, but will result in additional disclosures. In September 2015, the provisions of ASC Topic 805, “Business Combinations,” were amended to simplify the accounting and reporting of adjustments made to provisional amounts recognized in a business combination. The amendment requires that an acquirer (i) record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date and (ii) present separately on the statement of income or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. These provisions are effective for annual reporting periods beginning after December 15, 2015, and interim periods within those annual periods, and should be applied prospectively to adjustments made to provisional amounts that occur after the effective date. Earlier application is permitted for financial statements that have not yet been issued. The adoption of this guidance effective January 1, 2016 will not affect our financial position or results of operations; however, it may result in changes to the manner in which adjustments to provisional amounts recognized in a future business combination, if any, are presented in our financial statements. In November 2015, the provisions of ASC Topic 740, “Income Taxes,” were amended to simplify the presentation of deferred income taxes. The amendments require that deferred tax liabilities and assets be classified as noncurrent in a classified balance sheet. The amendments are effective for financial statements for annual periods beginning after December 15, 2016, and interim periods within those annual periods, with early adoption permitted as of the beginning of any interim or annual period. The amendments may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. Entities applying the guidance retrospectively shall disclose in the first interim and first annual period of adoption the nature of and reason for the change in accounting principle and quantitative information about the effects of the accounting change on prior periods. We have elected to adopt this guidance effective January 1, 2016 on a retrospective basis, and such adoption will not affect our financial position as our deferred income tax assets and liabilities are already classified as noncurrent in our balance sheets. In January 2016, the provisions of ASC Subtopic 825-10, “Financial Instruments–Overall,” were amended to enhance the reporting model for financial instruments regarding certain aspects of recognition, measurement, presentation, and disclosure. The amendment (i) requires equity investments (except those accounted for under the equity method or that are consolidated) to be measured at fair value with changes in fair value recognized in net income; (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; (iii) eliminates the requirement for an entity to disclose the methods and significant assumptions used to estimate the fair value of financial instruments measured at amortized cost; (iv) requires an entity to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; and (v) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or in the accompanying notes to the financial statements. These provisions are effective for annual reporting periods beginning after December 15, 2017, and interim periods within those annual periods. The standard is to be applied using a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. We are currently evaluating the effect that adopting this standard will have on our financial statements and related disclosures. In February 2016, the ASC was amended and a new accounting standard, ASC Topic 842, “Leases,” was issued to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. In order to meet that objective, the new standard requires recognition of the assets and liabilities that arise from leases. Accordingly, a lessee will recognize a right-of-use (ROU) asset for its right to use the underlying asset and a lease liability for the corresponding lease obligation. Both the ROU asset and lease liability will initially be measured at the present value of the future minimum lease payments over the lease term. Subsequent measurement, including the presentation of expenses and cash flows, will depend on the classification of the lease as either a finance or an operating lease. Initial costs directly attributable to negotiating and arranging the lease will be included in the ROU asset. Lessees can make an accounting policy election by class of underlying asset not to recognize a ROU asset and corresponding lease liability for leases with a term of 12 months or less. Accounting by lessors will remain largely unchanged from current U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The modified retrospective approach includes a number of optional practical expedients that companies may elect to apply. These practical expedients relate to the identification and classification of leases that commenced before the effective date, initial direct costs for leases that commenced before the effective date, and the ability to use hindsight in evaluating lessee options to extend or terminate a lease or to purchase the underlying asset. The transition guidance also provides specific guidance for sale and leaseback transactions, build-to-suit leases, leveraged leases, and amounts previously recognized in accordance with the business combinations guidance for leases. The new standard is effective for public companies for fiscal years beginning after December 15, 2018, and interim periods within those years, with early adoption permitted. We are currently evaluating the effect that adopting this standard will have on our financial statements and related disclosures. |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Consolidated balance sheets, statements of income, and statements of cash flows retrospectively adjusted for the Acquisitions | The following tables present our previously reported statements of cash flows for the years ended December 31, 2015 , 2014 , and 2013 (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands). Year Ended December 31, 2015 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Cash flows from operating activities: Net income (loss) $ 88,721 $ (17,409 ) $ 71,312 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Depreciation expense 42,724 2,954 45,678 Deferred income tax benefit (228 ) — (228 ) Changes in current assets and current liabilities (8,973 ) — (8,973 ) Changes in deferred charges and credits and other operating activities, net 587 — 587 Net cash provided by (used in) operating activities 122,831 (14,455 ) 108,376 Cash flows from investing activities: Capital expenditures (31,195 ) (6,914 ) (38,109 ) Acquisitions from Valero Energy Corporation (390,144 ) — (390,144 ) Proceeds from dispositions of property and equipment 82 — 82 Net cash used in investing activities (421,257 ) (6,914 ) (428,171 ) Cash flows from financing activities: Proceeds from debt borrowings 200,000 — 200,000 Proceeds from notes payable to related party 555,000 — 555,000 Repayments of debt and capital lease obligations (26,200 ) — (26,200 ) Repayment of note payable to related party (185,000 ) — (185,000 ) Payment of debt issuance costs (2,322 ) — (2,322 ) Proceeds from issuance of common units, net of discount 189,683 — 189,683 Proceeds from issuance of general partner units 4,011 — 4,011 Payment of offering costs (666 ) — (666 ) Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets (576,076 ) — (576,076 ) Cash distributions to unitholders and distribution equivalent right payments (71,715 ) — (71,715 ) Net transfers from Valero Energy Corporation 55,915 21,369 77,284 Net cash provided by financing activities 142,630 21,369 163,999 Net decrease in cash and cash equivalents (155,796 ) — (155,796 ) Cash and cash equivalents at beginning of year 236,579 — 236,579 Cash and cash equivalents at end of year $ 80,783 $ — $ 80,783 Year Ended December 31, 2014 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Cash flows from operating activities: Net loss $ (17,248 ) $ (16,113 ) $ (33,361 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation expense 35,302 2,607 37,909 Deferred income tax expense 43 — 43 Changes in current assets and current liabilities (1,318 ) — (1,318 ) Changes in deferred charges and credits and other operating activities, net (34 ) — (34 ) Net cash provided by (used in) operating activities 16,745 (13,506 ) 3,239 Cash flows from investing activities: Capital expenditures (108,331 ) (13,549 ) (121,880 ) Acquisition of the Texas Crude Systems Business from Valero Energy Corporation (80,116 ) — (80,116 ) Proceeds from dispositions of property and equipment 54 — 54 Net cash used in investing activities (188,393 ) (13,549 ) (201,942 ) Cash flows from financing activities: Repayments of debt and capital lease obligations (1,048 ) — (1,048 ) Payment of debt issuance costs (1,071 ) — (1,071 ) Payment of offering costs (3,223 ) — (3,223 ) Excess purchase price paid to Valero Energy Corporation over the carrying value of the Texas Crude Systems Business (73,884 ) — (73,884 ) Cash distributions to unitholders and distribution equivalent right payments (41,837 ) — (41,837 ) Net transfers from Valero Energy Corporation 154,172 27,055 181,227 Net cash provided by financing activities 33,109 27,055 60,164 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 Year Ended December 31, 2013 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Cash flows from operating activities: Net loss $ (9,860 ) $ (15,543 ) $ (25,403 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation expense 32,493 2,544 35,037 Deferred income tax expense 941 — 941 Changes in current assets and current liabilities (2,947 ) — (2,947 ) Changes in deferred charges and credits and other operating activities, net (421 ) — (421 ) Net cash provided by (used in) operating activities 20,206 (12,999 ) 7,207 Cash flows from investing activities: Capital expenditures (124,379 ) (3,022 ) (127,401 ) Proceeds from dispositions of property and equipment 8 — 8 Net cash used in investing activities (124,371 ) (3,022 ) (127,393 ) Cash flows from financing activities: Repayments of debt and capital lease obligations (1,059 ) — (1,059 ) Payment of debt issuance costs (572 ) — (572 ) Prefunding of capital projects by Valero 3,500 — 3,500 Proceeds from issuance of common units, net of discount 372,449 — 372,449 Net transfers from Valero Energy Corporation 104,965 16,021 120,986 Net cash provided by financing activities 479,283 16,021 495,304 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 The following tables present our previously reported statements of income for the years ended December 31, 2015 , 2014 , and 2013 (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands). Year Ended December 31, 2015 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Operating revenues – related party $ 243,624 $ — $ 243,624 Costs and expenses: Operating expenses 92,025 13,948 105,973 General and administrative expenses 14,013 507 14,520 Depreciation expense 42,724 2,954 45,678 Total costs and expenses 148,762 17,409 166,171 Operating income (loss) 94,862 (17,409 ) 77,453 Other income, net 223 — 223 Interest and debt expense, net of capitalized interest (6,113 ) — (6,113 ) Income (loss) before income taxes 88,972 (17,409 ) 71,563 Income tax expense 251 — 251 Net income (loss) 88,721 (17,409 ) 71,312 Less: Net loss attributable to Predecessor (43,157 ) (17,409 ) (60,566 ) Net income attributable to partners $ 131,878 $ — $ 131,878 Year Ended December 31, 2014 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Operating revenues – related party $ 129,180 $ — $ 129,180 Costs and expenses: Operating expenses 98,061 13,053 111,114 General and administrative expenses 13,149 453 13,602 Depreciation expense 35,302 2,607 37,909 Total costs and expenses 146,512 16,113 162,625 Operating loss (17,332 ) (16,113 ) (33,445 ) Other income, net 1,504 — 1,504 Interest and debt expense, net of capitalized interest (872 ) — (872 ) Loss before income taxes (16,700 ) (16,113 ) (32,813 ) Income tax expense 548 — 548 Net loss (17,248 ) (16,113 ) (33,361 ) Less: Net loss attributable to Predecessor (76,529 ) (16,113 ) (92,642 ) Net income attributable to partners $ 59,281 $ — $ 59,281 Year Ended December 31, 2013 