Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 01, 2017 | Jun. 30, 2016 | |
Entity Information | |||
Entity Registrant Name | VALERO ENERGY PARTNERS LP | ||
Entity Central Index Key | 1,583,103 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1 | ||
Common Unitholders Public [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 67,511,039 | ||
General Partner Valero [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 1,377,334 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 71,491 | $ 80,783 |
Receivables from related party | 29,541 | 18,088 |
Receivables | 1,682 | 0 |
Prepaid expenses and other | 997 | 632 |
Total current assets | 103,711 | 99,503 |
Property and equipment, at cost | 1,216,288 | 1,176,843 |
Accumulated depreciation | (351,208) | (325,562) |
Property and equipment, net | 865,080 | 851,281 |
Deferred charges and other assets, net | 3,118 | 3,322 |
Total assets | 971,909 | 954,106 |
Current liabilities: | ||
Current portion of capital lease obligations | 0 | 913 |
Accounts payable | 10,652 | 9,264 |
Accrued liabilities | 2,150 | 1,062 |
Accrued liabilities – related party | 239 | 628 |
Taxes other than income taxes | 2,457 | 1,276 |
Deferred revenue from related party | 3,525 | 129 |
Total current liabilities | 19,023 | 13,272 |
Debt and capital lease obligations, net of current portion | 525,355 | 175,246 |
Notes payable to related party | 370,000 | 370,000 |
Deferred income taxes | 538 | 320 |
Other long-term liabilities | 1,169 | 1,116 |
Commitments and contingencies | ||
Partners’ capital: | ||
Total partners’ capital | 55,824 | 394,152 |
Total liabilities and partners’ capital | 971,909 | 954,106 |
Limited Partner [Member] | Common Unitholders Public [Member] | ||
Partners’ capital: | ||
Limited partners | 548,619 | 581,489 |
Total partners’ capital | 548,619 | 581,489 |
Limited Partner [Member] | Common Unitholder Valero [Member] | ||
Partners’ capital: | ||
Limited partners | (482,197) | 28,430 |
Total partners’ capital | (482,197) | 28,430 |
Limited Partner [Member] | Subordinated Unitholder Valero [Member] | ||
Partners’ capital: | ||
Limited partners | 0 | (313,961) |
Total partners’ capital | 0 | (313,961) |
General Partner Valero [Member] | ||
Partners’ capital: | ||
General partner – Valero | (10,598) | (5,805) |
Total partners’ capital | (10,598) | (5,805) |
Net Investment [Member] | ||
Partners’ capital: | ||
Net investment | 0 | 103,999 |
Total partners’ capital | $ 0 | $ 103,999 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Dec. 31, 2016 | Dec. 31, 2015 |
Limited Partner [Member] | Common Unitholders Public [Member] | ||
Partners’ capital: | ||
Limited partner, units outstanding | 21,738,692 | 21,509,651 |
Limited Partner [Member] | Common Unitholder Valero [Member] | ||
Partners’ capital: | ||
Limited partner, units outstanding | 45,687,271 | 15,018,602 |
Limited Partner [Member] | Subordinated Unitholder Valero [Member] | ||
Partners’ capital: | ||
Limited partner, units outstanding | 0 | 28,789,989 |
General Partner Valero [Member] | ||
Partners’ capital: | ||
General partner – Valero, units outstanding | 1,375,721 | 1,332,829 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Operating revenues – related party | $ 362,619 | $ 243,624 | $ 129,180 | |
Costs and expenses: | ||||
Operating expenses (a) | [1] | 96,115 | 105,973 | 111,114 |
General and administrative expenses (b) | [2] | 15,965 | 14,520 | 13,602 |
Depreciation expense | 45,965 | 45,678 | 37,909 | |
Total costs and expenses | 158,045 | 166,171 | 162,625 | |
Operating income (loss) | 204,574 | 77,453 | (33,445) | |
Other income, net | 284 | 223 | 1,504 | |
Interest and debt expense, net of capitalized interest (c) | [3] | (14,915) | (6,113) | (872) |
Income (loss) before income taxes | 189,943 | 71,563 | (32,813) | |
Income tax expense | 1,112 | 251 | 548 | |
Net income (loss) | 188,831 | 71,312 | (33,361) | |
Less: Net loss attributable to Predecessor | (15,422) | (60,566) | (92,642) | |
Net income attributable to partners | 204,253 | 131,878 | 59,281 | |
Less: General partner’s interest in net income | 23,553 | 6,069 | 1,379 | |
Limited partners’ interest in net income | $ 180,700 | $ 125,809 | $ 57,902 | |
Net income per limited partner unit – basic and diluted: | ||||
Common units | $ 2.85 | $ 2.12 | $ 1.01 | |
Subordinated units | $ 2.38 | $ 2.07 | $ 1.01 | |
Weighted-average limited partner units outstanding: | ||||
Common units – basic | 48,817 | 31,222 | 28,790 | |
Common units – diluted | 48,817 | 31,222 | 28,791 | |
Subordinated units – basic and diluted | 17,463 | 28,790 | 28,790 | |
Cash distribution declared per unit | $ 1.4965 | $ 1.1975 | $ 0.9410 | |
[1] | Includes operating expenses – related party of $61,649 thousand, $55,649 thousand, and $45,432 thousand for the years ended December 31, 2016, 2015, and 2014, respectively. | |||
[2] | Includes general and administrative expenses – related party of $12,539 thousand, $11,695 thousand, and $11,141 thousand for the years ended December 31, 2016, 2015, and 2014, respectively. | |||
[3] | Includes interest and debt expense – related party of $6,608 thousand, $3,190 thousand, and $0 thousand for the years ended December 31, 2016, 2015, and 2014, respectively. |
Consolidated Statements of Inc5
Consolidated Statements of Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplemental information: | |||
(a) Operating expenses – related party | $ 61,649 | $ 55,649 | $ 45,432 |
(b) General and administrative expenses – related party | 12,539 | 11,695 | 11,141 |
(c) Interest and debt expense – related party | $ 6,608 | $ 3,190 | $ 0 |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital - USD ($) $ in Thousands | Total | Limited Partner [Member]Common Unitholders Public [Member] | Limited Partner [Member]Common Unitholder Valero [Member] | Limited Partner [Member]Subordinated Unitholder Valero [Member] | General Partner Valero [Member] | Net Investment [Member] |
Beginning balance at Dec. 31, 2013 | $ 1,111,698 | $ 369,825 | $ 75,998 | $ 189,601 | $ 6,167 | $ 470,107 |
Consolidated Statements of Partners' Capital | ||||||
Net loss attributable to Predecessor | (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 | 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 and distribution equivalent right payments | (41,837) | (12,285) | (8,217) | (20,498) | (837) | 0 |
Unit-based compensation | 68 | 68 | 0 | 0 | 0 | 0 |
Ending balance at Dec. 31, 2014 | 1,069,594 | 374,954 | 58,844 | 146,804 | 4,617 | 484,375 |
Consolidated Statements of Partners' Capital | ||||||
Net loss attributable to Predecessor | (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 | 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 | 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 and distribution equivalent right payments | (71,715) | (19,736) | (15,354) | (32,921) | (3,704) | 0 |
Unit-based compensation | 173 | 173 | 0 | 0 | 0 | 0 |
Ending balance at Dec. 31, 2015 | 394,152 | 581,489 | 28,430 | (313,961) | (5,805) | 103,999 |
Consolidated Statements of Partners' Capital | ||||||
Net loss attributable to Predecessor | (15,422) | 0 | 0 | 0 | 0 | (15,422) |
Net income attributable to partners | 204,253 | 58,688 | 76,690 | 45,322 | 23,553 | 0 |
Net transfers from Valero Energy Corporation | 15,030 | 0 | 0 | 0 | 0 | 15,030 |
Allocation of Valero Energy Corporation’s net investment in acquisitions | 0 | 0 | 67,800 | 32,758 | 3,049 | (103,607) |
Consideration paid to Valero Energy Corporation for acquisitions | (565,000) | 0 | (397,859) | (153,067) | (14,074) | 0 |
Units issued to Valero Energy Corporation in connection with acquisitions | 85,000 | 0 | 83,300 | 0 | 1,700 | 0 |
Conversion of subordinated units | 0 | 0 | (406,374) | 406,374 | 0 | 0 |
Units issued in public offering | 11,289 | 11,091 | 0 | 0 | 198 | 0 |
Transfers to (from) partners | 0 | (72,452) | 76,584 | 0 | (4,132) | 0 |
Noncash capital contributions from Valero Energy Corporation | 35,732 | 0 | 22,730 | 12,084 | 918 | 0 |
Cash distributions to unitholders and distribution equivalent right payments | (109,406) | (30,393) | (33,498) | (29,510) | (16,005) | 0 |
Unit-based compensation | 196 | 196 | 0 | 0 | 0 | 0 |
Ending balance at Dec. 31, 2016 | $ 55,824 | $ 548,619 | $ (482,197) | $ 0 | $ (10,598) | $ 0 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 188,831 | $ 71,312 | $ (33,361) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation expense | 45,965 | 45,678 | 37,909 |
Deferred income tax expense (benefit) | 408 | (228) | 43 |
Changes in current assets and current liabilities | (5,956) | (8,973) | (1,318) |
Changes in deferred charges and credits and other operating activities, net | 646 | 587 | (34) |
Net cash provided by operating activities | 229,894 | 108,376 | 3,239 |
Cash flows from investing activities: | |||
Capital expenditures | (23,156) | (38,109) | (121,880) |
Acquisitions from Valero Energy Corporation | (103,607) | (390,144) | (80,116) |
Other investing activities, net | 31 | 82 | 54 |
Net cash used in investing activities | (126,732) | (428,171) | (201,942) |
Cash flows from financing activities: | |||
Proceeds from debt borrowings | 349,000 | 200,000 | 0 |
Proceeds from issuances of senior notes | 499,795 | 0 | 0 |
Proceeds from notes payable to related party | 0 | 555,000 | 0 |
Repayments of debt and capital lease obligations | (494,913) | (26,200) | (1,048) |
Repayment of note payable to related party | 0 | (185,000) | 0 |
Payment of debt issuance costs | (4,462) | (2,322) | (1,071) |
Proceeds from issuance of common units | 9,724 | 189,683 | 0 |
Proceeds from issuance of general partner units | 198 | 4,011 | 0 |
Payment of offering costs | (883) | (666) | (3,223) |
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | (376,393) | (576,076) | (73,884) |
Cash distributions to unitholders and distribution equivalent right payments | (109,406) | (71,715) | (41,837) |
Net transfers from Valero Energy Corporation | 14,886 | 77,284 | 181,227 |
Net cash provided by (used in) financing activities | (112,454) | 163,999 | 60,164 |
Net decrease in cash and cash equivalents | (9,292) | (155,796) | (138,539) |
Cash and cash equivalents at beginning of year | 80,783 | 236,579 | 375,118 |
Cash and cash equivalents at end of year | $ 71,491 | $ 80,783 | $ 236,579 |
Description of Business, Basis