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Operating revenues – related party $ 124,985 $ — $ 124,985 Costs and expenses: Operating expenses 93,025 12,551 105,576 General and administrative expenses 8,004 448 8,452 Depreciation expense 32,493 2,544 35,037 Total costs and expenses 133,522 15,543 149,065 Operating loss (8,537 ) (15,543 ) (24,080 ) Other income, net 309 — 309 Interest and debt expense, net of capitalized interest (198 ) — (198 ) Loss before income taxes (8,426 ) (15,543 ) (23,969 ) Income tax expense 1,434 — 1,434 Net loss (9,860 ) (15,543 ) (25,403 ) Less: Net loss attributable to Predecessor (11,901 ) (15,543 ) (27,444 ) Net income attributable to partners $ 2,041 $ — $ 2,041 The following tables present our previously reported balance sheets as of December 31, 2015 and 2014 (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands). December 31, 2015 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) ASSETS Current assets: Cash and cash equivalents $ 80,783 $ — $ 80,783 Receivables from related party 18,088 — 18,088 Prepaid expenses and other 632 — 632 Total current assets 99,503 — 99,503 Property and equipment, at cost 1,110,399 66,444 1,176,843 Accumulated depreciation (310,558 ) (15,004 ) (325,562 ) Property and equipment, net 799,841 51,440 851,281 Deferred charges and other assets, net 3,322 — 3,322 Total assets $ 902,666 $ 51,440 $ 954,106 LIABILITIES AND PARTNERS’ CAPITAL Current liabilities: Current portion of debt and capital lease obligations $ 913 $ — $ 913 Accounts payable 9,264 — 9,264 Accrued liabilities 1,690 — 1,690 Taxes other than income taxes 1,276 — 1,276 Deferred revenue from related party 129 — 129 Total current liabilities 13,272 — 13,272 Debt and capital lease obligations, net of current portion 175,246 — 175,246 Notes payable to related party 370,000 — 370,000 Deferred income taxes 320 — 320 Other long-term liabilities 1,116 — 1,116 Partners’ capital: Common unitholders – public 581,489 — 581,489 Common unitholder – Valero 28,430 — 28,430 Subordinated unitholder – Valero (313,961 ) — (313,961 ) General partner – Valero (5,805 ) — (5,805 ) Net investment 52,559 51,440 103,999 Total partners’ capital 342,712 51,440 394,152 Total liabilities and partners’ capital $ 902,666 $ 51,440 $ 954,106 December 31, 2014 Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) ASSETS Current assets: Cash and cash equivalents $ 236,579 $ — $ 236,579 Receivables from related party 8,499 — 8,499 Prepaid expenses and other 727 — 727 Total current assets 245,805 — 245,805 Property and equipment, at cost 1,059,032 60,275 1,119,307 Accumulated depreciation (273,398 ) (12,651 ) (286,049 ) Property and equipment, net 785,634 47,624 833,258 Deferred charges and other assets, net 1,385 — 1,385 Total assets $ 1,032,824 $ 47,624 $ 1,080,448 LIABILITIES AND PARTNERS’ CAPITAL Current liabilities: Current portion of debt and capital lease obligations $ 1,200 $ — $ 1,200 Accounts payable 4,297 — 4,297 Accrued liabilities 1,054 — 1,054 Taxes other than income taxes 765 — 765 Deferred revenue from related party 124 — 124 Total current liabilities 7,440 — 7,440 Debt and capital lease obligations, net of current portion 1,519 — 1,519 Deferred income taxes 830 — 830 Other long-term liabilities 1,065 — 1,065 Partners’ capital: Common unitholders – public 374,954 — 374,954 Common unitholder – Valero 58,844 — 58,844 Subordinated unitholder – Valero 146,804 — 146,804 General partner – Valero 4,617 — 4,617 Net investment 436,751 47,624 484,375 Total partners’ capital 1,021,970 47,624 1,069,594 Total liabilities and partners’ capital $ 1,032,824 $ 47,624 $ 1,080,448 |
Related-Party Agreements and 27
Related-Party Agreements and Transactions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Summary of related-party transactions | Receivables from related party consist of the following (in thousands): December 31, 2015 2014 Trade receivables – related party $ 26,103 $ 10,515 Due to related party (8,015 ) (2,016 ) Receivables from related party $ 18,088 $ 8,499 |
Reconciliation of net transfers from Valero | The following is a reconciliation of the amounts presented as net transfers from Valero on our statements of partners’ capital and statements of cash flows (in thousands): Year Ended December 31, (a) 2015 2014 2013 Net transfers from Valero $ 70,334 $ 187,026 $ 120,226 Less: Noncash transfers from (to) Valero (6,950 ) 5,799 (760 ) Net transfers from Valero $ 77,284 $ 181,227 $ 120,986 (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Lessor disclosure of operating leases | The amounts shown in our statements of income as “operating revenues – related party” included revenues from our current lease arrangements as follows (in thousands): Year Ended December 31, 2015 2014 2013 Minimum rental revenues $ 128,468 $ 16,806 $ 206 Contingent rental revenues 22,949 5,520 18,318 Total lease revenues $ 151,417 $ 22,326 $ 18,524 As of December 31, 2015 , future minimum rentals to be received related to these noncancelable lease agreements were as follows (in thousands): 2016 $ 194,078 2017 193,550 2018 193,550 2019 193,550 2020 194,078 Thereafter 821,539 Total minimum rental payments $ 1,790,345 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 (a) Non-Leased Assets Assets Under Operating Leases (b) Total Pipelines and related assets $ 228,586 $ 46,739 $ 275,325 Terminals and related assets 276,263 580,194 856,457 Other 9,352 — 9,352 Land 4,672 — 4,672 Construction-in-progress 31,037 — 31,037 Property and equipment, at cost 549,910 626,933 1,176,843 Accumulated depreciation (180,543 ) (145,019 ) (325,562 ) Property and equipment, net $ 369,367 $ 481,914 $ 851,281 December 31, 2014 (a) Non-Leased Assets Assets Under Operating Leases (b) Total Pipelines and related assets $ 227,780 $ 45,695 $ 273,475 Terminals and related assets 683,571 72,326 755,897 Other 9,439 — 9,439 Land 4,672 — 4,672 Construction-in-progress 75,824 — 75,824 Property and equipment, at cost 1,001,286 118,021 1,119,307 Accumulated depreciation (267,030 ) (19,019 ) (286,049 ) Property and equipment, net $ 734,256 $ 99,002 $ 833,258 (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. (b) Represents assets owned by us for which we are the lessor (see Note 4). Certain assets acquired in the acquisitions of the Houston and St. Charles Terminal Services Business and the Corpus Christi Terminal Services Business were reflected as assets under operating leases subsequent to the acquisitions on March 1, 2015 and October 1, 2015, respectively. |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Changes in asset retirement obligations | Changes in our asset retirement obligations were as follows (in thousands): December 31, 2015 2014 2013 Balance as of beginning of year $ 975 $ 931 $ 889 Accretion expense 46 44 42 Balance as of end of year $ 1,021 $ 975 $ 931 |
Debt and Capital Lease Obliga30
Debt and Capital Lease Obligations (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt and Capital Lease Obligations [Abstract] | |
Future minimum rentals on capital lease obligations | As of December 31, 2015 , our future minimum rentals on capital lease obligations were as follows (in thousands): 2016 $ 963 Less interest expense (50 ) Unamortized fair value adjustment 246 Capital lease obligations $ 1,159 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 , our future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): 2016 $ 8,229 2017 8,229 2018 8,186 2019 8,186 2020 8,186 Thereafter 35,588 Total minimum rental payments $ 76,604 |
Cash Distributions (Tables)
Cash Distributions (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Partners' Capital [Abstract] | |
Distributions made to unitholders | The table below summarizes information related to our quarterly cash distributions: Quarterly Period Ended Total Quarterly Distribution (Per Unit) Total Cash Distribution (In Thousands) Declaration Date Record Date Distribution Date December 31, 2015 $ 0.3200 $ 22,711 January 25, 2016 February 4, 2016 February 11, 2016 September 30, 2015 0.3075 20,164 October 15, 2015 November 2, 2015 November 10, 2015 June 30, 2015 0.2925 18,456 July 24, 2015 August 3, 2015 August 11, 2015 March 31, 2015 0.2775 17,266 April 21, 2015 May 1, 2015 May 12, 2015 December 31, 2014 0.2660 15,829 January 26, 2015 February 5, 2015 February 12, 2015 September 30, 2014 0.2400 14,102 October 14, 2014 October 31, 2014 November 12, 2014 June 30, 2014 0.2225 13,074 July 15, 2014 August 1, 2014 August 13, 2014 March 31, 2014 0.2125 12,487 April 17, 2014 May 1, 2014 May 14, 2014 December 31, 2013 0.0370 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 12 for a description of DERs) applicable to the period in which the distributions and DERs were earned (in thousands): Year Ended December 31, December 16, 2013 through December 31, 2013 2015 2014 General partner’s distributions: General partner’s distributions $ 1,572 $ 1,110 $ 44 General partner’s incentive distribution rights (IDRs) 3,431 194 — Total general partner’s distributions 5,003 1,304 44 Limited partners’ distributions: Common – public 22,016 16,232 638 Common – Valero 17,090 10,859 427 Subordinated – Valero 34,476 27,091 1,065 Total limited partners’ distributions 73,582 54,182 2,130 DERs 12 6 — Total cash distributions, including DERs $ 78,597 $ 55,492 $ 2,174 |
Net Income Per Limited Partne33
Net Income Per Limited Partner Unit (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Computation of net income per unit | Net income per unit was computed as follows (in thousands, except per unit amounts): Year Ended December 31, 2015 Limited Partners General Partner Common Units Subordinated Units Restricted Units Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 1,572 $ 39,106 $ 34,476 $ — $ 75,154 General partner’s IDRs 3,431 — — — 3,431 DERs — — — 12 12 Distributions and DERs declared 5,003 39,106 34,476 12 78,597 Undistributed earnings 1,066 27,162 25,045 8 53,281 Net income available to $ 6,069 $ 66,268 $ 59,521 $ 20 $ 131,878 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 31,222 28,790 Net income per limited partner unit – basic and diluted $ 2.12 $ 2.07 Year Ended December 31, 2014 Limited Partners General Partner Common Units Subordinated Units Restricted Units Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 1,110 $ 27,091 $ 27,091 $ — $ 55,292 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 limited partners – basic $ 1,379 28,948 28,948 $ 6 $ 59,281 Add: DERs 6 — Net income available to limited partners – diluted $ 28,954 $ 28,948 Net income per limited partner unit – basic: Weighted-average units outstanding 28,790 28,790 Net income per limited partner unit – basic $ 1.01 $ 1.01 Net income per limited partner unit – diluted: Weighted-average units outstanding 28,790 28,790 Common equivalent units for restricted units 1 — Weighted-average units outstanding – diluted 28,791 28,790 Net income per limited partner unit – diluted $ 1.01 $ 1.01 December 16, 2013 through December 31, 2013 Limited Partners General Partner Common Units Subordinated Units Total 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 – basic and diluted $ 41 $ 1,000 $ 1,000 $ 2,041 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 28,790 28,790 Net income per limited partner unit – basic and diluted $ 0.03 $ 0.03 |
Unit Activity (Tables)
Unit Activity (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Partners' Capital Notes [Abstract] | |