Description of Business, Basis of Presentation, and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICIES | 1. DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICES Description of Business As used in this report, the terms “Partnership,” “we,” “us,” or “our” may 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. We are a master limited partnership formed by Valero in July 2013 to own, operate, develop, and acquire crude oil and refined petroleum products pipelines, terminals, and other transportation and logistics assets. Since our initial public offering (IPO) in December 2013, we have acquired businesses from Valero, as further discussed in Note 2 . Our assets 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 These consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP) and with the rules and regulations of the Securities and Exchange Commission (SEC). These financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business for all periods as previously presented in our 2015 Form 10-K filed with the SEC on February 26, 2016, and as modified by our Current Reports on Form 8-K filed with the SEC on August 4, 2016 and November 8, 2016, respectively. The acquisitions from Valero were accounted for as transfers of businesses between entities under the common control of Valero. Accordingly, we recorded these acquisitions on our balance sheet at Valero’s carrying value as of the beginning of the period of transfer, and we retrospectively adjusted prior period financial statements and financial information to furnish comparative information. We refer to the historical results of the transferred assets prior to their transfer to us 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 acquisitions had been combined for periods prior to 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 acquisitions from Valero, 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 effective dates of each acquisition represents the consolidated financial position, results of operations, and cash flows of the Partnership. Significant Accounting Policies Principles of Consolidation Our consolidated financial statements include the accounts of the Partnership, our subsidiaries, and our Predecessor. All intercompany accounts and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with U.S. 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 3 . 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 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 Our operating revenues are generated from the transportation of crude oil and refined petroleum products through our pipelines and terminals at contractual tariff rates. Operating revenues are recognized upon completion of the transportation service. As further described in Note 3 , our commercial agreements (defined in Note 3 ) 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 operating revenues for the deficiency payments when credits are used for volumes transported in excess of minimum volume commitments or when we determine that it is not probable that Valero will transport volumes in excess of the minimum volume commitments prior to the expiration of the credits. However, any remaining unused credits are recognized as operating revenues no later than the expiration of the applicable four-quarter period. The use or recognition 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. 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 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 9 . 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. All of our operations are conducted and all of our assets are located in the U.S. Financial Instruments Our financial instruments include cash and cash equivalents, receivables, payables, debt, and capital lease obligations. The estimated fair values of these financial instruments approximate their carrying amounts, except for certain debt as discussed in Note 15 . Accounting Pronouncements Not Yet Adopted In May 2014, the Financial Accounting Standards Board (FASB) issued a new accounting standard under Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” to clarify the principles for recognizing revenue. The standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual periods. We recently completed our evaluation of the provisions of this standard and concluded that our adoption of the standard will not materially change the amount or timing of revenues recognized by us, nor will it materially affect our financial position. As described in our revenue recognition policy, our revenues are generated from the transportation of crude oil and refined petroleum products through our pipelines and terminals. These revenues are based on the volume (barrels) of crude oil and refined petroleum products transported at contracted rates per barrel, and we recognize these revenues upon completion of the transportation service, which is the point when our performance obligation is fulfilled. As also described in our revenue recognition policy, certain of our commercial agreements are considered operating leases under U.S. GAAP. The scope of the new standard does not extend to revenues generated by lease arrangements; therefore, lease revenues generated by us will continue to be accounted for under existing accounting standards and be reflected in a separate revenue line item on our statement of income. We will adopt the new standard effective January 1, 2018, and we expect to use the modified retrospective method of adoption as permitted by the standard. Under that method, the cumulative effect of initially applying the standard is recognized as an adjustment to the opening balance of partners’ capital, and revenues reported in the periods prior to the date of adoption are not changed. We do not, however, expect to make such an adjustment to partners’ capital. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments–Overall (Subtopic 825-10),” to enhance the reporting model for financial instruments regarding certain aspects of recognition, measurement, presentation, and disclosure. The provisions of this ASU are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. This ASU is to be applied using a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The adoption of this ASU effective January 1, 2017 will not affect our financial position or results of operations, but will result in revised disclosures. In February 2016, the FASB issued a new accounting standard under ASU No. 2016-02, “Leases (Topic 842),” 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. The new standard is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual periods, with early adoption permitted. We anticipate adopting the new standard on January 1, 2019. We recently completed our evaluation of the provisions of this standard, and a multi-disciplined implementation team has gained an understanding of the standard’s accounting and disclosure provisions. This team is developing enhanced contracting and lease evaluation processes and information systems to support such processes, as well as new and enhanced accounting systems to account for our leases and support the required disclosures. We continue to evaluate the effect that adopting this standard will have on our financial statements and related disclosures. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805),” to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The provisions of this ASU provide a more robust framework to use in determining when a set of assets and activities is a business by clarifying the requirements related to inputs, processes, and outputs. These provisions are to be applied prospectively and are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. Due to its application to future acquisitions and disposals, the adoption of this ASU effective January 1, 2018 will not have any immediate effect on our financial position or results of operations. |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS | 2. ACQUISITIONS In connection with our acquisitions from Valero, 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 3 for a summary of the terms of these agreements. Prior period financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the businesses acquired from Valero prior to the effective date of each acquisition, as if we owned these acquired businesses for all periods presented as further described in Note 1 . Acquisition in 2014 Texas Crude Systems Business Effective July 1, 2014 , we acquired from Valero certain assets 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) for total cash consideration of $154.0 million . Acquisitions in 2015 Houston and St. Charles Terminal Services Business Effective March 1, 2015 , we acquired from Valero two subsidiaries that own and operate crude oil, intermediates, and refined petroleum products terminals supporting Valero’s Houston and St. Charles Refineries 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 to Valero 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 5 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 from Valero two subsidiaries that own and operate crude oil, intermediates, and refined petroleum products at terminals supporting Valero’s Corpus Christi East and West Refineries 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 to Valero 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. See Note 5 for further discussion of the borrowings under our subordinated credit agreement. Acquisitions in 2016 McKee Terminal Services Business Effective April 1, 2016 , we acquired from Valero a subsidiary that owns and operates a crude oil, intermediates, and refined petroleum products terminal supporting Valero’s McKee Refinery for total consideration of $240.0 million , which consisted of (i) a cash distribution to Valero of $204.0 million and (ii) the issuance of 728,775 common units and 14,873 general partner units to Valero having an aggregate value of $36.0 million . We funded the cash distribution with $65.0 million of our cash on hand and $139.0 million of borrowings under our revolving credit facility. See Note 5 for further discussion of the borrowings under our revolving credit facility. Meraux and Three Rivers Terminal Services Business Effective September 1, 2016 , we acquired from Valero two subsidiaries that own and operate crude oil, intermediates, and refined petroleum products terminals supporting Valero’s Meraux and Three Rivers Refineries 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 to Valero having an aggregate value of $49.0 million . We funded the cash distribution with $66.0 million of our cash on hand and $210.0 million of borrowings under our revolving credit facility. See Note 5 for further discussion of the borrowings under our revolving credit facility. Acquisition in 2017 Red River Pipeline Effective January 18, 2017 , we acquired a 40 percent undivided interest in the newly constructed Hewitt segment of Plains All American Pipeline L.P.’s (Plains) Red River pipeline (the Hewitt segment) for total cash consideration of $71.6 million . The Hewitt segment consists of a 138-mile, 16-inch crude oil pipeline with 150,000 barrels per day of throughput capacity that originates at Plains Marketing L.P.’s Cushing, Oklahoma terminal and ends at Hewitt Station in Hewitt, Oklahoma. The acquisition also includes a 40 percent undivided interest in two 150,000 shell barrel capacity tanks located at Hewitt Station that is dedicated to us. We retain a right to participate in any future expansions of the pipeline. The pipeline, which is operated by Plains, began supplying crude oil to Valero’s refinery in Ardmore, Oklahoma in January 2017. We funded this acquisition with available cash on hand. Concurrent with this acquisition, we entered into a 10 -year throughput agreement with Valero that provides Valero an option to renew for one additional five -year term, unless terminated by Valero upon at least 180 days’ prior written notice before the end of the initial term, and contains minimum throughput requirements and inflation escalators. |
Related-Party Agreements and Tr
Related-Party Agreements and Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY AGREEMENTS AND TRANSACTIONS | 3. RELATED-PARTY AGREEMENTS AND TRANSACTIONS Predecessor Transactions Our Predecessor was part of the consolidated operations of Valero and all of our operating 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 effective dates of each acquisition from Valero, 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 Commercial Agreements We have 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. In connection with the IPO and the acquisitions from Valero, we entered into schedules under these commercial agreements. Each schedule generally has an initial term of ten years, provides Valero an option to renew for one additional five -year term, and contains minimum throughput requirements and inflation escalators. Amended and Restated Omnibus Agreement We have an amended and restated omnibus agreement with Valero, certain of its subsidiaries, and our general partner that addresses our payment of an annual administrative fee and our obligation to reimburse Valero for certain direct or allocated costs and expenses incurred by Valero on our behalf. This agreement also addresses, but is not limited to, indemnification rights of Valero and us for certain environmental and other liabilities related to our assets. As of December 31, 2016, the annual administrative fee, which has increased in connection with each acquisition from Valero, was $12.5 million . 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 Under the terms of an amended and restated services and secondment agreement, including its amended and restated exhibits, employees of Valero are seconded to our general partner to provide operational and maintenance services for certain of our pipelines and terminals, and we reimburse our general partner for these costs. During their period of secondment, the seconded employees are under the management and supervision of our general partner. This agreement has an initial term of ten years from the Service Date (as described in the agreement) with respect to each acquisition 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 or after 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. Lease Agreements We have lease agreements with Valero with respect to the land on which certain terminals are located. Generally, each lease agreement has an initial term of ten years with four automatic successive renewal periods of five years each. Either party may terminate each lease agreement after the initial term by providing written notice. We also have a ground lease agreement with an initial term of twenty years and no renewal periods. Initial base rent under these lease agreements is subject to annual inflation escalators and we are required to pay Valero a customary expense reimbursement for taxes, utilities, and similar costs incurred by Valero related to the leased premises. See Note 7 for further discussion about our lease commitments with Valero. Subordinated Credit Agreements We have subordinated credit agreements with Valero as further described in Note 5 . Summary of Transactions Receivables from related party consist of the following (in thousands): December 31, 2016 2015 Trade receivables – related party $ 36,889 $ 26,103 Due to related party (7,348 ) (8,015 ) Receivables from related party $ 29,541 $ 18,088 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 certain schedules of our commercial agreements. 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 2 and 5 , 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, 2016 2015 2014 Net transfers from Valero $ 15,030 $ 70,334 $ 187,026 Less: Noncash transfers from (to) Valero 144 (6,950 ) 5,799 Net transfers from Valero $ 14,886 $ 77,284 $ 181,227 See Note 14 for additional information related to our noncash transfers from (to) Valero. Concentration Risk All of our operating revenues were derived from transactions with Valero and all of the “receivables from related party” were due from Valero. Therefore, we are subject to the business risks associated with Valero’s business. Operating Leases – Lessor Certain 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. These lease revenues are recorded within “operating revenues – related party” in our statements of income. The components of our lease revenues are as follows (in thousands): Year Ended December 31, 2016 2015 2014 Minimum rental revenues $ 232,211 $ 128,468 $ 16,806 Contingent rental revenues 41,519 22,949 5,520 Total lease revenues $ 273,730 $ 151,417 $ 22,326 As of December 31, 2016 , future minimum rentals to be received related to these noncancelable commercial agreements were as follows (in thousands): 2017 $ 270,603 2018 270,603 2019 270,603 2020 271,344 2021 270,603 Thereafter 2,299,322 Total minimum rental payments $ 3,653,078 |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 4. PROPERTY AND EQUIPMENT Our property and equipment includes non-leased assets and assets under operating leases for which we are the lessor under U.S. GAAP. Certain assets acquired from Valero that were initially classified as non-leased assets are reclassified to assets under operating leases subsequent to the effective dates of each acquisition, in connection with entering into schedules under our commercial agreements with Valero that are considered operating leases (see Note 3 ). Major classes of property and equipment consisted of the following (in thousands): December 31, 2016 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — 4,672 Pipelines and related assets 224,656 47,366 272,022 Terminals and related assets 112,614 793,765 906,379 Other 9,538 — 9,538 Construction in progress 23,677 — 23,677 Property and equipment, at cost 375,157 841,131 1,216,288 Accumulated depreciation (115,538 ) (235,670 ) (351,208 ) Property and equipment, net $ 259,619 $ 605,461 $ 865,080 December 31, 2015 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — 4,672 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 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 During 2016, the capital lease agreements, under which our pipeline assets were held, expired and were replaced with operating lease agreements. As of December 31, 2015 , cost and accumulated amortization of our pipeline assets held under capital lease agreements was $14.9 million and $14.1 million , respectively. |
Debt, Capital Lease Obligations
Debt, Capital Lease Obligations, and Notes Payable to Related Party | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
DEBT, CAPITAL LEASE OBLIGATIONS, AND NOTES PAYABLE TO RELATED PARTY | 5. DEBT, CAPITAL LEASE OBLIGATIONS, AND NOTES PAYABLE TO RELATED PARTY Debt and Capital Lease Obligations Debt, at stated values, and capital lease obligations consisted of the following (in thousands): Final Maturity December 31, 2016 2015 Revolving credit facility 2020 $ 30,000 $ 175,000 Senior Notes, 4.375% 2026 500,000 — Net unamortized discount and debt issuance costs (4,645 ) — Total debt 525,355 175,000 Capital lease obligations, including unamortized fair value adjustment — 1,159 Total debt and capital lease obligations 525,355 176,159 Less: Current portion — (913 ) Debt and capital lease obligations, less current portion $ 525,355 $ 175,246 Revolving Credit Facility We have a $750.0 million senior unsecured revolving credit facility agreement (the Revolver) that matures in November 2020 . We have the option to increase the aggregate commitments under the Revolver to $1.0 billion , subject to certain restrictions. The Revolver also provides for the issuance of letters of credit of up to $100.0 million . 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. As of December 31, 2016 , the variable rate was 2.3125 percent. Accrued interest is payable in arrears on each Interest Payment Date (as defined in the Revolver) and on the maturity date. 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. As a result of the Partnership obtaining an investment grade rating with respect to the issuance of its senior notes (described below) in December 2016, our directly owned subsidiary, Valero Partners Operating Co. LLC, was released of its guarantee under the Revolver. During the year ended December 31, 2016 , we borrowed $139.0 million and $210.0 million under the Revolver in connection with the acquisitions of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business, respectively, as described in Note 2 , and repaid $494.0 million under the Revolver from proceeds received on the issuance of the senior notes described below. During the year ended December 31, 2015 , we borrowed $200.0 million under the Revolver in connection with the acquisition of the Houston and St. Charles Terminal Services Business as described in Note 2 , and we repaid $25.0 million under the Revolver. During the year ended December 31, 2014 , we made no borrowings or repayments under the Revolver. As of December 31, 2016 and 2015 , we had $30.0 million and $175.0 million of borrowings outstanding, respectively, and no letters of credit outstanding under the Revolver. During the year ended December 31, 2016 , we incurred no debt issuance costs in connection with the Revolver. During the year ended December 31, 2015 , we incurred $2.3 million of debt issuance costs in connection with the Revolver. Senior Notes During the year ended December 31, 2016, we issued in a public offering $500.0 million aggregate principal amount of our 4.375 percent Senior Notes due December 15, 2026 (Senior Notes). Gross proceeds from this debt issuance totaled $499.8 million before deducting the underwriting discount and other debt issuance costs totaling $4.5 million . Interest is payable semi-annually on June 15 and December 15, commencing on June 15, 2017. The Senior Notes are unsecured and contain various customary restrictive covenants that, among other things, limit our ability and the ability of our subsidiaries to create or permit to exist liens, or to enter into any sale and leaseback transactions, with respect to principal properties, and limit our ability to merge or consolidate with any other entity or transfer or dispose of all or substantially all of our assets. These covenants will be subject to a number of important qualifications and limitations. The Senior Notes are not currently guaranteed by any of our subsidiaries. If in the future any of our subsidiaries becomes a borrower or guarantor under, or grants any lien to secure any obligations pursuant to, the Revolver, then we will cause such subsidiary to guarantee the Senior Notes. Notes Payable to Related Party 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 2 . 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 a result of obtaining an investment grade rating with respect to the issuance of our Senior Notes in December 2016, our directly owned subsidiary, Valero Partners Operating Co. LLC, was released of its guarantee under the Loan Agreements. As of December 31, 2016 , the interest rate on each of the loans was 2.27 percent. The payment of amounts owed under the Loan Agreements are subordinated to our obligations under our Revolver with third-party lenders and our Senior Notes. 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). During the year ended December 31, 2016 , we made no repayments under the loans. During the year ended December 31, 2015 , we paid down $185.0 million under one of the loans maturing on October 1, 2020 . As of December 31, 2016 and 2015 , we had $370.0 million outstanding under the loans. Other Disclosures Interest and debt expense, net of capitalized interest is comprised as follows (in thousands): Year Ended December 31, 2016 2015 2014 Interest and debt expense incurred $ 14,997 $ 6,144 $ 872 Less: Capitalized interest 82 31 — Interest and debt expense, net of capitalized interest $ 14,915 $ 6,113 $ 872 Principal maturities of our debt obligations and notes payable to related party as of December 31, 2016 were $400.0 million in 2020 and $500.0 million in 2026. Accrued interest on our debt obligations and notes payable to related party totaled $1.3 million and $0.7 million as of December 31, 2016 and 2015 , respectively. |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | 6. ASSET RETIREMENT OBLIGATIONS We have asset retirement obligations with respect to certain of our leased pipelines and terminals that require us to perform under law or contract once the asset is retired from service, and we have recognized obligations to restore these 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 other property assets and continue to make improvements as warranted. As a result, we believe that these other property 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 other property assets as of December 31, 2016 and 2015 . 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, 2016 2015 2014 Balance as of beginning of year $ 1,021 $ 975 $ 931 Accretion expense 48 46 44 Balance as of end of year $ 1,069 $ 1,021 $ 975 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, 2016 and 2015 . Accretion expense is reflected in depreciation expense. There are no assets that are legally restricted for purposes of settling our asset retirement obligations. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 7. COMMITMENTS AND CONTINGENCIES Operating Leases – Lessee We have long-term operating lease commitments for pipelines and 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 our leases will be renewed or replaced by other leases in the normal course of business. As of December 31, 2016 , our future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): Agreements With Related Party Others Total 2017 $ 9,743 $ 1,112 $ 10,855 2018 9,744 1,068 10,812 2019 9,744 1,052 10,796 2020 9,745 1,052 10,797 2021 9,745 1,047 10,792 Thereafter 220,674 25,362 246,036 Total minimum rental payments $ 269,395 $ 30,693 $ 300,088 Minimum rental expenses for all operating leases are shown in the following table (in thousands). Contingent rental expense for all operating leases was immaterial. Year Ended December 31, 2016 2015 2014 Minimum rental expenses – related party $ 8,946 $ 5,803 $ 37 Minimum rental expenses 815 1,327 1,404 Total minimum rental expenses $ 9,761 $ 7,130 $ 1,441 Purchase Obligations We have purchase obligations under our amended and restated omnibus agreement and our amended and restated services and secondment agreement with Valero. See Note 3 for additional information regarding our agreements with Valero. Our purchase obligations are determined based on contractual, fixed-rate fees for periods that are reasonably assured based on current market conditions. None of these obligations are associated with suppliers’ financing arrangements. These purchase obligations are not reflected as liabilities. 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, 2016 | |