Activity in the number of units | Activity in the number of units was as follows: Common General Partner Public Valero Subordinated Total Balance as of December 31, 2012 — — — — — Units issued to Valero Energy Corporation in connection with Contributed Assets — 11,539,989 28,789,989 1,175,102 41,505,080 Units issued in initial public offering (a) 17,250,000 — — — 17,250,000 Balance as of December 31, 2013 17,250,000 11,539,989 28,789,989 1,175,102 58,755,080 Unit-based compensation 5,208 — — — 5,208 Balance as of December 31, 2014 17,255,208 11,539,989 28,789,989 1,175,102 58,760,288 Unit-based compensation 4,443 — — — 4,443 Units issued in connection with the Acquisitions (see Note 3) — 3,478,613 — 70,992 3,549,605 Units issued in public offering (b) 4,250,000 — — — 4,250,000 General partner units issued to maintain 2% interest (c) — — — 86,735 86,735 Balance as of December 31, 2015 21,509,651 15,018,602 28,789,989 1,332,829 66,651,071 (a) On December 16, 2013 , we completed the IPO of 17,250,000 common units at a price of $23.00 per unit and received gross proceeds of $396.8 million . After deducting the underwriting discount, structuring fees, and other offering costs of $27.6 million , our net proceeds were $369.2 million . (b) On November 24, 2015 , we completed a public offering (the 2015 Offering) of 4,250,000 common units at a price of $46.25 per unit and received gross proceeds of $196.6 million . After deducting the underwriting discount and other offering costs totaling $7.7 million , our net proceeds were $188.9 million . (c) Concurrent with the 2015 Offering, our general partner contributed $4.0 million in exchange for 86,735 general partner units to maintain its 2.0 percent general partner interest in the Partnership. |
Unit-based Compensation (Tables
Unit-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of restricted units | A summary of the status of our restricted units is presented in the table below: Number of Units Weighted- Average Grant-Date Fair Value Per Unit Nonvested units as of January 1, 2015 5,208 $ 34.575 Granted 4,443 40.535 Nonvested units as of December 31, 2015 9,651 37.319 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense | Components of income tax expense were as follows (in thousands): Year Ended December 31, 2015 2014 2013 Current U.S. state $ 479 $ 505 $ 493 Deferred U.S. state (228 ) 43 941 Income tax expense $ 251 $ 548 $ 1,434 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, (a) 2015 2014 2013 Pension and postretirement costs $ 54 $ 126 $ 1,052 Defined contribution plan costs 45 111 391 (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Supplemental Cash Flow Inform38
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental cash flow disclosures | 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, 2015 2014 2013 Decrease (increase) in current assets: Receivables from related party $ (9,589 ) $ 2,945 $ (6,318 ) Prepaid expenses and other 95 (451 ) (9 ) Increase (decrease) in current liabilities: Accounts payable (631 ) (4,778 ) 2,403 Accrued liabilities 636 896 158 Taxes other than income taxes 511 31 734 Deferred revenue from related party 5 39 85 Changes in current assets and current liabilities $ (8,973 ) $ (1,318 ) $ (2,947 ) Cash flows related to interest and income taxes paid were as follows (in thousands): Year Ended December 31, 2015 2014 2013 Interest paid $ 5,367 $ 899 $ 602 Income taxes paid 441 74 493 |
Supplemental cash flow disclosures, noncash activities | Noncash activities for the years ended December 31, 2015 , 2014 , and 2013 were as follows (in thousands): Year Ended December 31, (a) 2015 2014 2013 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 (282 ) (154 ) — Property and equipment, net — — 764 Change in accrued capital expenditures 7,232 (5,645 ) 81 Capital expenditures included in accounts payable (5,496 ) (786 ) (761 ) Reduction to property and equipment, net due to capital lease obligation modification — — 913 Noncash capital contributions from Valero Energy Corporation 27,748 — — Units issued to Valero Energy Corporation in connection with acquisitions 170,000 — — (a) Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Quarterly Financial Data (Una39
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial data | The following tables summarize quarterly financial data for the years ended December 31, 2015 and 2014 (in thousands, except per unit amounts) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. 2015 Quarter Ended March 31 June 30 September 30 December 31 Operating revenues – related party $ 41,886 $ 60,245 $ 62,037 $ 79,456 Operating income 95 20,495 17,064 39,799 Net income (loss) (269 ) 19,161 15,625 36,795 Net income attributable to partners 22,121 33,662 31,428 44,667 Limited partners’ interest in net income 21,269 32,305 29,816 42,419 Net income per limited partner unit – basic and diluted: Common units 0.37 0.54 0.51 0.69 Subordinated units 0.36 0.54 0.49 0.66 2014 Quarter Ended March 31 June 30 September 30 December 31 Operating revenues – related party $ 29,489 $ 31,843 $ 33,666 $ 34,182 Operating loss (8,561 ) (7,051 ) (7,747 ) (10,086 ) Net loss (8,280 ) (6,929 ) (7,934 ) (10,218 ) 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 and diluted: Common units 0.18 0.21 0.30 0.32 Subordinated units 0.18 0.21 0.30 0.32 The following table presents our previously reported quarterly financial data (as presented in Exhibit 99.3 to our Current Report on Form 8-K filed with the SEC on August 4, 2016) retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business (in thousands): Valero Energy Partners LP (Previously Reported) Meraux and Three Rivers Terminal Services Business Valero Energy Partners LP (Currently Reported) Quarter ended March 31, 2015: Operating income (loss) $ 4,439 $ (4,344 ) $ 95 Net income (loss) 4,075 (4,344 ) (269 ) Quarter ended June 30, 2015: Operating income (loss) 24,838 (4,343 ) 20,495 Net income (loss) 23,504 (4,343 ) 19,161 Quarter ended September 30, 2015: Operating income (loss) 21,703 (4,639 ) 17,064 Net income (loss) 20,264 (4,639 ) 15,625 Quarter ended December 31, 2015: Operating income (loss) 43,882 (4,083 ) 39,799 Net income (loss) 40,878 (4,083 ) 36,795 Quarter ended March 31, 2014: Operating loss (4,731 ) (3,830 ) (8,561 ) Net loss (4,450 ) (3,830 ) (8,280 ) Quarter ended June 30, 2014: Operating loss (3,010 ) (4,041 ) (7,051 ) Net loss (2,888 ) (4,041 ) (6,929 ) Quarter ended September 30, 2014: Operating loss (3,683 ) (4,064 ) (7,747 ) Net loss (3,870 ) (4,064 ) (7,934 ) Quarter ended December 31, 2014: Operating loss (5,908 ) (4,178 ) (10,086 ) Net loss (6,040 ) (4,178 ) (10,218 ) |
Business and Basis of Present40
Business and Basis of Presentation (Details) | Sep. 01, 2016 | Apr. 01, 2016 | Dec. 16, 2013shares | Dec. 31, 2015refineriesshares | Dec. 31, 2013shares | [2] | |
Business and Basis of Presentation (Textual) | |||||||
Limited partnership formation date | Jul. 24, 2013 | ||||||
Initial public offering of common units | 4,250,000 | [1] | 17,250,000 | ||||
Majority Shareholder [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Number of Valero owned refineries | refineries | 10 | ||||||
Texas Crude Systems Business [Member] | Majority Shareholder [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Effective date of acquisition from Valero | Jul. 1, 2014 | ||||||
Houston and St. Charles Terminal Services Business [Member] | Majority Shareholder [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Effective date of acquisition from Valero | Mar. 1, 2015 | ||||||
Corpus Christi Terminal Services Business [Member] | Majority Shareholder [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Effective date of acquisition from Valero | Oct. 1, 2015 | ||||||
IPO [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Initial public offering of common units | 17,250,000 | ||||||
Subsequent Event [Member] | McKee Terminal Services Business [Member] | Majority Shareholder [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Effective date of acquisition from Valero | Apr. 1, 2016 | ||||||
Subsequent Event [Member] | Meraux and Three Rivers Terminal Services Business [Member] | Majority Shareholder [Member] | |||||||
Business and Basis of Presentation (Textual) | |||||||
Effective date of acquisition from Valero | Sep. 1, 2016 | ||||||
[1] | On November 24, 2015, we completed a public offering (the 2015 Offering) of 4,250,000 common units at a price of $46.25 per unit and received gross proceeds of $196.6 million. After deducting the underwriting discount and other offering costs totaling $7.7 million, our net proceeds were $188.9 million. | ||||||
[2] | On December 16, 2013, we completed the IPO of 17,250,000 common units at a price of $23.00 per unit and received gross proceeds of $396.8 million. After deducting the underwriting discount, structuring fees, and other offering costs of $27.6 million, our net proceeds were $369.2 million. |
Summary of Significant Accoun41
Summary of Significant Accounting Policies (Details) | Dec. 31, 2015 |
Summary of Significant Accounting Policies (Textual) | |
Undivided ownership interest in assets percentage | 33.33% |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | Sep. 01, 2016USD ($)shares | Apr. 01, 2016USD ($)shares | Oct. 01, 2015USD ($)shares | Mar. 01, 2015USD ($)subsidiariesshares | Jul. 01, 2014USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($) | ||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | [1] | $ 80,783 | $ 236,579 | $ 236,579 | $ 375,118 | $ 236,579 | $ 375,118 | $ 0 | $ 80,783 | $ 236,579 | $ 375,118 | $ 0 | ||||||||||||
Receivables from related party | [1] | 18,088 | 8,499 | |||||||||||||||||||||
Prepaid expenses and other | [1] | 632 | 727 | |||||||||||||||||||||
Total current assets | [1] | 99,503 | 245,805 | |||||||||||||||||||||
Property and equipment, at cost | [1],[2] | 1,176,843 | 1,119,307 | |||||||||||||||||||||
Accumulated depreciation | [1],[2] | (325,562) | (286,049) | |||||||||||||||||||||
Property and equipment, net | [1],[2] | 851,281 | 833,258 | |||||||||||||||||||||
Deferred charges and other assets, net | [1] | 3,322 | 1,385 | |||||||||||||||||||||
Total assets | [1] | 954,106 | 1,080,448 | |||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current portion of debt and capital lease obligations | [1] | 913 | 1,200 | |||||||||||||||||||||
Accounts payable | [1] | 9,264 | 4,297 | |||||||||||||||||||||
Accrued liabilities | [1] | 1,690 | 1,054 | |||||||||||||||||||||
Taxes other than income taxes | [1] | 1,276 | 765 | |||||||||||||||||||||
Deferred revenue from related party | [1] | 129 | 124 | |||||||||||||||||||||
Total current liabilities | [1] | 13,272 | 7,440 | |||||||||||||||||||||
Debt and capital lease obligations, net of current portion | [1] | 175,246 | 1,519 | |||||||||||||||||||||
Notes payable to related party | [1] | 370,000 | 0 | |||||||||||||||||||||
Deferred income taxes | [1] | 320 | 830 | |||||||||||||||||||||
Other long-term liabilities | [1] | 1,116 | 1,065 | |||||||||||||||||||||
Common unitholders – public | [1] | 581,489 | 374,954 | |||||||||||||||||||||
Common unitholder – Valero | [1] | 28,430 | 58,844 | |||||||||||||||||||||
Subordinated unitholder – Valero | [1] | (313,961) | 146,804 | |||||||||||||||||||||
General partner – Valero | [1] | (5,805) | 4,617 | |||||||||||||||||||||
Net investment | [1] | 103,999 | 484,375 | |||||||||||||||||||||
Total partners’ capital | [1] | 394,152 | 1,069,594 | 1,111,698 | 644,149 | |||||||||||||||||||
Total liabilities and partners’ capital | [1] | 954,106 | 1,080,448 | |||||||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||||||||||
Operating revenues – related party | 79,456 | $ 62,037 | $ 60,245 | 41,886 | 34,182 | $ 33,666 | $ 31,843 | 29,489 | 243,624 | [1] | 129,180 | [1] | 124,985 | [1] | ||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Operating expenses (b) | [1],[3] | 105,973 | 111,114 | 105,576 | ||||||||||||||||||||
General and administrative expenses (c) | [1],[4] | 14,520 | 13,602 | 8,452 | ||||||||||||||||||||
Depreciation expense | [1] | 45,678 | 37,909 | 35,037 | ||||||||||||||||||||
Total costs and expenses | [1] | 166,171 | 162,625 | 149,065 | ||||||||||||||||||||
Operating income (loss) | 39,799 | 17,064 | 20,495 | 95 | (10,086) | (7,747) | (7,051) | (8,561) | 77,453 | [1] | (33,445) | [1] | (24,080) | [1] | ||||||||||
Other income, net | [1] | 223 | 1,504 | 309 | ||||||||||||||||||||
Interest and debt expense, net of capitalized interest (d) | [1],[5] | (6,113) | (872) | (198) | ||||||||||||||||||||
Income (loss) before income taxes | [1] | 71,563 | (32,813) | (23,969) | ||||||||||||||||||||
Income tax expense | [1] | 251 | 548 | 1,434 | ||||||||||||||||||||
Net income (loss) | 36,795 | 15,625 | 19,161 | (269) | (10,218) | (7,934) | (6,929) | (8,280) | 71,312 | [1] | (33,361) | [1] | (25,403) | [1] | ||||||||||
Less: Net loss attributable to Predecessor | [1] | (60,566) | (92,642) | (27,444) | ||||||||||||||||||||