Partners' Capital [Abstract] | |
CASH DISTRIBUTIONS | 8. CASH DISTRIBUTIONS Our partnership agreement prescribes the amount and priority of cash distributions that the limited partners and general partner will receive. Our distributions are declared subsequent to quarter end. The following table 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, 2016 $ 0.4065 $ 34,895 January 20, 2017 February 2, 2017 February 10, 2017 September 30, 2016 0.3850 32,175 October 24, 2016 November 3, 2016 November 10, 2016 June 30, 2016 0.3650 28,912 July 21, 2016 August 1, 2016 August 9, 2016 March 31, 2016 0.3400 25,608 April 21, 2016 May 2, 2016 May 10, 2016 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 (a) 0.0370 2,174 January 20, 2014 January 31, 2014 February 12, 2014 (a) This quarterly distribution reflects the pro rata portion of the minimum quarterly distribution rate of $0.2125 for the partial quarter beginning December 16, 2013 and ending December 31, 2013. The following table reflects the allocation of total cash distributions to the general and limited partners and distribution equivalent right (DER) payments (see Notes 9 and 11 for a description of DERs) applicable to the period in which the distributions and DERs were earned (in thousands): Year Ended December 31, 2016 2015 2014 General partner’s distributions: General partner’s distributions $ 2,294 $ 1,572 $ 1,110 General partner’s incentive distribution rights (IDRs) 19,354 3,431 194 Total general partner’s distributions 21,648 5,003 1,304 Limited partners’ distributions: Common – public 32,362 22,016 16,232 Common – Valero 47,263 17,090 10,859 Subordinated – Valero 20,297 34,476 27,091 Total limited partners’ distributions 99,922 73,582 54,182 DERs 20 12 6 Total cash distributions, including DERs $ 121,590 $ 78,597 $ 55,492 |
Net Income Per Limited Partner
Net Income Per Limited Partner Unit | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share [Abstract] | |
NET INCOME PER LIMITED PARTNER UNIT | 9. 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 11 ) that receive DERs, as further discussed in Note 11 . However, the terms of our partnership agreement limit the general partner’s incentive distribution to the amount of available cash, which, as defined in our partnership agreement, is net of reserves deemed appropriate. As such, IDRs are not allocated undistributed earnings or distributions in excess of earnings in the calculation of net income per limited partner unit. Net losses of our Predecessor are allocated to the general partner. Subsequent to the effective dates of the acquisitions from Valero, we calculate net income available to limited partners based on the methodology described above. 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 years ended December 31, 2016 and 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 the years ended December 31, 2016 and 2015 . Effective August 10, 2016 , all of our subordinated units, which were owned by Valero, were converted on a one-for-one basis into common units. The subordinated units were only allocated earnings generated by us through the conversion date. See Note 10 for further discussion of the conversion of subordinated units. Net income per unit was computed as follows (in thousands, except per unit amounts): Year Ended December 31, 2016 Limited Partners General Common Subordinated Restricted Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 2,294 $ 79,625 $ 20,297 $ — $ 102,216 General partner’s IDRs 19,354 — — — 19,354 DERs — — — 20 20 Distributions and DERs declared 21,648 79,625 20,297 20 121,590 Undistributed earnings 1,905 59,452 21,289 17 82,663 Net income available to $ 23,553 $ 139,077 $ 41,586 $ 37 $ 204,253 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 48,817 17,463 Net income per limited partner unit – basic and diluted $ 2.85 $ 2.38 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 limited partners – basic and diluted $ 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 |
Partners' Capital
Partners' Capital | 12 Months Ended |
Dec. 31, 2016 | |
Partners' Capital Notes [Abstract] | |
PARTNERS' CAPITAL | 10. PARTNERS’ CAPITAL Unit Activity Activity in the number of units was as follows: Common General Partner Public Valero Subordinated Total 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 acquisitions (see Note 2) — 3,478,613 — 70,992 3,549,605 Units issued in public offering 4,250,000 — — — 4,250,000 General partner units issued to maintain 2% interest — — — 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 Unit-based compensation (see Note 11) 5,958 — — — 5,958 Units issued in connection with acquisitions (see Note 2) — 1,878,680 — 38,340 1,917,020 Conversion of subordinated units — 28,789,989 (28,789,989 ) — — Units issued under ATM program 223,083 — — — 223,083 General partner units issued to maintain 2% interest — — — 4,552 4,552 Balance as of December 31, 2016 21,738,692 45,687,271 — 1,375,721 68,801,684 ATM Program On September 16, 2016 , we entered into an equity distribution agreement pursuant to which we may offer and sell from time to time our common units having an aggregate offering price of up to $350.0 million based on amounts, at prices, and on terms to be determined by market conditions and other factors at the time of our offerings (such continuous offering program, or at-the-market program, referred to as our “ATM Program”). During 2016, we issued 223,083 common units under our ATM Program and received proceeds of $9.6 million (net of $107,000 of expenses with respect to the sales of these units). Concurrent with the issuance of common units under our ATM Program during the year ended December 31, 2016 , our general partner contributed $198,000 in exchange for 4,552 general partner units to maintain its 2.0 percent general partner interest in the Partnership. In January 2017, we issued 38,623 units that were sold in late December 2016. As a result, we had a receivable for $1.7 million (net of $17,000 of expenses with respect to the sales of these units) as of December 31, 2016 for which the cash was received by January 5, 2017. The 2015 Offering On November 24, 2015 , we completed a public offering (the 2015 offering) of 4,250,000 of our 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 . 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. Subordinated Unit Conversion The requirements under our partnership agreement for the conversion of all of our outstanding subordinated units into common units were satisfied upon the payment of our quarterly cash distribution on August 9, 2016 . Therefore, effective August 10, 2016 , all of our subordinated units, which were owned by Valero, were converted on a one-for-one basis into common units. The conversion of the subordinated units does not impact the amount of cash distributions paid or the total number of outstanding units. Transfers to (from) Partners Subsequent to the expiration of the subordination period on August 10, 2016, all of our common units have equal rights, including rights to distributions and to our net assets in the event of liquidation. As a result, a reallocation of the carrying values of our public common unitholders’ interest in us and Valero’s common unitholder interest in us is required when a change in ownership occurs in order for the portion of those carrying values associated with activity subsequent to the subordination period to be equal to the respective unitholders’ ownership interests (in units) in us. The transactions that resulted in transfers to (from) partners include the issuance of equity to Valero in connection with our acquisition of the Meraux and Three Rivers Terminal Services Business on September 1, 2016 and the issuance of equity under our ATM Program during 2016. |
Unit-based Compensation
Unit-based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
UNIT-BASED COMPENSATION | 11. UNIT-BASED COMPENSATION Our general partner maintains the Valero Energy Partners LP 2013 Incentive Compensation Plan (2013 ICP) under which various unit and unit-based awards may be granted to employees and non-employee directors. Awards under the 2013 ICP may include, but are not limited to, options to purchase common units, performance awards that vest upon the achievement of an objective performance goal, unit appreciation rights, and restricted units that vest over a period determined by the plan. The 2013 ICP was approved by the board of directors and the sole member of our general partner on November 26, 2013 . As of December 31, 2016 , 2,984,391 common units were available to be awarded under the 2013 ICP. Restricted Units Restricted units have been granted to each of our three independent directors ( i.e ., participants) in tandem with an equal member of DERs. The restricted units vest in accordance with individual written agreements between the participants and us, usually in equal one-third increments on each anniversary of the restricted units’ grant date. 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. 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, 2016 9,651 $ 37.32 Granted 5,958 45.34 Vested (1,482 ) 40.54 Nonvested units as of December 31, 2016 14,127 40.36 Compensation expense associated with these restricted units was $196,000 , $173,000 , and $68,000 for the years ended December 31, 2016 , 2015 , and 2014 , respectively. As of December 31, 2016 , there was $261,000 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 . The following table reflects activity related to our restricted units (in thousands, except per share data): Year Ended December 31, 2016 2015 2014 Weighted-average grant-date fair value per share of restricted units granted $ 45.34 $ 40.54 $ 34.58 Fair value of restricted units vested 73 — — On January 5, 2017, a grant of 1,999 restricted units was made to each of our three independent directors for a total of 5,997 restricted units, in tandem with an equal number of DERs. The weighted-average grant-date fair value was $45.04 per unit. These restricted units are scheduled to 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, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 12. INCOME TAXES Components of income tax expense were as follows (in thousands): Year Ended December 31, 2016 2015 2014 Current U.S. state $ 704 $ 479 $ 505 Deferred U.S. state 408 (228 ) 43 Income tax expense $ 1,112 $ 251 $ 548 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 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, 2016 and 2015 , 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, 2016 , 2015 , and 2014 . |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | 13. EMPLOYEE BENEFIT PLANS Employees of Valero who directly or indirectly support our operations participate in the pension, postretirement, health and life insurance, and defined contribution benefit plans sponsored by Valero. Valero charges us for these costs associated with its employees who provide direct services to us for the operation of our pipeline and terminal systems under our 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, 2016 2015 2014 Pension and postretirement costs $ 19 $ 54 $ 126 Defined contribution plan costs 15 45 111 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | 14. SUPPLEMENTAL CASH FLOW INFORMATION In order to determine net cash provided by operating activities, net income is adjusted by, among other things, changes in current assets and current liabilities as follows (in thousands): Year Ended December 31, 2016 2015 2014 Decrease (increase) in current assets: Receivables from related party $ (11,453 ) $ (9,589 ) $ 2,945 Prepaid expenses and other (365 ) 95 (451 ) Increase (decrease) in current liabilities: Accounts payable 586 (631 ) (4,778 ) Accrued liabilities 1,088 139 842 Accrued liabilities – related party (389 ) 497 54 Taxes other than income taxes 1,181 511 31 Deferred revenue from related party 3,396 5 39 Changes in current assets and current liabilities $ (5,956 ) $ (8,973 ) $ (1,318 ) Noncash investing and financing activities that affected recognized assets or liabilities for the years ended December 31, 2016 , 2015 , and 2014 were as follows (in thousands): Year Ended December 31, 2016 2015 2014 Transfer (from) to Valero for: Deferred income taxes $ (190 ) $ (282 ) $ (154 ) Change in accrued capital expenditures 46 7,232 (5,645 ) Capital expenditures included in accounts payable (904 ) (5,496 ) (786 ) Noncash capital contributions from Valero Energy Corporation for projects related to acquisitions 35,732 27,748 — Units issued to Valero Energy Corporation in connection with acquisitions (see Note 2) 85,000 170,000 — Offering costs included in accounts payable — (102 ) — Units issued under ATM program included in receivables 1,682 — — In addition to the activities in the above table, noncash financing activities for the year ended December 31, 2016 included: • the conversion of all of our outstanding subordinated units into common units having an aggregate value of $406.4 million described in Note 10 ; and • the transfers to (from) partners reflect the impact of ownership changes occurring as a result of the issuance of common units (i) to Valero for the acquisition of the Meraux and Three Rivers Terminal Services Business and (ii) under our ATM Program, described in Note 10 . The following table presents our investing and financing cash outflows in connection with the acquisitions from Valero described in Note 2 (in thousands). For each acquisition, we attributed cash consideration paid to the historical carrying value of the acquisition as an investing cash outflow and the excess purchase price paid over the carrying value of the acquisition as a financing cash outflow. Investing Cash Outflow Financing Cash Outflow Total Cash Outflow Year ended December 31, 2016: McKee Terminal Services Business $ 51,361 $ 152,639 $ 204,000 Meraux and Three Rivers Terminal Services Business 52,246 223,754 276,000 $ 103,607 $ 376,393 $ 480,000 Year ended December 31, 2015: Houston and St. Charles Terminal Services Business $ 296,109 $ 275,111 $ 571,220 Corpus Christi Terminal Services Business 94,035 300,965 395,000 $ 390,144 $ 576,076 $ 966,220 Year ended December 31, 2014: Texas Crude Systems Business $ 80,116 $ 73,884 $ 154,000 Cash flows related to interest and income taxes paid were as follows (in thousands): Year Ended December 31, 2016 2015 2014 Interest paid $ 13,873 $ 5,367 $ 899 Income taxes paid 505 441 74 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 15. FAIR VALUE OF FINANCIAL INSTRUMENTS Financial instruments that we recognize in our balance sheets at their carrying amounts are shown in the table below along with their associated fair values (in thousands): December 31, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Financial assets: Cash and cash equivalents $ 71,491 $ 71,491 $ 80,783 $ 80,783 Financial liabilities: Debt (excluding capital leases) 525,355 536,670 175,000 175,000 Notes payable to related party 370,000 370,000 370,000 370,000 The methods and significant assumptions used to estimate the fair value of these financial instruments are as follows: • 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 value of our variable rate 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 of our fixed-rate Senior Notes is determined primarily using the market approach based on quoted prices provided by vendor pricing services. 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, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (UNAUDITED) | 16. QUARTERLY FINANCIAL DATA (UNAUDITED) The following tables summarize quarterly financial data for the years ended December 31, 2016 and 2015 (in thousands, except per unit amounts) as retrospectively adjusted for the acquisitions from Valero as described in Notes 1 and 2 . 2016 Quarter Ended March 31 June 30 September 30 December 31 Operating revenues – related party $ 78,767 $ 87,664 $ 92,040 $ 104,148 Operating income 38,604 48,042 52,538 65,390 Net income 35,780 44,545 48,707 59,799 Net income attributable to partners 43,298 49,447 51,709 59,799 Limited partners’ interest in net income 39,794 44,234 45,075 51,597 Net income per limited partner unit – basic and diluted: Common units 0.61 0.67 0.77 0.77 Subordinated units 0.61 0.67 0.29 — 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 The following table presents our previously reported quarterly financial data retrospectively adjusted for the acquisitions of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business (in thousands): Valero Energy Partners LP (Previously Reported) McKee Terminal Services Business Meraux and Three Rivers Terminal Services Valero Energy Partners LP (Currently Quarter ended March 31, 2016: Operating income (loss) $ 46,122 $ (3,081 ) $ (4,437 ) $ 38,604 Net income (loss) 43,298 (3,081 ) (4,437 ) 35,780 Quarter ended June 30, 2016: Operating income (loss) 52,944 — (4,902 ) 48,042 Net income (loss) 49,447 — (4,902 ) 44,545 |
Description of Business, Basi24
Description of Business, Basis of Presentation, and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP) and with the rules and regulations of the Securities and Exchange Commission (SEC). These financial statements have been retrospectively adjusted to include the historical financial position and results of operations of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business for all periods as previously presented in our 2015 Form 10-K filed with the SEC on February 26, 2016, and as modified by our Current Reports on Form 8-K filed with the SEC on August 4, 2016 and November 8, 2016, respectively. The acquisitions from Valero were accounted for as transfers of businesses between entities under the common control of Valero. Accordingly, we recorded these acquisitions on our balance sheet at Valero’s carrying value as of the beginning of the period of transfer, and we retrospectively adjusted prior period financial statements and financial information to furnish comparative information. We refer to the historical results of the transferred assets prior to their transfer to us 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 acquisitions had been combined for periods prior to 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 acquisitions from Valero, 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 effective dates of each acquisition 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, our subsidiaries, and our Predecessor. All intercompany accounts and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. 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 3 . 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 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 Our operating revenues are generated from the transportation of crude oil and refined petroleum products through our pipelines and terminals at contractual tariff rates. Operating revenues are recognized upon completion of the transportation service. As further described in Note 3 , our commercial agreements (defined in Note 3 ) 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 operating revenues for the deficiency payments when credits are used for volumes transported in excess of minimum volume commitments or when we determine that it is not probable that Valero will transport volumes in excess of the minimum volume commitments prior to the expiration of the credits. However, any remaining unused credits are recognized as operating revenues no later than the expiration of the applicable four-quarter period. The use or recognition 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. |
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 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 9 . |
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. All of our operations are conducted and all of our assets are located in the U.S. |
Financial Instruments | Financial Instruments Our financial instruments include cash and cash equivalents, receivables, payables, debt, and capital lease obligations. The estimated fair values of these financial instruments approximate their carrying amounts, except for certain debt as discussed in Note 15 . |
Accounting Pronouncements Not Yet Adopted | Accounting Pronouncements Not Yet Adopted In May 2014, the Financial Accounting Standards Board (FASB) issued a new accounting standard under Accounting Standards Update (ASU) No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” to clarify the principles for recognizing revenue. The standard is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual periods. We recently completed our evaluation of the provisions of this standard and concluded that our adoption of the standard will not materially change the amount or timing of revenues recognized by us, nor will it materially affect our financial position. As described in our revenue recognition policy, our revenues are generated from the transportation of crude oil and refined petroleum products through our pipelines and terminals. These revenues are based on the volume (barrels) of crude oil and refined petroleum products transported at contracted rates per barrel, and we recognize these revenues upon completion of the transportation service, which is the point when our performance obligation is fulfilled. As also described in our revenue recognition policy, certain of our commercial agreements are considered operating leases under U.S. GAAP. The scope of the new standard does not extend to revenues generated by lease arrangements; therefore, lease revenues generated by us will continue to be accounted for under existing accounting standards and be reflected in a separate revenue line item on our statement of income. We will adopt the new standard effective January 1, 2018, and we expect to use the modified retrospective method of adoption as permitted by the standard. Under that method, the cumulative effect of initially applying the standard is recognized as an adjustment to the opening balance of partners’ capital, and revenues reported in the periods prior to the date of adoption are not changed. We do not, however, expect to make such an adjustment to partners’ capital. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments–Overall (Subtopic 825-10),” to enhance the reporting model for financial instruments regarding certain aspects of recognition, measurement, presentation, and disclosure. The provisions of this ASU are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. This ASU is to be applied using a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The adoption of this ASU effective January 1, 2017 will not affect our financial position or results of operations, but will result in revised disclosures. In February 2016, the FASB issued a new accounting standard under ASU No. 2016-02, “Leases (Topic 842),” 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. The new standard is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual periods, with early adoption permitted. We anticipate adopting the new standard on January 1, 2019. We recently completed our evaluation of the provisions of this standard, and a multi-disciplined implementation team has gained an understanding of the standard’s accounting and disclosure provisions. This team is developing enhanced contracting and lease evaluation processes and information systems to support such processes, as well as new and enhanced accounting systems to account for our leases and support the required disclosures. We continue to evaluate the effect that adopting this standard will have on our financial statements and related disclosures. In January 2017, the FASB issued ASU No. 2017-01, “Business Combinations (Topic 805),” to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The provisions of this ASU provide a more robust framework to use in determining when a set of assets and activities is a business by clarifying the requirements related to inputs, processes, and outputs. These provisions are to be applied prospectively and are effective for annual reporting periods beginning after December 15, 2017, and interim reporting periods within those annual periods. Due to its application to future acquisitions and disposals, the adoption of this ASU effective January 1, 2018 will not have any immediate effect on our financial position or results of operations. |
Related-Party Agreements and 25
Related-Party Agreements and Transactions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Summary of related-party transactions | Receivables from related party consist of the following (in thousands): December 31, 2016 2015 Trade receivables – related party $ 36,889 $ 26,103 Due to related party (7,348 ) (8,015 ) Receivables from related party $ 29,541 $ 18,088 |
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, 2016 2015 2014 Net transfers from Valero $ 15,030 $ 70,334 $ 187,026 Less: Noncash transfers from (to) Valero 144 (6,950 ) 5,799 Net transfers from Valero $ 14,886 $ 77,284 $ 181,227 |
Lessor disclosure of operating leases | As of December 31, 2016 , future minimum rentals to be received related to these noncancelable commercial agreements were as follows (in thousands): 2017 $ 270,603 2018 270,603 2019 270,603 2020 271,344 2021 270,603 Thereafter 2,299,322 Total minimum rental payments $ 3,653,078 The components of our lease revenues are as follows (in thousands): Year Ended December 31, 2016 2015 2014 Minimum rental revenues $ 232,211 $ 128,468 $ 16,806 Contingent rental revenues 41,519 22,949 5,520 Total lease revenues $ 273,730 $ 151,417 $ 22,326 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — 4,672 Pipelines and related assets 224,656 47,366 272,022 Terminals and related assets 112,614 793,765 906,379 Other 9,538 — 9,538 Construction in progress 23,677 — 23,677 Property and equipment, at cost 375,157 841,131 1,216,288 Accumulated depreciation (115,538 ) (235,670 ) (351,208 ) Property and equipment, net $ 259,619 $ 605,461 $ 865,080 December 31, 2015 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — 4,672 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 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 |
Debt, Capital Lease Obligatio27
Debt, Capital Lease Obligations and Notes Payable to Related Party (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt and capital lease obligations | Debt, at stated values, and capital lease obligations consisted of the following (in thousands): Final Maturity December 31, 2016 2015 Revolving credit facility 2020 $ 30,000 $ 175,000 Senior Notes, 4.375% 2026 500,000 — Net unamortized discount and debt issuance costs (4,645 ) — Total debt 525,355 175,000 Capital lease obligations, including unamortized fair value adjustment — 1,159 Total debt and capital lease obligations 525,355 176,159 Less: Current portion — (913 ) Debt and capital lease obligations, less current portion $ 525,355 $ 175,246 |
Interest and debt expense, net of capitalized interest | Interest and debt expense, net of capitalized interest is comprised as follows (in thousands): Year Ended December 31, 2016 2015 2014 Interest and debt expense incurred $ 14,997 $ 6,144 $ 872 Less: Capitalized interest 82 31 — Interest and debt expense, net of capitalized interest $ 14,915 $ 6,113 $ 872 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Changes in asset retirement obligations | Changes in our asset retirement obligations were as follows (in thousands): December 31, 2016 2015 2014 Balance as of beginning of year $ 1,021 $ 975 $ 931 Accretion expense 48 46 44 Balance as of end of year $ 1,069 $ 1,021 $ 975 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 , our future minimum rentals for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): Agreements With Related Party Others Total 2017 $ 9,743 $ 1,112 $ 10,855 2018 9,744 1,068 10,812 2019 9,744 1,052 10,796 2020 9,745 1,052 10,797 2021 9,745 1,047 10,792 Thereafter 220,674 25,362 246,036 Total minimum rental payments $ 269,395 $ 30,693 $ 300,088 |
Minimum rental expense for all operating leases | Minimum rental expenses for all operating leases are shown in the following table (in thousands). Contingent rental expense for all operating leases was immaterial. Year Ended December 31, 2016 2015 2014 Minimum rental expenses – related party $ 8,946 $ 5,803 $ 37 Minimum rental expenses 815 1,327 1,404 Total minimum rental expenses $ 9,761 $ 7,130 $ 1,441 |
Cash Distributions (Tables)
Cash Distributions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Partners' Capital [Abstract] | |
Distributions made to unitholders | The following table 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, 2016 $ 0.4065 $ 34,895 January 20, 2017 February 2, 2017 February 10, 2017 September 30, 2016 0.3850 32,175 October 24, 2016 November 3, 2016 November 10, 2016 June 30, 2016 0.3650 28,912 July 21, 2016 August 1, 2016 August 9, 2016 March 31, 2016 0.3400 25,608 April 21, 2016 May 2, 2016 May 10, 2016 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 (a) 0.0370 2,174 January 20, 2014 January 31, 2014 February 12, 2014 (a) This quarterly distribution reflects the pro rata portion of the minimum quarterly distribution rate of $0.2125 for the partial quarter beginning December 16, 2013 and ending December 31, 2013. The following table reflects the allocation of total cash distributions to the general and limited partners and distribution equivalent right (DER) payments (see Notes 9 and 11 for a description of DERs) applicable to the period in which the distributions and DERs were earned (in thousands): Year Ended December 31, 2016 2015 2014 General partner’s distributions: General partner’s distributions $ 2,294 $ 1,572 $ 1,110 General partner’s incentive distribution rights (IDRs) 19,354 3,431 194 Total general partner’s distributions 21,648 5,003 1,304 Limited partners’ distributions: Common – public 32,362 22,016 16,232 Common – Valero 47,263 17,090 10,859 Subordinated – Valero 20,297 34,476 27,091 Total limited partners’ distributions 99,922 73,582 54,182 DERs 20 12 6 Total cash distributions, including DERs $ 121,590 $ 78,597 $ 55,492 |
Net Income Per Limited Partne31
Net Income Per Limited Partner Unit (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 Limited Partners General Common Subordinated Restricted Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 2,294 $ 79,625 $ 20,297 $ — $ 102,216 General partner’s IDRs 19,354 — — — 19,354 DERs — — — 20 20 Distributions and DERs declared 21,648 79,625 20,297 20 121,590 Undistributed earnings 1,905 59,452 21,289 17 82,663 Net income available to $ 23,553 $ 139,077 $ 41,586 $ 37 $ 204,253 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 48,817 17,463 Net income per limited partner unit – basic and diluted $ 2.85 $ 2.38 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 limited partners – basic and diluted $ 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 |
Partners' Capital (Tables)
Partners' Capital (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Partners' Capital Notes [Abstract] | |
Activity in the number of units | Unit Activity Activity in the number of units was as follows: Common General Partner Public Valero Subordinated Total 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 acquisitions (see Note 2) — 3,478,613 — 70,992 3,549,605 Units issued in public offering 4,250,000 — — — 4,250,000 General partner units issued to maintain 2% interest — — — 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 Unit-based compensation (see Note 11) 5,958 — — — 5,958 Units issued in connection with acquisitions (see Note 2) — 1,878,680 — 38,340 1,917,020 Conversion of subordinated units — 28,789,989 (28,789,989 ) — — Units issued under ATM program 223,083 — — — 223,083 General partner units issued to maintain 2% interest — — — 4,552 4,552 Balance as of December 31, 2016 21,738,692 45,687,271 — 1,375,721 68,801,684 |
Unit-based Compensation (Tables
Unit-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of restricted units | The following table reflects activity related to our restricted units (in thousands, except per share data): Year Ended December 31, 2016 2015 2014 Weighted-average grant-date fair value per share of restricted units granted $ 45.34 $ 40.54 $ 34.58 Fair value of restricted units vested 73 — — 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, 2016 9,651 $ 37.32 Granted 5,958 45.34 Vested (1,482 ) 40.54 Nonvested units as of December 31, 2016 14,127 40.36 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense | Components of income tax expense were as follows (in thousands): Year Ended December 31, 2016 2015 2014 Current U.S. state $ 704 $ 479 $ 505 Deferred U.S. state 408 (228 ) 43 Income tax expense $ 1,112 $ 251 $ 548 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
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, 2016 2015 2014 Pension and postretirement costs $ 19 $ 54 $ 126 Defined contribution plan costs 15 45 111 |
Supplemental Cash Flow Inform36
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental cash flow disclosures | The following table presents our investing and financing cash outflows in connection with the acquisitions from Valero described in Note 2 (in thousands). For each acquisition, we attributed cash consideration paid to the historical carrying value of the acquisition as an investing cash outflow and the excess purchase price paid over the carrying value of the acquisition as a financing cash outflow. Investing Cash Outflow Financing Cash Outflow Total Cash Outflow Year ended December 31, 2016: McKee Terminal Services Business $ 51,361 $ 152,639 $ 204,000 Meraux and Three Rivers Terminal Services Business 52,246 223,754 276,000 $ 103,607 $ 376,393 $ 480,000 Year ended December 31, 2015: Houston and St. Charles Terminal Services Business $ 296,109 $ 275,111 $ 571,220 Corpus Christi Terminal Services Business 94,035 300,965 395,000 $ 390,144 $ 576,076 $ 966,220 Year ended December 31, 2014: Texas Crude Systems Business $ 80,116 $ 73,884 $ 154,000 Cash flows related to interest and income taxes paid were as follows (in thousands): Year Ended December 31, 2016 2015 2014 Interest paid $ 13,873 $ 5,367 $ 899 Income taxes paid 505 441 74 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, 2016 2015 2014 Decrease (increase) in current assets: Receivables from related party $ (11,453 ) $ (9,589 ) $ 2,945 Prepaid expenses and other (365 ) 95 (451 ) Increase (decrease) in current liabilities: Accounts payable 586 (631 ) (4,778 ) Accrued liabilities 1,088 139 842 Accrued liabilities – related party (389 ) 497 54 Taxes other than income taxes 1,181 511 31 Deferred revenue from related party 3,396 5 39 Changes in current assets and current liabilities $ (5,956 ) $ (8,973 ) $ (1,318 ) |