Net income attributable to partners | 44,667 | 31,428 | 33,662 | 22,121 | 19,056 | 17,543 | 12,200 | 10,482 | 131,878 | 59,281 | 2,041 | |||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income (loss) | 36,795 | 15,625 | 19,161 | (269) | (10,218) | (7,934) | (6,929) | (8,280) | 71,312 | [1] | (33,361) | [1] | (25,403) | [1] | ||||||||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||||||||||||||||||
Depreciation expense | [1] | 45,678 | 37,909 | 35,037 | ||||||||||||||||||||
Deferred income tax benefit | [1] | (228) | 43 | 941 | ||||||||||||||||||||
Changes in current assets and current liabilities | [1] | (8,973) | (1,318) | (2,947) | ||||||||||||||||||||
Changes in deferred charges and credits and other operating activities, net | [1] | 587 | (34) | (421) | ||||||||||||||||||||
Net cash provided by operating activities | [1] | 108,376 | 3,239 | 7,207 | ||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Capital expenditures | [1] | (38,109) | (121,880) | (127,401) | ||||||||||||||||||||
Acquisitions from Valero Energy Corporation | [1] | (390,144) | (80,116) | 0 | ||||||||||||||||||||
Proceeds from dispositions of property and equipment | [1] | 82 | 54 | 8 | ||||||||||||||||||||
Net cash used in investing activities | [1] | (428,171) | (201,942) | (127,393) | ||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from debt borrowings | [1] | 200,000 | 0 | 0 | ||||||||||||||||||||
Proceeds from notes payable to related party | [1] | 555,000 | 0 | 0 | ||||||||||||||||||||
Repayments of debt and capital lease obligations | [1] | (26,200) | (1,048) | (1,059) | ||||||||||||||||||||
Repayment of note payable to related party | [1] | (185,000) | 0 | 0 | ||||||||||||||||||||
Payment of debt issuance costs | [1] | (2,322) | (1,071) | (572) | ||||||||||||||||||||
Proceeds from issuance of common units, net of discount | [1] | 189,683 | 0 | 372,449 | ||||||||||||||||||||
Proceeds from issuance of general partner units | [1] | 4,011 | 0 | 0 | ||||||||||||||||||||
Payment of offering costs | [1] | (666) | (3,223) | 0 | ||||||||||||||||||||
Prefunding of capital projects by Valero Energy Corporation | [1] | 0 | 0 | 3,500 | ||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | [1] | (576,076) | (73,884) | 0 | ||||||||||||||||||||
Cash distributions to unitholders and distribution equivalent right payments | [1] | (71,715) | (41,837) | 0 | ||||||||||||||||||||
Net transfers from Valero Energy Corporation | [1] | 77,284 | 181,227 | 120,986 | ||||||||||||||||||||
Net cash provided by financing activities | [1] | 163,999 | 60,164 | 495,304 | ||||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | [1] | (155,796) | (138,539) | 375,118 | ||||||||||||||||||||
Cash and cash equivalents at beginning of year | [1] | 236,579 | 375,118 | 236,579 | 375,118 | 0 | ||||||||||||||||||
Cash and cash equivalents at end of year | [1] | 80,783 | 236,579 | $ 80,783 | 236,579 | 375,118 | ||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 3,549,605 | |||||||||||||||||||||||
Borrowings under the Revolver | [1] | $ 200,000 | 0 | 0 | ||||||||||||||||||||
Proceeds from notes payable to related party | [1] | 555,000 | 0 | 0 | ||||||||||||||||||||
Majority Shareholder [Member] | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Receivables from related party | 18,088 | 8,499 | ||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Net transfers from Valero Energy Corporation | [2] | 77,284 | 181,227 | 120,986 | ||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Consideration transferred for the acquisitions from Valero, units issued | [2] | $ 170,000 | 0 | 0 | ||||||||||||||||||||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | ||||||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Acquisitions from Valero Energy Corporation | $ (296,100) | |||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from debt borrowings | 200,000 | |||||||||||||||||||||||
Proceeds from notes payable to related party | 160,000 | |||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | $ (275,100) | |||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Effective date of acquisition from Valero | Mar. 1, 2015 | |||||||||||||||||||||||
Number of subsidiaries acquired from Valero | subsidiaries | 2 | |||||||||||||||||||||||
Value of consideration transferred for acquisitions from Valero | $ 671,200 | |||||||||||||||||||||||
Cash consideration transferred to acquire businesses | 571,200 | |||||||||||||||||||||||
Consideration transferred for the acquisitions from Valero, units issued | 100,000 | |||||||||||||||||||||||
Payments to acquire businesses, cash on hand | 211,200 | |||||||||||||||||||||||
Borrowings under the Revolver | 200,000 | |||||||||||||||||||||||
Proceeds from notes payable to related party | $ 160,000 | |||||||||||||||||||||||
Majority Shareholder [Member] | Texas Crude Systems Business [Member] | ||||||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Acquisitions from Valero Energy Corporation | $ (80,100) | |||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | (73,900) | |||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Effective date of acquisition from Valero | Jul. 1, 2014 | |||||||||||||||||||||||
Cash consideration transferred to acquire businesses | $ 154,000 | |||||||||||||||||||||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | ||||||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Acquisitions from Valero Energy Corporation | $ (94,000) | |||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from notes payable to related party | 395,000 | |||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | (301,000) | |||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Effective date of acquisition from Valero | Oct. 1, 2015 | |||||||||||||||||||||||
Value of consideration transferred for acquisitions from Valero | 465,000 | |||||||||||||||||||||||
Cash consideration transferred to acquire businesses | 395,000 | |||||||||||||||||||||||
Consideration transferred for the acquisitions from Valero, units issued | 70,000 | |||||||||||||||||||||||
Proceeds from notes payable to related party | $ 395,000 | |||||||||||||||||||||||
Valero Energy Partners LP (Previously Reported) [Member] | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | 80,783 | 236,579 | 236,579 | 375,118 | $ 236,579 | 375,118 | 0 | 80,783 | 236,579 | 375,118 | 0 | |||||||||||||
Receivables from related party | 18,088 | 8,499 | ||||||||||||||||||||||
Prepaid expenses and other | 632 | 727 | ||||||||||||||||||||||
Total current assets | 99,503 | 245,805 | ||||||||||||||||||||||
Property and equipment, at cost | 1,110,399 | 1,059,032 | ||||||||||||||||||||||
Accumulated depreciation | (310,558) | (273,398) | ||||||||||||||||||||||
Property and equipment, net | 799,841 | 785,634 | ||||||||||||||||||||||
Deferred charges and other assets, net | 3,322 | 1,385 | ||||||||||||||||||||||
Total assets | 902,666 | 1,032,824 | ||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current portion of debt and capital lease obligations | 913 | 1,200 | ||||||||||||||||||||||
Accounts payable | 9,264 | 4,297 | ||||||||||||||||||||||
Accrued liabilities | 1,690 | 1,054 | ||||||||||||||||||||||
Taxes other than income taxes | 1,276 | 765 | ||||||||||||||||||||||
Deferred revenue from related party | 129 | 124 | ||||||||||||||||||||||
Total current liabilities | 13,272 | 7,440 | ||||||||||||||||||||||
Debt and capital lease obligations, net of current portion | 175,246 | 1,519 | ||||||||||||||||||||||
Notes payable to related party | 370,000 | |||||||||||||||||||||||
Deferred income taxes | 320 | 830 | ||||||||||||||||||||||
Other long-term liabilities | 1,116 | 1,065 | ||||||||||||||||||||||
Common unitholders – public | 581,489 | 374,954 | ||||||||||||||||||||||
Common unitholder – Valero | 28,430 | 58,844 | ||||||||||||||||||||||
Subordinated unitholder – Valero | (313,961) | 146,804 | ||||||||||||||||||||||
General partner – Valero | (5,805) | 4,617 | ||||||||||||||||||||||
Net investment | 52,559 | 436,751 | ||||||||||||||||||||||
Total partners’ capital | 342,712 | 1,021,970 | ||||||||||||||||||||||
Total liabilities and partners’ capital | 902,666 | 1,032,824 | ||||||||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||||||||||
Operating revenues – related party | 243,624 | 129,180 | 124,985 | |||||||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Operating expenses (b) | 92,025 | 98,061 | 93,025 | |||||||||||||||||||||
General and administrative expenses (c) | 14,013 | 13,149 | 8,004 | |||||||||||||||||||||
Depreciation expense | 42,724 | 35,302 | 32,493 | |||||||||||||||||||||
Total costs and expenses | 148,762 | 146,512 | 133,522 | |||||||||||||||||||||
Operating income (loss) | 43,882 | 21,703 | 24,838 | 4,439 | (5,908) | (3,683) | (3,010) | (4,731) | 94,862 | (17,332) | (8,537) | |||||||||||||
Other income, net | 223 | 1,504 | 309 | |||||||||||||||||||||
Interest and debt expense, net of capitalized interest (d) | (6,113) | (872) | (198) | |||||||||||||||||||||
Income (loss) before income taxes | 88,972 | (16,700) | (8,426) | |||||||||||||||||||||
Income tax expense | 251 | 548 | 1,434 | |||||||||||||||||||||
Net income (loss) | 40,878 | 20,264 | 23,504 | 4,075 | (6,040) | (3,870) | (2,888) | (4,450) | 88,721 | (17,248) | (9,860) | |||||||||||||
Less: Net loss attributable to Predecessor | (43,157) | (76,529) | (11,901) | |||||||||||||||||||||
Net income attributable to partners | 131,878 | 59,281 | 2,041 | |||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income (loss) | 40,878 | 20,264 | 23,504 | 4,075 | (6,040) | (3,870) | (2,888) | (4,450) | 88,721 | (17,248) | (9,860) | |||||||||||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||||||||||||||||||
Depreciation expense | 42,724 | 35,302 | 32,493 | |||||||||||||||||||||
Deferred income tax benefit | (228) | 43 | 941 | |||||||||||||||||||||
Changes in current assets and current liabilities | (8,973) | (1,318) | (2,947) | |||||||||||||||||||||
Changes in deferred charges and credits and other operating activities, net | 587 | (34) | (421) | |||||||||||||||||||||
Net cash provided by operating activities | 122,831 | 16,745 | 20,206 | |||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Capital expenditures | (31,195) | (108,331) | (124,379) | |||||||||||||||||||||
Acquisitions from Valero Energy Corporation | (390,144) | (80,116) | ||||||||||||||||||||||
Proceeds from dispositions of property and equipment | 82 | 54 | 8 | |||||||||||||||||||||
Net cash used in investing activities | (421,257) | (188,393) | (124,371) | |||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from debt borrowings | 200,000 | |||||||||||||||||||||||
Proceeds from notes payable to related party | 555,000 | |||||||||||||||||||||||
Repayments of debt and capital lease obligations | (26,200) | (1,048) | (1,059) | |||||||||||||||||||||
Repayment of note payable to related party | (185,000) | |||||||||||||||||||||||
Payment of debt issuance costs | (2,322) | (1,071) | (572) | |||||||||||||||||||||
Proceeds from issuance of common units, net of discount | 189,683 | 372,449 | ||||||||||||||||||||||
Proceeds from issuance of general partner units | 4,011 | |||||||||||||||||||||||
Payment of offering costs | (666) | (3,223) | ||||||||||||||||||||||
Prefunding of capital projects by Valero Energy Corporation | 3,500 | |||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | (576,076) | (73,884) | ||||||||||||||||||||||
Cash distributions to unitholders and distribution equivalent right payments | (71,715) | (41,837) | ||||||||||||||||||||||
Net transfers from Valero Energy Corporation | 55,915 | 154,172 | 104,965 | |||||||||||||||||||||
Net cash provided by financing activities | 142,630 | 33,109 | 479,283 | |||||||||||||||||||||
Net increase (decrease) in cash and cash equivalents | (155,796) | (138,539) | 375,118 | |||||||||||||||||||||
Cash and cash equivalents at beginning of year | 236,579 | 375,118 | 236,579 | 375,118 | 0 | |||||||||||||||||||
Cash and cash equivalents at end of year | 80,783 | 236,579 | 80,783 | 236,579 | 375,118 | |||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Borrowings under the Revolver | 200,000 | |||||||||||||||||||||||
Proceeds from notes payable to related party | 555,000 | |||||||||||||||||||||||
Adjustments for Acquisitions of Businesses Under Common Control [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||||||||||||||||||||