Supplemental cash flow disclosures, noncash activities | Noncash investing and financing activities that affected recognized assets or liabilities for the years ended December 31, 2016 , 2015 , and 2014 were as follows (in thousands): Year Ended December 31, 2016 2015 2014 Transfer (from) to Valero for: Deferred income taxes $ (190 ) $ (282 ) $ (154 ) Change in accrued capital expenditures 46 7,232 (5,645 ) Capital expenditures included in accounts payable (904 ) (5,496 ) (786 ) Noncash capital contributions from Valero Energy Corporation for projects related to acquisitions 35,732 27,748 — Units issued to Valero Energy Corporation in connection with acquisitions (see Note 2) 85,000 170,000 — Offering costs included in accounts payable — (102 ) — Units issued under ATM program included in receivables 1,682 — — |
Fair Value of Financial Instr37
Fair Value of Financial Instruments Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Carrying amounts and estimated fair value of financial instruments | Financial instruments that we recognize in our balance sheets at their carrying amounts are shown in the table below along with their associated fair values (in thousands): December 31, 2016 December 31, 2015 Carrying Amount Fair Value Carrying Amount Fair Value Financial assets: Cash and cash equivalents $ 71,491 $ 71,491 $ 80,783 $ 80,783 Financial liabilities: Debt (excluding capital leases) 525,355 536,670 175,000 175,000 Notes payable to related party 370,000 370,000 370,000 370,000 |
Quarterly Financial Data (Una38
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial data | The following tables summarize quarterly financial data for the years ended December 31, 2016 and 2015 (in thousands, except per unit amounts) as retrospectively adjusted for the acquisitions from Valero as described in Notes 1 and 2 . 2016 Quarter Ended March 31 June 30 September 30 December 31 Operating revenues – related party $ 78,767 $ 87,664 $ 92,040 $ 104,148 Operating income 38,604 48,042 52,538 65,390 Net income 35,780 44,545 48,707 59,799 Net income attributable to partners 43,298 49,447 51,709 59,799 Limited partners’ interest in net income 39,794 44,234 45,075 51,597 Net income per limited partner unit – basic and diluted: Common units 0.61 0.67 0.77 0.77 Subordinated units 0.61 0.67 0.29 — 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 The following table presents our previously reported quarterly financial data retrospectively adjusted for the acquisitions of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business (in thousands): Valero Energy Partners LP (Previously Reported) McKee Terminal Services Business Meraux and Three Rivers Terminal Services Valero Energy Partners LP (Currently Quarter ended March 31, 2016: Operating income (loss) $ 46,122 $ (3,081 ) $ (4,437 ) $ 38,604 Net income (loss) 43,298 (3,081 ) (4,437 ) 35,780 Quarter ended June 30, 2016: Operating income (loss) 52,944 — (4,902 ) 48,042 Net income (loss) 49,447 — (4,902 ) 44,545 |
Description of Business, Basi39
Description of Business, Basis of Presentation, and Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2016refineries | |
Business and Basis of Presentation (Textual) | |
Limited partnership formation date | Jul. 24, 2013 |
Majority Shareholder [Member] | |
Business and Basis of Presentation (Textual) | |
Number of Valero owned refineries | 10 |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | Jan. 18, 2017USD ($)barrelsbbl / drenewalproperties | Sep. 01, 2016USD ($)subsidiariesshares | Apr. 01, 2016USD ($)subsidiariesshares | Oct. 01, 2015USD ($)subsidiariesshares | Mar. 01, 2015USD ($)subsidiariesshares | Jul. 01, 2014USD ($) | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($) |
Business Acquisitions (Textual) | |||||||||
Cash consideration transferred to acquire businesses | $ 480,000 | $ 966,220 | |||||||
Units issued in connection with acquisitions | shares | 1,917,020 | 3,549,605 | |||||||
Proceeds from debt borrowings | $ 349,000 | $ 200,000 | $ 0 | ||||||
Proceeds from notes payable to related party | $ 0 | $ 555,000 | 0 | ||||||
Undivided ownership interest in assets percentage | 33.33% | ||||||||
Subsequent Event [Member] | Hewitt Segment of Red River Pipeline [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Effective date of acquisition | Jan. 18, 2017 | ||||||||
Cash consideration transferred to acquire businesses | $ 71,600 | ||||||||
Undivided ownership interest in assets percentage | 40.00% | ||||||||
Throughput capacity of assets acquired | bbl / d | 150,000 | ||||||||
Number of properties acquired | properties | 2 | ||||||||
Storage capacity of each asset acquired | barrels | 150,000 | ||||||||
Duration of agreement | 10 years | ||||||||
Number of renewal options | renewal | 1 | ||||||||
Duration of renewal option | 5 years | ||||||||
Prior written notice | 180 days | ||||||||
Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 1,878,680 | 3,478,613 | |||||||
General Partner [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 38,340 | 70,992 | |||||||
Majority Shareholder [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Consideration transferred for the acquisitions from Valero, units issued | $ 85,000 | $ 170,000 | |||||||
Majority Shareholder [Member] | Texas Crude Systems Business [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Effective date of acquisition | Jul. 1, 2014 | ||||||||
Cash consideration transferred to acquire businesses | $ 154,000 | $ 154,000 | |||||||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Effective date of acquisition | 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 | 571,220 | |||||||
Consideration transferred for the acquisitions from Valero, units issued | 100,000 | ||||||||
Payments to acquire businesses, cash on hand | 211,200 | ||||||||
Proceeds from debt borrowings | 200,000 | ||||||||
Proceeds from notes payable to related party | $ 160,000 | ||||||||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 1,908,100 | ||||||||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | General Partner [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 38,941 | ||||||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Effective date of acquisition | Oct. 1, 2015 | ||||||||
Number of subsidiaries acquired from Valero | subsidiaries | 2 | ||||||||
Value of consideration transferred for acquisitions from Valero | $ 465,000 | ||||||||
Cash consideration transferred to acquire businesses | 395,000 | $ 395,000 | |||||||
Consideration transferred for the acquisitions from Valero, units issued | 70,000 | ||||||||
Proceeds from notes payable to related party | $ 395,000 | ||||||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 1,570,513 | ||||||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | General Partner [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 32,051 | ||||||||
Majority Shareholder [Member] | McKee Terminal Services Business [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Effective date of acquisition | Apr. 1, 2016 | ||||||||
Number of subsidiaries acquired from Valero | subsidiaries | 1 | ||||||||
Value of consideration transferred for acquisitions from Valero | $ 240,000 | ||||||||
Cash consideration transferred to acquire businesses | 204,000 | $ 204,000 | |||||||
Consideration transferred for the acquisitions from Valero, units issued | 36,000 | ||||||||
Payments to acquire businesses, cash on hand | 65,000 | ||||||||
Proceeds from debt borrowings | $ 139,000 | ||||||||
Majority Shareholder [Member] | McKee Terminal Services Business [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 728,775 | ||||||||
Majority Shareholder [Member] | McKee Terminal Services Business [Member] | General Partner [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 14,873 | ||||||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Effective date of acquisition | Sep. 1, 2016 | ||||||||
Number of subsidiaries acquired from Valero | subsidiaries | 2 | ||||||||
Value of consideration transferred for acquisitions from Valero | $ 325,000 | ||||||||
Cash consideration transferred to acquire businesses | 276,000 | $ 276,000 | |||||||
Consideration transferred for the acquisitions from Valero, units issued | 49,000 | ||||||||
Payments to acquire businesses, cash on hand | 66,000 | ||||||||
Proceeds from debt borrowings | $ 210,000 | ||||||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 1,149,905 | ||||||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | General Partner [Member] | |||||||||
Business Acquisitions (Textual) | |||||||||
Units issued in connection with acquisitions | shares | 23,467 |
Related-Party Agreements and 41
Related-Party Agreements and Transactions, Agreements (Details) - Majority Shareholder [Member] $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($)renewal | |
Commercial Agreements [Member] | |
Related-Party Agreements and Transactions (Textual) | |
Duration of agreement | 10 years |
Number of renewal options | 1 |
Duration of renewal option | 5 years |
Omnibus Agreement [Member] | |
Related-Party Agreements and Transactions (Textual) | |
Annual administrative fee | $ | $ 12.5 |
Services and Secondment Agreement [Member] | |
Related-Party Agreements and Transactions (Textual) | |
Duration of agreement | 10 years |
Duration of renewal option | 1 year |
Prior written notice | 30 days |
Lease Agreements [Member] | |
Related-Party Agreements and Transactions (Textual) | |
Duration of agreement | 10 years |
Number of renewal options | 4 |
Duration of renewal period, lease agreement | 5 years |
Ground Lease Agreement [Member] | |
Related-Party Agreements and Transactions (Textual) | |
Duration of agreement | 20 years |
Number of renewal options | 0 |
Related-Party Agreements and 42
Related-Party Agreements and Transactions Related-Party Transactions, Receivables (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | ||
Receivables from related party | $ 29,541 | $ 18,088 |
Majority Shareholder [Member] | ||
Related Party Transaction [Line Items] | ||
Trade receivables - related party | 36,889 | 26,103 |
Due to related party | (7,348) | (8,015) |
Receivables from related party | $ 29,541 | $ 18,088 |
Related-Party Agreements and 43
Related-Party Agreements and Transactions Related-Party Transactions, Net Investment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Related Party Transaction [Line Items] | |||
Net transfers from Valero per statements of cash flows | $ 14,886 | $ 77,284 | $ 181,227 |
Majority Shareholder [Member] | |||
Related Party Transaction [Line Items] | |||
Net transfers from Valero per statements of partners’ capital | 15,030 | 70,334 | 187,026 |
Less: Noncash transfers from Valero | 144 | 5,799 | |
Less: Noncash transfers to Valero | (6,950) | ||
Net transfers from Valero per statements of cash flows | $ 14,886 | $ 77,284 | $ 181,227 |
Related-Party Agreements and 44
Related-Party Agreements and Transactions Related Party Transactions, Operating Leases - Lessor (Details) - Majority Shareholder [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Leases - Lessor | |||
Minimum rental revenues | $ 232,211 | $ 128,468 | $ 16,806 |
Contingent rental revenues | 41,519 | 22,949 | 5,520 |
Total lease revenues | 273,730 | $ 151,417 | $ 22,326 |
Future Minimum Rentals to be Received on Noncancelable Lease Agreements | |||
2,017 | 270,603 | ||
2,018 | 270,603 | ||
2,019 | 270,603 | ||
2,020 | 271,344 | ||
2,021 | 270,603 | ||
Thereafter | 2,299,322 | ||
Total minimum rental payments | $ 3,653,078 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | $ 375,157 | $ 549,910 |