Current assets: | ||||||||||||||||||||||||
Cash and cash equivalents | 0 | 0 | 0 | 0 | 0 | 0 | 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 | 66,444 | 60,275 | ||||||||||||||||||||||
Accumulated depreciation | (15,004) | (12,651) | ||||||||||||||||||||||
Property and equipment, net | 51,440 | 47,624 | ||||||||||||||||||||||
Deferred charges and other assets, net | 0 | 0 | ||||||||||||||||||||||
Total assets | 51,440 | 47,624 | ||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Current portion of debt and 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 | ||||||||||||||||||||||
Debt and capital lease obligations, net of current portion | 0 | 0 | ||||||||||||||||||||||
Notes payable to related party | 0 | |||||||||||||||||||||||
Deferred income taxes | 0 | 0 | ||||||||||||||||||||||
Other long-term liabilities | 0 | 0 | ||||||||||||||||||||||
Common unitholders – public | 0 | 0 | ||||||||||||||||||||||
Common unitholder – Valero | 0 | 0 | ||||||||||||||||||||||
Subordinated unitholder – Valero | 0 | 0 | ||||||||||||||||||||||
General partner – Valero | 0 | 0 | ||||||||||||||||||||||
Net investment | 51,440 | 47,624 | ||||||||||||||||||||||
Total partners’ capital | 51,440 | 47,624 | ||||||||||||||||||||||
Total liabilities and partners’ capital | 51,440 | 47,624 | ||||||||||||||||||||||
Consolidated Statements of Income | ||||||||||||||||||||||||
Operating revenues – related party | 0 | 0 | 0 | |||||||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Operating expenses (b) | 13,948 | 13,053 | 12,551 | |||||||||||||||||||||
General and administrative expenses (c) | 507 | 453 | 448 | |||||||||||||||||||||
Depreciation expense | 2,954 | 2,607 | 2,544 | |||||||||||||||||||||
Total costs and expenses | 17,409 | 16,113 | 15,543 | |||||||||||||||||||||
Operating income (loss) | (4,083) | (4,639) | (4,343) | (4,344) | (4,178) | (4,064) | (4,041) | (3,830) | (17,409) | (16,113) | (15,543) | |||||||||||||
Other income, net | 0 | 0 | 0 | |||||||||||||||||||||
Interest and debt expense, net of capitalized interest (d) | 0 | 0 | 0 | |||||||||||||||||||||
Income (loss) before income taxes | (17,409) | (16,113) | (15,543) | |||||||||||||||||||||
Income tax expense | 0 | 0 | 0 | |||||||||||||||||||||
Net income (loss) | (4,083) | (4,639) | (4,343) | (4,344) | (4,178) | (4,064) | (4,041) | (3,830) | (17,409) | (16,113) | (15,543) | |||||||||||||
Less: Net loss attributable to Predecessor | (17,409) | (16,113) | (15,543) | |||||||||||||||||||||
Net income attributable to partners | 0 | 0 | 0 | |||||||||||||||||||||
Cash flows from operating activities: | ||||||||||||||||||||||||
Net income (loss) | (4,083) | $ (4,639) | $ (4,343) | (4,344) | (4,178) | $ (4,064) | $ (4,041) | (3,830) | (17,409) | (16,113) | (15,543) | |||||||||||||
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||||||||||||||||||||||||
Depreciation expense | 2,954 | 2,607 | 2,544 | |||||||||||||||||||||
Deferred income tax benefit | 0 | 0 | 0 | |||||||||||||||||||||
Changes in current assets and current liabilities | 0 | 0 | 0 | |||||||||||||||||||||
Changes in deferred charges and credits and other operating activities, net | 0 | 0 | 0 | |||||||||||||||||||||
Net cash provided by operating activities | (14,455) | (13,506) | (12,999) | |||||||||||||||||||||
Cash flows from investing activities: | ||||||||||||||||||||||||
Capital expenditures | (6,914) | (13,549) | (3,022) | |||||||||||||||||||||
Acquisitions from Valero Energy Corporation | 0 | 0 | ||||||||||||||||||||||
Proceeds from dispositions of property and equipment | 0 | 0 | 0 | |||||||||||||||||||||
Net cash used in investing activities | (6,914) | (13,549) | (3,022) | |||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from debt borrowings | 0 | |||||||||||||||||||||||
Proceeds from notes payable to related party | 0 | |||||||||||||||||||||||
Repayments of debt and capital lease obligations | 0 | 0 | 0 | |||||||||||||||||||||
Repayment of note payable to related party | 0 | |||||||||||||||||||||||
Payment of debt issuance costs | 0 | 0 | 0 | |||||||||||||||||||||
Proceeds from issuance of common units, net of discount | 0 | 0 | ||||||||||||||||||||||
Proceeds from issuance of general partner units | 0 | |||||||||||||||||||||||
Payment of offering costs | 0 | 0 | ||||||||||||||||||||||
Prefunding of capital projects by Valero Energy Corporation | 0 | |||||||||||||||||||||||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | 0 | 0 | ||||||||||||||||||||||
Cash distributions to unitholders and distribution equivalent right payments | 0 | 0 | ||||||||||||||||||||||
Net transfers from Valero Energy Corporation | 21,369 | 27,055 | 16,021 | |||||||||||||||||||||
Net cash provided by financing activities | 21,369 | 27,055 | 16,021 | |||||||||||||||||||||
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 | |||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Borrowings under the Revolver | 0 | |||||||||||||||||||||||
Proceeds from notes payable to related party | 0 | |||||||||||||||||||||||
Limited Partner, Common Units, Valero [Member] | ||||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Total partners’ capital | [1] | 28,430 | 58,844 | 75,998 | 0 | |||||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Less: Net loss attributable to Predecessor | [1] | 0 | 0 | 0 | ||||||||||||||||||||
Net income attributable to partners | $ 28,548 | 11,605 | 401 | |||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 3,478,613 | |||||||||||||||||||||||
Limited Partner, Common Units, Valero [Member] | Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 1,908,100 | |||||||||||||||||||||||
Limited Partner, Common Units, Valero [Member] | Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 1,570,513 | |||||||||||||||||||||||
General Partner [Member] | ||||||||||||||||||||||||
Current liabilities: | ||||||||||||||||||||||||
Total partners’ capital | [1] | $ (5,805) | $ 4,617 | $ 6,167 | $ 0 | |||||||||||||||||||
Costs and expenses: | ||||||||||||||||||||||||
Less: Net loss attributable to Predecessor | [1] | $ 0 | 0 | 0 | ||||||||||||||||||||
Net income attributable to partners | $ 6,069 | $ 1,379 | $ 41 | |||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 70,992 | |||||||||||||||||||||||
General Partner [Member] | Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 38,941 | |||||||||||||||||||||||
General Partner [Member] | Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 32,051 | |||||||||||||||||||||||
Subsequent Event [Member] | Majority Shareholder [Member] | McKee Terminal Services Business [Member] | ||||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from debt borrowings | $ 139,000 | |||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Effective date of acquisition from Valero | Apr. 1, 2016 | |||||||||||||||||||||||
Value of consideration transferred for acquisitions from Valero | $ 240,000 | |||||||||||||||||||||||
Cash consideration transferred to acquire businesses | 204,000 | |||||||||||||||||||||||
Consideration transferred for the acquisitions from Valero, units issued | 36,000 | |||||||||||||||||||||||
Payments to acquire businesses, cash on hand | 65,000 | |||||||||||||||||||||||
Borrowings under the Revolver | $ 139,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||||||||||||||||||||
Cash flows from financing activities: | ||||||||||||||||||||||||
Proceeds from debt borrowings | $ 210,000 | |||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Effective date of acquisition from Valero | Sep. 1, 2016 | |||||||||||||||||||||||
Value of consideration transferred for acquisitions from Valero | $ 325,000 | |||||||||||||||||||||||
Cash consideration transferred to acquire businesses | 276,000 | |||||||||||||||||||||||
Consideration transferred for the acquisitions from Valero, units issued | 49,000 | |||||||||||||||||||||||
Payments to acquire businesses, cash on hand | 66,000 | |||||||||||||||||||||||
Borrowings under the Revolver | $ 210,000 | |||||||||||||||||||||||
Subsequent Event [Member] | Limited Partner, Common Units, Valero [Member] | Majority Shareholder [Member] | McKee Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 728,775 | |||||||||||||||||||||||
Subsequent Event [Member] | Limited Partner, Common Units, Valero [Member] | Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 1,149,905 | |||||||||||||||||||||||
Subsequent Event [Member] | General Partner [Member] | Majority Shareholder [Member] | McKee Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 14,873 | |||||||||||||||||||||||
Subsequent Event [Member] | General Partner [Member] | Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||||||||||||||||||||
Business Acquisitions (Textual) | ||||||||||||||||||||||||
Units issued in connection with acquisitions | shares | 23,467 | |||||||||||||||||||||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. | |||||||||||||||||||||||
[2] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. | |||||||||||||||||||||||
[3] | Includes operating expenses – related party of $49,249 thousand, $45,395 thousand, and $42,291 thousand. | |||||||||||||||||||||||
[4] | Includes general and administrative expenses – related party of $11,695 thousand, $11,141 thousand, and $8,371 thousand. | |||||||||||||||||||||||
[5] | Includes interest and debt expense – related party of $3,190 thousand, $0 thousand, and $0 thousand. |
Related-Party Agreements and 43
Related-Party Agreements and Transactions (Details) | Sep. 01, 2016USD ($)lease_agreementsrenewal | Apr. 01, 2016USD ($)renewal | Jan. 01, 2016 | Dec. 31, 2015USD ($)lease_agreementsrenewal | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Oct. 01, 2015USD ($) | Mar. 01, 2015USD ($) | |
Receivables from Related Party | |||||||||
Receivables from related party | [1] | $ 18,088,000 | $ 8,499,000 | ||||||
Reconciliation of Net Transfers from Valero | |||||||||
Net transfers from Valero per statements of cash flows | [1] | 77,284,000 | 181,227,000 | $ 120,986,000 | |||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Prefunding of capital projects by Valero Energy Corporation | [1] | 0 | 0 | 3,500,000 | |||||
Base rent for lease agreement | $ 8,229,000 | ||||||||
Lease Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Duration of renewal option | 30 years | ||||||||
Prior written notice | 5 years | ||||||||
Majority Shareholder [Member] | |||||||||
Receivables from Related Party | |||||||||
Trade receivables – related party | $ 26,103,000 | 10,515,000 | |||||||
Due to related party | (8,015,000) | (2,016,000) | |||||||
Receivables from related party | 18,088,000 | 8,499,000 | |||||||
Reconciliation of Net Transfers from Valero | |||||||||
Net transfers from Valero per statements of partners’ capital | [2] | 70,334,000 | 187,026,000 | 120,226,000 | |||||
Less: Noncash transfers from Valero | [2] | 5,799,000 | |||||||
Less: Noncash transfers to Valero | [2] | (6,950,000) | (760,000) | ||||||
Net transfers from Valero per statements of cash flows | [2] | 77,284,000 | 181,227,000 | 120,986,000 | |||||
Operating Leases, Lease Revenue | |||||||||
Minimum rental revenues | 128,468,000 | 16,806,000 | 206,000 | ||||||
Contingent rental revenues | 22,949,000 | 5,520,000 | 18,318,000 | ||||||
Total lease revenues | 151,417,000 | 22,326,000 | 18,524,000 | ||||||
Future Minimum Rentals to be Received on Noncancelable Lease Agreements | |||||||||
2,016 | 194,078,000 | ||||||||
2,017 | 193,550,000 | ||||||||
2,018 | 193,550,000 | ||||||||
2,019 | 193,550,000 | ||||||||
2,020 | 194,078,000 | ||||||||
Thereafter | 821,539,000 | ||||||||
Total minimum rental payments | $ 1,790,345,000 | ||||||||
Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Dec. 16, 2023 | ||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
Majority Shareholder [Member] | Omnibus Agreement [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Annual administrative fee | $ 9,200,000 | $ 11,200,000 | $ 10,400,000 | ||||||
Prefunding of capital projects by Valero Energy Corporation | $ 3,500,000 | ||||||||
Majority Shareholder [Member] | Services and Secondment Agreement [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Duration of renewal option | 1 year | ||||||||
Duration of agreement | 10 years | ||||||||
Prior written notice | 30 days | ||||||||
Majority Shareholder [Member] | Ground Lease Agreement [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Nov. 30, 2033 | ||||||||
Base rent for lease agreement | $ 35,000 | ||||||||
Majority Shareholder [Member] | Ground Lease Agreement [Member] | Scenario, Forecast [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Annual base rent increase factor for lease agreement | 101.50% | ||||||||
Texas Crude Systems Business [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Jul. 1, 2024 | ||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
Houston and St. Charles Terminal Services Business [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Mar. 1, 2025 | ||||||||
Houston and St. Charles Terminal Services Business [Member] | Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Mar. 1, 2025 | ||||||||
Number of renewal options | renewal | 4 | ||||||||
Base rent for lease agreement | $ 6,400,000 | ||||||||
Number of lease agreements | lease_agreements | 2 | ||||||||
Duration of renewal option, lease and access agreements | 5 years | ||||||||
Houston Terminal Agreement [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
St. Charles Terminal Agreement [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, renewal term | Jan. 31, 2030 | ||||||||
St. Charles Terminal Agreement [Member] | Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, renewal term | Dec. 31, 2044 | ||||||||
Corpus Christi Terminal Services Business [Member] | Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Oct. 1, 2025 | ||||||||
Number of renewal options | renewal | 4 | ||||||||
Base rent for lease agreement | $ 1,700,000 | ||||||||
Number of lease agreements | lease_agreements | 2 | ||||||||
Duration of renewal option, lease and access agreements | 5 years | ||||||||
Corpus Christi Terminal Agreement [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Oct. 1, 2025 | ||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
Subsequent Event [Member] | Majority Shareholder [Member] | Omnibus Agreement [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Annual administrative fee | $ 12,500,000 | $ 11,700,000 | |||||||
Subsequent Event [Member] | McKee Terminal Services Business [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Apr. 1, 2026 | ||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
Subsequent Event [Member] | McKee Terminal Services Business [Member] | Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Apr. 1, 2026 | ||||||||
Number of renewal options | renewal | 4 | ||||||||
Base rent for lease agreement | $ 594,000 | ||||||||
Duration of renewal option, lease and access agreements | 5 years | ||||||||
Subsequent Event [Member] | Meraux and Three Rivers Terminal Services Business [Member] | Majority Shareholder [Member] | Commercial Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Sep. 1, 2026 | ||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
Subsequent Event [Member] | Meraux and Three Rivers Terminal Services Business [Member] | Majority Shareholder [Member] | Lease Agreements [Member] | |||||||||
Related-Party Agreements and Transactions (Textual) | |||||||||
Agreement expiration date, initial term | Sep. 1, 2026 | ||||||||
Number of renewal options | renewal | 4 | ||||||||
Base rent for lease agreement | $ 971,000 | ||||||||
Number of lease agreements | lease_agreements | 2 | ||||||||
Duration of renewal option, lease and access agreements | 5 years | ||||||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. | ||||||||
[2] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | |
Non-Leased Assets | |||
Property and equipment excluding assets subject to operating lease, at cost | [1] | $ 549,910 | $ 1,001,286 |
Accumulated depreciation, property and equipment, excluding assets subject to operating lease | [1] | (180,543) | (267,030) |
Property and equipment excluding assets subject to operating lease | [1] | 369,367 | 734,256 |
Assets Under Operating Leases | |||
Assets under operating leases, at cost | [1],[2] | 626,933 | 118,021 |
Accumulated depreciation, assets under operating leases | [1],[2] | (145,019) | (19,019) |
Assets under operating leases, net | [1],[2] | 481,914 | 99,002 |
Property and Equipment, Gross | |||
Property and equipment, at cost | [1],[3] | 1,176,843 | 1,119,307 |
Accumulated depreciation | [1],[3] | (325,562) | (286,049) |
Property and equipment, net | [1],[3] | 851,281 | 833,258 |
Capital Leases (Textual) | |||
Assets under capital lease agreements | 14,900 | 14,900 | |
Accumulated amortization on assets under capital lease agreements | 14,100 | 13,000 | |
Pipelines and related assets [Member] | |||
Non-Leased Assets | |||
Property and equipment excluding assets subject to operating lease, at cost | [1] | 228,586 | 227,780 |
Assets Under Operating Leases | |||
Assets under operating leases, at cost | [1],[2] | 46,739 | 45,695 |
Property and Equipment, Gross | |||
Property and equipment, at cost | [1] | 275,325 | 273,475 |
Terminals and related assets [Member] | |||
Non-Leased Assets | |||
Property and equipment excluding assets subject to operating lease, at cost | [1] | 276,263 | 683,571 |
Assets Under Operating Leases | |||
Assets under operating leases, at cost | [1],[2] | 580,194 | 72,326 |
Property and Equipment, Gross | |||
Property and equipment, at cost | [1] | 856,457 | 755,897 |
Other [Member] | |||
Non-Leased Assets | |||
Property and equipment excluding assets subject to operating lease, at cost | [1] | 9,352 | 9,439 |
Assets Under Operating Leases | |||
Assets under operating leases, at cost | [1],[2] | 0 | 0 |
Property and Equipment, Gross | |||
Property and equipment, at cost | [1] | 9,352 | 9,439 |
Land [Member] | |||
Non-Leased Assets | |||
Property and equipment excluding assets subject to operating lease, at cost | [1] | 4,672 | 4,672 |
Assets Under Operating Leases | |||
Assets under operating leases, at cost | [1],[2] | 0 | 0 |
Property and Equipment, Gross | |||
Property and equipment, at cost | [1] | 4,672 | 4,672 |
Construction-in-progress [Member] | |||
Non-Leased Assets | |||
Property and equipment excluding assets subject to operating lease, at cost | [1] | 31,037 | 75,824 |
Assets Under Operating Leases | |||
Assets under operating leases, at cost | [1],[2] | 0 | 0 |
Property and Equipment, Gross | |||
Property and equipment, at cost | [1] | $ 31,037 | $ 75,824 |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. | ||
[2] | Represents assets owned by us for which we are the lessor (see Note 4). Certain assets acquired in the acquisitions of the Houston and St. Charles Terminal Services Business and the Corpus Christi Terminal Services Business were reflected as assets under operating leases subsequent to the acquisitions on March 1, 2015 and October 1, 2015, respectively. | ||
[3] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Changes in Asset Retirement Obligations | |||
Balance as of beginning of year | $ 975 | $ 931 | $ 889 |
Accretion expense | 46 | 44 | 42 |
Balance as of end of year | $ 1,021 | $ 975 | $ 931 |
Debt and Capital Lease Obliga46
Debt and Capital Lease Obligations, Revolving Credit Facility (Details) | Sep. 01, 2016USD ($) | Apr. 01, 2016USD ($) | Jul. 31, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($)quarterrenewal | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Oct. 31, 2015USD ($) | |
Credit Facilities (Textual) | |||||||||
Borrowings under the Revolver | [1] | $ 200,000,000 | $ 0 | $ 0 | |||||
Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||||
Credit Facilities (Textual) | |||||||||
Line of credit facility, expiration date | Nov. 20, 2020 | ||||||||
Line of credit facility, maximum borrowing capacity | $ 750,000,000 | $ 300,000,000 | |||||||
Debt issuance cost, Revolver | 2,300,000 | ||||||||
Line of credit facility, accordion feature, higher borrowing capacity option | $ 1,000,000,000 | ||||||||
Number of renewal options, Revolver | renewal | 2 | ||||||||
Duration of renewal option, debt and capital lease obligations | 1 year | ||||||||
Number of prior quarterly reporting periods used for total debt to EBITDA ratio | quarter | 4 | ||||||||
Borrowings under the Revolver | $ 200,000,000 | 0 | 0 | ||||||
Repayment on the Revolver | $ 25,000,000 | 0 | $ 0 | ||||||
Line of credit facility, interest rate, at period end | 1.50% | ||||||||
Line of credit facility, amount outstanding | $ 175,000,000 | 0 | |||||||
Line of Credit [Member] | 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 | ||||||||
Line of Credit [Member] | Letter of Credit [Member] | |||||||||
Credit Facilities (Textual) | |||||||||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | ||||||||
Line of credit facility, amount outstanding | $ 0 | $ 0 | |||||||
Subsequent Event [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||||
Credit Facilities (Textual) | |||||||||
Borrowings under the Revolver | $ 210,000,000 | $ 139,000,000 | |||||||
Line of credit facility, interest rate, at period end | 1.8125% | 1.6875% | |||||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Debt and Capital Lease Obliga47
Debt and Capital Lease Obligations, Subordinated Credit Agreements (Details) $ in Thousands | Oct. 01, 2015USD ($) | Mar. 01, 2015USD ($) | Dec. 31, 2015USD ($)loan_agreements | Dec. 31, 2015USD ($)quarterloan_agreements | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | |
Subordinated Debt [Abstract] | |||||||
Number of subordinated credit agreements entered | loan_agreements | 2 | 2 | |||||
Proceeds from notes payable to related party | [1] | $ 555,000 | $ 0 | $ 0 | |||
Repayment of note payable to related party | [1] | 185,000 | 0 | $ 0 | |||
Notes payable to related party | [1] | $ 370,000 | $ 370,000 | $ 0 | |||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | |||||||
Subordinated Debt [Abstract] | |||||||
Proceeds from notes payable to related party | $ 160,000 | ||||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | |||||||
Subordinated Debt [Abstract] | |||||||
Proceeds from notes payable to related party | $ 395,000 | ||||||
Subordinated Debt [Member] | Majority Shareholder [Member] | |||||||
Subordinated Debt [Abstract] | |||||||
Number of prior quarterly reporting periods used for total debt to EBITDA ratio | quarter | 4 | ||||||
Repayment of note payable to related party | 185,000 | ||||||
Notes payable to related party | $ 370,000 | $ 370,000 | |||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Maximum [Member] | |||||||
Subordinated Debt [Abstract] | |||||||
Covenant ratio of total debt to EBITDA per terms of the Revolver | 5 | 5 | |||||
Debt to EBITDA Ratio Following Certain Acquisitions As Per Terms of Revolver | 5.5 | 5.5 | |||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | |||||||
Subordinated Debt [Abstract] | |||||||
Proceeds from notes payable to related party | $ 160,000 | ||||||
Subordinated credit agreement, maturity date | Mar. 1, 2020 | ||||||
Subordinated credit agreement, rate at period end | 1.494% | 1.494% | |||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | |||||||
Subordinated Debt [Abstract] | |||||||
Proceeds from notes payable to related party | $ 395,000 | ||||||
Subordinated credit agreement, maturity date | Oct. 1, 2020 | ||||||
Subordinated credit agreement, rate at period end | 1.494% | 1.494% | |||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Debt and Capital Lease Obliga48
Debt and Capital Lease Obligations Debt and Capital Lease Obligations, Other Debt Disclosures and Capitalized Interest (Details) - USD ($) | Sep. 01, 2016 | Apr. 01, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Line of Credit Facility [Line Items] | |||||||
Borrowings under the Revolver | [1] | $ 200,000,000 | $ 0 | $ 0 | |||
Principal Payments Due on Debt | |||||||
2,020 | 545,000,000 | ||||||
Total debt | 545,000,000 | ||||||
Capitalized Interest (Textual) | |||||||
Interest costs incurred, capitalized | $ 31,000,000 | 0 | 0 | ||||
Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings under the Revolver | $ 200,000,000 | $ 0 | $ 0 | ||||
Subsequent Event [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings under the Revolver | $ 210,000,000 | $ 139,000,000 | |||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | Subsequent Event [Member] | |||||||
Line of Credit Facility [Line Items] | |||||||
Borrowings under the Revolver | $ 210,000,000 | ||||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Debt and Capital Lease Obliga49
Debt and Capital Lease Obligations, Capital Lease Obligations (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Future Minimum Rentals on Capital Lease Obligations | |
2,016 | $ 963 |
Less interest expense | (50) |
Unamortized fair value adjustment | 246 |
Capital lease obligations | $ 1,159 |
Lease Agreements [Member] | |
Capital Lease Obligations (Textual) | |
Expiration of capital lease agreements | Dec. 31, 2016 |
Duration of renewal option, debt and capital lease obligations | 30 years |
Duration of cancellation notice | 5 years |
Duration of cancellation notice, secondary | 1 year |
Commitments and Contingencies50
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Future Minimum Rentals on Operating Leases | |||
2,016 | $ 8,229 | ||
2,017 | 8,229 | ||
2,018 | 8,186 | ||
2,019 | 8,186 | ||
2,020 | 8,186 | ||
Thereafter | 35,588 | ||
Total minimum rental payments | 76,604 | ||
Commitments and Contingencies (Textual) | |||
Rental expense for operating leases | $ 7,100 | $ 1,400 | $ 1,500 |
Cash Distributions (Details)
Cash Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 25, 2016 | Nov. 10, 2015 | Aug. 11, 2015 | May 12, 2015 | Feb. 12, 2015 | Nov. 12, 2014 | Aug. 13, 2014 | May 14, 2014 | Feb. 12, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Quarterly Cash Distributions | |||||||||||||
Total quarterly distribution (per unit) | $ 0.3075 | $ 0.2925 | $ 0.2775 | $ 0.2660 | $ 0.2400 | $ 0.2225 | $ 0.2125 | $ 0.0370 | $ 1.1975 | $ 0.9410 | $ 0.0370 | ||
Distributions | $ 20,164 | $ 18,456 | $ 17,266 | $ 15,829 | $ 14,102 | $ 13,074 | $ 12,487 | $ 2,174 | $ 2,174 | $ 78,597 | $ 55,492 | ||
General Partner’s Distribution, Including Incentive Distribution Rights [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 44 | 5,003 | 1,304 | ||||||||||
General Partner Valero [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 44 | 1,572 | 1,110 | ||||||||||
General Partner IDRs [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 0 | 3,431 | 194 | ||||||||||
Limited Partner, Common and Subordinated Units [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 2,130 | 73,582 | 54,182 | ||||||||||
Common Unitholders Public [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 638 | 22,016 | 16,232 | ||||||||||
Distribution Equivalent Rights [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 0 | 12 | 6 | ||||||||||
Common Unitholder Valero [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | 427 | 17,090 | 10,859 | ||||||||||
Subordinated Unitholder Valero [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Distributions | $ 1,065 | $ 34,476 | $ 27,091 | ||||||||||
Subsequent Event [Member] | |||||||||||||
Quarterly Cash Distributions | |||||||||||||
Total quarterly distribution (per unit) | $ 0.3200 | ||||||||||||
Distributions | $ 22,711 |
Net Income Per Limited Partne52
Net Income Per Limited Partner Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2013 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Allocation of net income to determine net income available to limited partners: | ||||||||||||
Distributions, excluding general partner’s IDRs | $ 75,154 | $ 55,292 | ||||||||||
General partner’s IDRs | 3,431 | 194 | ||||||||||
DERs | 12 | 6 | ||||||||||
Distributions and DERs declared | $ 2,174 | 78,597 | 55,492 | |||||||||
Undistributed earnings, basic and diluted | 53,281 | |||||||||||
Undistributed earnings, basic | 3,789 | |||||||||||
Excess distributions over earnings | (133) | |||||||||||
Net income available to limited partners – basic and diluted | 2,041 | $ 131,878 | ||||||||||
Net income available to limited partners – basic | $ 59,281 | |||||||||||
Net income per limited partner unit – diluted: | ||||||||||||
Weighted-average units outstanding – diluted | 31,222 | 28,791 | 28,790 | |||||||||
General Partner [Member] | ||||||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||||||
Distributions, excluding general partner’s IDRs | $ 1,572 | $ 1,110 | ||||||||||
General partner’s IDRs | 3,431 | 194 | ||||||||||
DERs | 0 | 0 | ||||||||||
Distributions and DERs declared | 44 | 5,003 | 1,304 | |||||||||
Undistributed earnings, basic and diluted | 1,066 | |||||||||||
Undistributed earnings, basic | 75 | |||||||||||
Excess distributions over earnings | (3) | |||||||||||
Net income available to limited partners – basic and diluted | 41 | 6,069 | ||||||||||
Net income available to limited partners – basic | 1,379 | |||||||||||
Limited Partner, Common Units [Member] | ||||||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||||||
Distributions, excluding general partner’s IDRs | 39,106 | 27,091 | ||||||||||
General partner’s IDRs | 0 | 0 | ||||||||||
DERs | 0 | 0 | ||||||||||
Distributions and DERs declared | 1,065 | 39,106 | 27,091 | |||||||||
Undistributed earnings, basic and diluted | 27,162 | |||||||||||
Undistributed earnings, basic | 1,857 | |||||||||||
Excess distributions over earnings | (65) | |||||||||||
Net income available to limited partners – basic and diluted | $ 1,000 | $ 66,268 | ||||||||||
Net income available to limited partners – basic | 28,948 | |||||||||||
Add: DERs | 6 | |||||||||||
Net income available to limited partners – diluted | $ 28,954 | |||||||||||
Net income per limited partner unit – basic: | ||||||||||||
Weighted-average units outstanding – basic | 28,790 | |||||||||||
Net income per limited partner unit – basic | $ 1.01 | |||||||||||
Net income per limited partner unit – diluted: | ||||||||||||
Weighted-average units outstanding – basic | 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 | 31,222 | ||||||||||
Net income per limited partner unit – basic and diluted | $ 0.03 | $ 0.69 | $ 0.51 | $ 0.54 | $ 0.37 | $ 0.32 | $ 0.30 | $ 0.21 | $ 0.18 | $ 2.12 | ||
Restricted Units [Member] | ||||||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||||||
Distributions, excluding general partner’s IDRs | $ 0 | $ 0 | ||||||||||
General partner’s IDRs | 0 | 0 | ||||||||||
DERs | 12 | 6 | ||||||||||
Distributions and DERs declared | 12 | 6 | ||||||||||
Undistributed earnings, basic and diluted | 8 | |||||||||||
Undistributed earnings, basic | 0 | |||||||||||
Net income available to limited partners – basic and diluted | 20 | |||||||||||
Net income available to limited partners – basic | 6 | |||||||||||
Subordinated Unitholder Valero [Member] | ||||||||||||
Allocation of net income to determine net income available to limited partners: | ||||||||||||
Distributions, excluding general partner’s IDRs | 34,476 | 27,091 | ||||||||||
General partner’s IDRs | 0 | 0 | ||||||||||
DERs | 0 | 0 | ||||||||||
Distributions and DERs declared | $ 1,065 | 34,476 | 27,091 | |||||||||
Undistributed earnings, basic and diluted | 25,045 | |||||||||||
Undistributed earnings, basic | 1,857 | |||||||||||
Excess distributions over earnings | (65) | |||||||||||
Net income available to limited partners – basic and diluted | $ 1,000 | $ 59,521 | ||||||||||
Net income available to limited partners – basic | 28,948 | |||||||||||
Add: DERs | 0 | |||||||||||
Net income available to limited partners – diluted | $ 28,948 | |||||||||||
Net income per limited partner unit – basic: | ||||||||||||
Weighted-average units outstanding – basic | 28,790 | |||||||||||
Net income per limited partner unit – basic | $ 1.01 | |||||||||||
Net income per limited partner unit – diluted: | ||||||||||||
Weighted-average units outstanding – basic | 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 | 28,790 | ||||||||||
Net income per limited partner unit – basic and diluted | $ 0.03 | $ 2.07 |
Unit Activity (Details)
Unit Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 24, 2015 | Dec. 16, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |||
Partners' Capital Roll Forward (Units) | ||||||||
Beginning balance | 58,760,288 | 58,755,080 | 0 | |||||
Units issued to Valero Energy Corporation, non-public | 86,735 | [1] | 41,505,080 | |||||
Public offering of common units | 4,250,000 | [2] | 17,250,000 | [3] | ||||
Unit-based compensation | 4,443 | 5,208 | ||||||
Units issued in connection with acquisitions | 3,549,605 | |||||||
Ending balance | 66,651,071 | 58,760,288 | 58,755,080 | |||||
Partners' Capital (Textual) | ||||||||
Contributions from Valero | $ 27,748 | |||||||
IPO [Member] | ||||||||
Partners' Capital Roll Forward (Units) | ||||||||
Public offering of common units | 17,250,000 | |||||||
Partners' Capital (Textual) | ||||||||
Public offering, price per unit | $ 23 | |||||||
Gross proceeds from issuance of common limited partners units | $ 396,800 | |||||||
Offering costs | 27,600 | |||||||
Net proceeds from issuance of common limited partner units, initial public offering | $ 369,200 | |||||||
Public Offering [Member] | ||||||||
Partners' Capital Roll Forward (Units) | ||||||||
Units issued to Valero Energy Corporation, non-public | 86,735 | |||||||
Public offering of common units | 4,250,000 | |||||||
Partners' Capital (Textual) | ||||||||
Public offering, price per unit | $ 46.25 | |||||||
Gross proceeds from issuance of common limited partners units | $ 196,600 | |||||||
Offering costs | 7,700 | |||||||
Net proceeds from issuance of common limited partner units | 188,900 | |||||||
Contributions from Valero | $ 4,000 | |||||||
Majority Shareholder [Member] | ||||||||
Partners' Capital (Textual) | ||||||||
Contributions from Valero | [4] | $ 27,748 | $ 0 | $ 0 | ||||
General partner ownership interest, percentage | 2.00% | |||||||
Common Unitholders Public [Member] | ||||||||
Partners' Capital Roll Forward (Units) | ||||||||
Beginning balance | 17,255,208 | 17,250,000 | 0 | |||||
Public offering of common units | 4,250,000 | [2] | 17,250,000 | [3] | ||||
Unit-based compensation | 4,443 | 5,208 | ||||||
Ending balance | 21,509,651 | 17,255,208 | 17,250,000 | |||||
Partners' Capital (Textual) | ||||||||
Contributions from Valero | $ 0 | |||||||
Common Unitholder Valero [Member] | ||||||||
Partners' Capital Roll Forward (Units) | ||||||||
Beginning balance | 11,539,989 | 11,539,989 | 0 | |||||
Units issued to Valero Energy Corporation, non-public | 11,539,989 | |||||||
Units issued in connection with acquisitions | 3,478,613 | |||||||
Ending balance | 15,018,602 | 11,539,989 | 11,539,989 | |||||
Partners' Capital (Textual) | ||||||||
Contributions from Valero | $ 8,898 | |||||||
Subordinated Unitholder Valero [Member] | ||||||||
Partners' Capital Roll Forward (Units) | ||||||||
Beginning balance | 28,789,989 | 28,789,989 | 0 | |||||
Units issued to Valero Energy Corporation, non-public | 28,789,989 | |||||||
Ending balance | 28,789,989 | 28,789,989 | 28,789,989 | |||||
Partners' Capital (Textual) | ||||||||
Contributions from Valero | $ 18,063 | |||||||
General Partner Valero [Member] | ||||||||
Partners' Capital Roll Forward (Units) | ||||||||
Beginning balance | 1,175,102 | 1,175,102 | 0 | |||||
Units issued to Valero Energy Corporation, non-public | 86,735 | [1] | 1,175,102 | |||||
Units issued in connection with acquisitions | 70,992 | |||||||
Ending balance | 1,332,829 | 1,175,102 | 1,175,102 | |||||
Partners' Capital (Textual) | ||||||||
Contributions from Valero | $ 787 | |||||||
[1] | Concurrent with the 2015 Offering, our general partner contributed $4.0 million in exchange for 86,735 general partner units to maintain its 2.0 percent general partner interest in the Partnership. | |||||||
[2] | On November 24, 2015, we completed a public offering (the 2015 Offering) of 4,250,000 common units at a price of $46.25 per unit and received gross proceeds of $196.6 million. After deducting the underwriting discount and other offering costs totaling $7.7 million, our net proceeds were $188.9 million. | |||||||
[3] | On December 16, 2013, we completed the IPO of 17,250,000 common units at a price of $23.00 per unit and received gross proceeds of $396.8 million. After deducting the underwriting discount, structuring fees, and other offering costs of $27.6 million, our net proceeds were $369.2 million. | |||||||
[4] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Unit-based Compensation (Detail
Unit-based Compensation (Details) | Jan. 14, 2016independent_directors$ / sharesshares | Jan. 08, 2015independent_directorsshares | Jan. 20, 2014independent_directorsshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / sharesshares |
Nonvested Restricted Units Rollforward | |||||
Nonvested restricted units, beginning balance | 5,208 | ||||
Restricted units, granted | 4,443 | ||||
Nonvested restricted units, ending balance | 9,651 | 5,208 | |||
Nonvested Restricted Units Weighted Average Grant Date Fair Value Rollforward | |||||
Weighted average grant date fair value, beginning balance | $ / shares | $ 34.575 | ||||
Weighted-average grant date fair value, granted | $ / shares | 40.535 | ||||
Weighted average grant date fair value, ending balance | $ / shares | $ 37.319 | $ 34.575 | |||
Unit-based Compensation (Textual) | |||||
Restricted units granted in period | 4,443 | ||||
Number of non-employee directors | independent_directors | 3 | 3 | |||
Weighted-average grant date fair value, granted | $ / shares | $ 40.535 | ||||
Unit-based compensation | $ | $ 173,000 | $ 68,000 | |||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 33.00% | ||||
Subsequent Event [Member] | |||||
Nonvested Restricted Units Weighted Average Grant Date Fair Value Rollforward | |||||
Weighted-average grant date fair value, granted | $ / shares | $ 45.34 | ||||
Unit-based Compensation (Textual) | |||||
Number of non-employee directors | independent_directors | 3 | ||||
Weighted-average grant date fair value, granted | $ / shares | $ 45.34 | ||||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 33.00% | ||||
VLP 2013 Incentive Compensation Plan [Member] | Stock Compensation Plan [Member] | |||||
Unit-based Compensation (Textual) | |||||
Number of common units available to be awarded under incentive compensation plans | 2,990,349 | ||||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | |||||
Nonvested Restricted Units Rollforward | |||||
Restricted units, granted | 4,443 | 5,208 | |||
Unit-based Compensation (Textual) | |||||
Restricted units granted in period | 4,443 | 5,208 | |||
Vesting date, restricted units under 2013 ICP | Jan. 20, 2017 | ||||
Unrecognized unit-based compensation cost related to outstanding unvested units | $ | $ 256,000 | ||||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 2 years | ||||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | Subsequent Event [Member] | |||||
Nonvested Restricted Units Rollforward | |||||
Restricted units, granted | 5,958 | ||||
Unit-based Compensation (Textual) | |||||
Restricted units granted in period | 5,958 | ||||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Stock - Independent Director [Member] | |||||
Nonvested Restricted Units Rollforward | |||||
Restricted units, granted | 1,481 | 1,736 | |||
Unit-based Compensation (Textual) | |||||
Restricted units granted in period | 1,481 | 1,736 | |||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Stock - Independent Director [Member] | Subsequent Event [Member] | |||||
Nonvested Restricted Units Rollforward | |||||
Restricted units, granted | 1,986 | ||||
Unit-based Compensation (Textual) | |||||
Restricted units granted in period | 1,986 | ||||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) [Member] | |||||
Unit-based Compensation (Textual) | |||||
Distribution equivalent rights (DERs) granted in period | 4,443 | 5,208 | |||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) [Member] | Subsequent Event [Member] | |||||
Unit-based Compensation (Textual) | |||||
Distribution equivalent rights (DERs) granted in period | 5,958 | ||||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) - Independent Director [Member] | |||||
Unit-based Compensation (Textual) | |||||
Distribution equivalent rights (DERs) granted in period | 1,481 | 1,736 | |||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) - Independent Director [Member] | Subsequent Event [Member] | |||||
Unit-based Compensation (Textual) | |||||
Distribution equivalent rights (DERs) granted in period | 1,986 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Components of Income Tax Expense | ||||
Current U.S. state | $ 479 | $ 505 | $ 493 | |
Deferred U.S. state | (228) | 43 | 941 | |
Income tax expense | [1] | $ 251 | $ 548 | $ 1,434 |
Income Taxes (Textual) | ||||
Statutory federal income tax rate, percent | 35.00% | 35.00% | 35.00% | |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Summary of Employee Benefit Plan Costs | ||||
Pension and postretirement costs | [1] | $ 54 | $ 126 | $ 1,052 |
Defined contribution plan costs | [1] | $ 45 | $ 111 | $ 391 |
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Supplemental Cash Flow Inform57
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | Oct. 01, 2015 | Mar. 01, 2015 | Jul. 01, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Decrease (increase) in current assets: | |||||||
Receivables from related party | $ (9,589) | $ 2,945 | $ (6,318) | ||||
Prepaid expenses and other | 95 | (451) | (9) | ||||
Increase (decrease) in current liabilities: | |||||||
Accounts payable | (631) | (4,778) | 2,403 | ||||
Accrued liabilities | 636 | 896 | 158 | ||||
Taxes other than income taxes | 511 | 31 | 734 | ||||
Deferred revenue from related party | 5 | 39 | 85 | ||||
Changes in current assets and current liabilities | [1] | (8,973) | (1,318) | (2,947) | |||
Other Noncash Activities | |||||||
Noncash capital contributions from Valero Energy Corporation | 27,748 | ||||||
Cash Flows Related to Interest and Income Taxes Paid | |||||||
Interest paid | 5,367 | 899 | 602 | ||||
Income taxes paid | 441 | 74 | 493 | ||||
Supplemental Cash Flow Elements (Textual) | |||||||
Cash consideration paid attributed to the historical carrying value of assets acquired | [1] | 390,144 | 80,116 | 0 | |||
Cash consideration paid in excess of carrying value of assets acquired | [1] | 576,076 | 73,884 | 0 | |||
Majority Shareholder [Member] | |||||||
Receivables from related party: | |||||||
Debt issuance costs owed to related party | [2] | 0 | 0 | 1,071 | |||
Offering costs owed to related party | [2] | 0 | 0 | 3,223 | |||
Amounts due from related party | [2] | 0 | 0 | (5,126) | |||
Transfer (from) to Valero for: | |||||||
Noncash transfers from Valero | [2] | (5,799) | |||||
Noncash transfers to Valero | [2] | 6,950 | 760 | ||||
Other Noncash Activities | |||||||
Capital expenditures included in accounts payable | [2] | (5,496) | (786) | (761) | |||
Reduction to property and equipment, net due to capital lease obligation modification | [2] | 0 | 0 | 913 | |||
Noncash capital contributions from Valero Energy Corporation | [2] | 27,748 | 0 | 0 | |||
Units issued to Valero Energy Corporation in connection with acquisitions | [2] | 170,000 | 0 | 0 | |||
Majority Shareholder [Member] | Indemnification Receivable [Member] | |||||||
Transfer (from) to Valero for: | |||||||
Noncash transfers from Valero | [2] | (85) | |||||
Noncash transfers to Valero | [2] | 0 | 0 | ||||
Majority Shareholder [Member] | Deferred Income Taxes [Member] | |||||||
Transfer (from) to Valero for: | |||||||
Noncash transfers from Valero | [2] | (282) | (154) | ||||
Noncash transfers to Valero | [2] | 0 | |||||
Majority Shareholder [Member] | Property and Equipment [Member] | |||||||
Transfer (from) to Valero for: | |||||||
Noncash transfers to Valero | [2] | 0 | 0 | 764 | |||
Majority Shareholder [Member] | Construction-in-progress [Member] | |||||||
Transfer (from) to Valero for: | |||||||
Noncash transfers from Valero | [2] | $ (5,645) | |||||
Noncash transfers to Valero | [2] | $ 7,232 | $ 81 | ||||
Texas Crude Systems Business [Member] | Majority Shareholder [Member] | |||||||
Supplemental Cash Flow Elements (Textual) | |||||||
Cash consideration paid attributed to the historical carrying value of assets acquired | $ 80,100 | ||||||
Cash consideration paid for assets acquired, total | 154,000 | ||||||
Cash consideration paid in excess of carrying value of assets acquired | $ 73,900 | ||||||
Houston and St. Charles Terminal Services Business [Member] | Majority Shareholder [Member] | |||||||
Other Noncash Activities | |||||||
Units issued to Valero Energy Corporation in connection with acquisitions | $ 100,000 | ||||||
Supplemental Cash Flow Elements (Textual) | |||||||
Cash consideration paid attributed to the historical carrying value of assets acquired | 296,100 | ||||||
Cash consideration paid for assets acquired, total | 571,200 | ||||||
Cash consideration paid in excess of carrying value of assets acquired | $ 275,100 | ||||||
Corpus Christi Terminal Services Business [Member] | Majority Shareholder [Member] | |||||||
Other Noncash Activities | |||||||
Units issued to Valero Energy Corporation in connection with acquisitions | $ 70,000 | ||||||
Supplemental Cash Flow Elements (Textual) | |||||||
Cash consideration paid attributed to the historical carrying value of assets acquired | 94,000 | ||||||
Cash consideration paid for assets acquired, total | 395,000 | ||||||
Cash consideration paid in excess of carrying value of assets acquired | $ 301,000 | ||||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. | ||||||
[2] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business. |
Quarterly Financial Data (Una58
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2013 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||||
Operating revenues – related party | $ 79,456 | $ 62,037 | $ 60,245 | $ 41,886 | $ 34,182 | $ 33,666 | $ 31,843 | $ 29,489 | $ 243,624 | [1] | $ 129,180 | [1] | $ 124,985 | [1] | |
Operating income (loss) | 39,799 | 17,064 | 20,495 | 95 | (10,086) | (7,747) | (7,051) | (8,561) | 77,453 | [1] | (33,445) | [1] | (24,080) | [1] | |
Net income (loss) | 36,795 | 15,625 | 19,161 | (269) | (10,218) | (7,934) | (6,929) | (8,280) | 71,312 | [1] | (33,361) | [1] | (25,403) | [1] | |
Net income attributable to partners | 44,667 | 31,428 | 33,662 | 22,121 | 19,056 | 17,543 | 12,200 | 10,482 | 131,878 | 59,281 | 2,041 | ||||
Limited partners’ interest in net income | 42,419 | 29,816 | 32,305 | 21,269 | 18,482 | 17,192 | 11,956 | 10,272 | $ 125,809 | $ 57,902 | $ 2,000 | ||||
Net income per limited partner unit – basic and diluted: | |||||||||||||||
Net income per limited partner unit - basic and diluted, subordinated units | $ 2.07 | $ 1.01 | $ 0.03 | ||||||||||||
Valero Energy Partners LP (Previously Reported) [Member] | |||||||||||||||
Operating revenues – related party | $ 243,624 | $ 129,180 | $ 124,985 | ||||||||||||
Operating income (loss) | 43,882 | 21,703 | 24,838 | 4,439 | (5,908) | (3,683) | (3,010) | (4,731) | 94,862 | (17,332) | (8,537) | ||||
Net income (loss) | $ 40,878 | $ 20,264 | $ 23,504 | $ 4,075 | $ (6,040) | $ (3,870) | $ (2,888) | $ (4,450) | 88,721 | (17,248) | (9,860) | ||||
Net income attributable to partners | $ 131,878 | 59,281 | 2,041 | ||||||||||||
Limited Partner, Common Units [Member] | |||||||||||||||
Net income per limited partner unit – basic and diluted: | |||||||||||||||
Net income per limited partner unit – basic and diluted, common units | $ 0.03 | $ 0.69 | $ 0.51 | $ 0.54 | $ 0.37 | $ 0.32 | $ 0.30 | $ 0.21 | $ 0.18 | $ 2.12 | |||||
Subordinated Unitholder Valero [Member] | |||||||||||||||
Net income attributable to partners | $ 60,078 | 28,951 | 1,000 | ||||||||||||
Net income per limited partner unit – basic and diluted: | |||||||||||||||
Net income per limited partner unit – basic and diluted, common units | $ 0.03 | $ 2.07 | |||||||||||||
Net income per limited partner unit - basic and diluted, subordinated units | $ 0.66 | $ 0.49 | $ 0.54 | $ 0.36 | $ 0.32 | $ 0.30 | $ 0.21 | $ 0.18 | |||||||
Meraux and Three Rivers Terminal Services Business [Member] | Adjustments for Acquisitions of Businesses Under Common Control [Member] | |||||||||||||||
Operating revenues – related party | $ 0 | 0 | 0 | ||||||||||||
Operating income (loss) | $ (4,083) | $ (4,639) | $ (4,343) | $ (4,344) | $ (4,178) | $ (4,064) | $ (4,041) | $ (3,830) | (17,409) | (16,113) | (15,543) | ||||
Net income (loss) | $ (4,083) | $ (4,639) | $ (4,343) | $ (4,344) | $ (4,178) | $ (4,064) | $ (4,041) | $ (3,830) | (17,409) | (16,113) | (15,543) | ||||
Net income attributable to partners | $ 0 | $ 0 | $ 0 | ||||||||||||
[1] | Financial information has been retrospectively adjusted for the acquisition of the Meraux and Three Rivers Terminal Services Business from Valero Energy Corporation. See Notes 1 and 3. |