Accumulated depreciation, property and equipment, excluding assets subject to operating lease | (115,538) | (180,543) |
Property and equipment excluding assets subject to operating lease | 259,619 | 369,367 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 841,131 | 626,933 |
Accumulated depreciation, assets leased to Valero | (235,670) | (145,019) |
Assets leased to Valero, net | 605,461 | 481,914 |
Property and Equipment, Gross | ||
Property and equipment, at cost | 1,216,288 | 1,176,843 |
Accumulated depreciation | (351,208) | (325,562) |
Property and equipment, net | 865,080 | 851,281 |
Capital Leases (Textual) | ||
Capital Leased Assets, Gross | 14,900 | |
Accumulated amortization on assets under capital lease agreements | 14,100 | |
Land [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 4,672 | 4,672 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 0 | 0 |
Property and Equipment, Gross | ||
Property and equipment, at cost | 4,672 | 4,672 |
Pipelines and related assets [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 224,656 | 228,586 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 47,366 | 46,739 |
Property and Equipment, Gross | ||
Property and equipment, at cost | 272,022 | 275,325 |
Terminals and related assets [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 112,614 | 276,263 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 793,765 | 580,194 |
Property and Equipment, Gross | ||
Property and equipment, at cost | 906,379 | 856,457 |
Other [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 9,538 | 9,352 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 0 | 0 |
Property and Equipment, Gross | ||
Property and equipment, at cost | 9,538 | 9,352 |
Construction-in-progress [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 23,677 | 31,037 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 0 | 0 |
Property and Equipment, Gross | ||
Property and equipment, at cost | $ 23,677 | $ 31,037 |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Debt Instruments [Abstract] | ||
Net unamortized discount and debt issuance costs | $ (4,645) | |
Total debt | 525,355 | $ 175,000 |
Capital lease obligations, including unamortized fair value adjustment | 1,159 | |
Total debt and capital Lease obligations | 525,355 | 176,159 |
Less: current portion | (913) | |
Debt and capital lease obligations, net of current portion | 525,355 | 175,246 |
Line of Credit [Member] | VLP Revolver [Member] | ||
Debt Instruments [Abstract] | ||
Long-term debt at stated values | 30,000 | $ 175,000 |
Senior Notes [Member] | Senior Notes Due in 2026 [Member] | ||
Debt Instruments [Abstract] | ||
Long-term debt at stated values | $ 500,000 |
Debt, Revolving Credit Facility
Debt, Revolving Credit Facility and Senior Notes (Details) | Sep. 01, 2016USD ($) | Apr. 01, 2016USD ($) | Mar. 02, 2015USD ($) | Dec. 31, 2016USD ($)quarter | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Credit Facility Abstract | ||||||
Proceeds from long-term lines of credit | $ 349,000,000 | $ 200,000,000 | $ 0 | |||
Payments of debt issuance costs | 4,462,000 | 2,322,000 | 1,071,000 | |||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | ||||||
Credit Facility Abstract | ||||||
Line of credit facility, maximum borrowing capacity | $ 750,000,000 | |||||
Line of credit facility, maturity date | Nov. 20, 2020 | |||||
Line of credit facility, higher borrowing capacity option | $ 1,000,000,000 | |||||
Line of credit facility, interest rate at period end | 2.3125% | |||||
Number of prior quarterly reporting periods | quarter | 4 | |||||
Proceeds from long-term lines of credit | $ 210,000,000 | $ 139,000,000 | $ 200,000,000 | 0 | ||
Repayments of long-term lines of credit | $ 494,000,000 | 25,000,000 | $ 0 | |||
Long-term line of credit, noncurrent | 30,000,000 | 175,000,000 | ||||
Payments of debt issuance costs | $ 0 | 2,300,000 | ||||
Revolving Credit Facility [Member] | Revolving Credit Facility [Member] | Maximum [Member] | ||||||
Credit Facility Abstract | ||||||
Debt to EBITDA ratio as per terms of revolver | 5 | |||||
Debt to EBITDA ratio following certain acquisitions as per terms of revolver | 5.5 | |||||
Revolving Credit Facility [Member] | Letter of Credit [Member] | ||||||
Credit Facility Abstract | ||||||
Line of credit facility, maximum borrowing capacity | $ 100,000,000 | |||||
Long-term line of credit, noncurrent | 0 | $ 0 | ||||
Senior Notes [Member] | Senior Notes Due in 2026 [Member] | ||||||
Credit Facility Abstract | ||||||
Payments of debt issuance costs | 4,500,000 | |||||
Senior Notes [Abstract] | ||||||
Long-term debt at stated values | $ 500,000,000 | |||||
Interest rate of notes in percentage | 4.375% | |||||
Long-term debt, maturity date | Dec. 15, 2026 | |||||
Proceeds from issuance of senior long-term debt | $ 499,800,000 |
Debt, Notes Payable to Related
Debt, Notes Payable to Related Party (Details) | Oct. 01, 2015USD ($) | Mar. 01, 2015USD ($) | Dec. 31, 2016USD ($)quarter | Dec. 31, 2015USD ($)loan_agreements | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||
Notes payable to related party, borrowings | $ 0 | $ 555,000,000 | $ 0 | ||
Notes payable to related party, repayments | 0 | 185,000,000 | $ 0 | ||
Notes payable to related party, at carrying amount | 370,000,000 | $ 370,000,000 | |||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes payable to related party, borrowings | $ 160,000,000 | ||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes payable to related party, borrowings | $ 395,000,000 | ||||
Subordinated Debt [Member] | Majority Shareholder [Member] | |||||
Debt Instrument [Line Items] | |||||
Number of loan agreements | loan_agreements | 2 | ||||
Notes payable to related party, repayments | $ 0 | $ 185,000,000 | |||
Number of prior quarterly reporting periods | quarter | 4 | ||||
Notes payable to related party, at carrying amount | $ 370,000,000 | ||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt to EBITDA ratio as per terms of revolver | 5 | ||||
Debt to EBITDA ratio following certain acquisitions as per terms of revolver | 5.5 | ||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes payable to related party, borrowings | 160,000,000 | ||||
Notes to related party, maturity date | Mar. 1, 2020 | ||||
Notes payable to related party, rate at period end | 2.27% | ||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes payable to related party, borrowings | $ 395,000,000 | ||||
Notes to related party, maturity date | Oct. 1, 2020 | ||||
Notes payable to related party, rate at period end | 2.27% |
Debt, Interest Expense and Othe
Debt, Interest Expense and Other Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Interest Costs Incurred [Abstract] | ||||
Interest and debt expense incurred | $ 14,997 | $ 6,144 | $ 872 | |
Less: Capitalized interest | 82 | 31 | 0 | |
Interest and debt expense, net of capitalized interest | [1] | 14,915 | 6,113 | $ 872 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||
Due in 2020 | 400,000 | |||
Due in 2026 | 500,000 | |||
Capitalized Interest (Textual) | ||||
Interest Payable | $ 1,300 | $ 700 | ||
[1] | Includes interest and debt expense – related party of $6,608 thousand, $3,190 thousand, and $0 thousand for the years ended December 31, 2016, 2015, and 2014, respectively. |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Changes in Asset Retirement Obligations | |||
Balance as of beginning of year | $ 1,021 | $ 975 | $ 931 |
Accretion expense | 48 | 46 | 44 |
Balance as of end of year | $ 1,069 | $ 1,021 | $ 975 |
Commitments and Contingencies51
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Future Minimum Rentals on Operating Leases | |||
2,017 | $ 10,855 | ||
2,018 | 10,812 | ||
2,019 | 10,796 | ||
2,020 | 10,797 | ||
2,021 | 10,792 | ||
Thereafter | 246,036 | ||
Total minimum rental payments | 300,088 | ||
Operating Leases, Rent Expense, Net [Abstract] | |||
Minimum rental expense for operating leases | 9,761 | $ 7,130 | $ 1,441 |
Majority Shareholder [Member] | |||
Future Minimum Rentals on Operating Leases | |||
2,017 | 9,743 | ||
2,018 | 9,744 | ||
2,019 | 9,744 | ||
2,020 | 9,745 | ||
2,021 | 9,745 | ||
Thereafter | 220,674 | ||
Total minimum rental payments | 269,395 | ||
Operating Leases, Rent Expense, Net [Abstract] | |||
Minimum rental expense for operating leases | 8,946 | 5,803 | 37 |
Others [Member] | |||
Future Minimum Rentals on Operating Leases | |||
2,017 | 1,112 | ||
2,018 | 1,068 | ||
2,019 | 1,052 | ||
2,020 | 1,052 | ||
2,021 | 1,047 | ||
Thereafter | 25,362 | ||
Total minimum rental payments | 30,693 | ||
Operating Leases, Rent Expense, Net [Abstract] | |||
Minimum rental expense for operating leases | $ 815 | $ 1,327 | $ 1,404 |
Cash Distributions (Details)
Cash Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jan. 20, 2017 | Nov. 10, 2016 | Aug. 09, 2016 | May 10, 2016 | Feb. 11, 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 | [1] | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Quarterly Cash Distributions | |||||||||||||||||
Total quarterly distribution (per unit) | $ 0.3850 | $ 0.3650 | $ 0.3400 | $ 0.3200 | $ 0.3075 | $ 0.2925 | $ 0.2775 | $ 0.2660 | $ 0.2400 | $ 0.2225 | $ 0.2125 | $ 0.0370 | $ 1.4965 | $ 1.1975 | $ 0.9410 | ||
Distributions | $ 32,175 | $ 28,912 | $ 25,608 | $ 22,711 | $ 20,164 | $ 18,456 | $ 17,266 | $ 15,829 | $ 14,102 | $ 13,074 | $ 12,487 | $ 2,174 | $ 121,590 | $ 78,597 | $ 55,492 | ||
General Partner’s Distribution, Including Incentive Distribution Rights [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 21,648 | 5,003 | 1,304 | ||||||||||||||
General Partner Valero [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 2,294 | 1,572 | 1,110 | ||||||||||||||
General Partner IDRs [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 19,354 | 3,431 | 194 | ||||||||||||||
Limited Partner, Common and Subordinated Units [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 99,922 | 73,582 | 54,182 | ||||||||||||||
Common Unitholders Public [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 32,362 | 22,016 | 16,232 | ||||||||||||||
Common Unitholder Valero [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 47,263 | 17,090 | 10,859 | ||||||||||||||
Subordinated Unitholder Valero [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | 20,297 | 34,476 | 27,091 | ||||||||||||||
Distribution Equivalent Rights [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Distributions | $ 20 | $ 12 | $ 6 | ||||||||||||||
Subsequent Event [Member] | |||||||||||||||||
Quarterly Cash Distributions | |||||||||||||||||
Total quarterly distribution (per unit) | $ 0.4065 | ||||||||||||||||
Distributions | $ 34,895 | ||||||||||||||||
[1] | This quarterly distribution reflects the pro rata portion of the minimum quarterly distribution rate of $0.2125 for the partial quarter beginning December 16, 2013 and ending December 31, 2013. |
Net Income Per Limited Partne53
Net Income Per Limited Partner Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allocation of net income to determine net income available to limited partners: | |||
Distributions, excluding general partner’s IDRs | $ 102,216 | $ 75,154 | $ 55,292 |
General partner’s IDRs | 19,354 | 3,431 | 194 |
DERs | 20 | 12 | 6 |
Distributions and DERs declared | 121,590 | 78,597 | 55,492 |
Undistributed earnings, basic and diluted | 82,663 | 53,281 | |
Undistributed earnings, basic | 3,789 | ||
Net income available to limited partners - basic | $ 59,281 | ||
Net income available to limited partners – basic and diluted | $ 204,253 | $ 131,878 | |
Net income per limited partner unit - diluted | |||
Weighted-average units outstanding - diluted | 48,817 | 31,222 | 28,791 |
Net income per limited partner unit – basic and diluted: | |||
Net income per limited partner unit – basic and diluted | $ 2.85 | $ 2.12 | $ 1.01 |
General Partner Valero [Member] | |||
Allocation of net income to determine net income available to limited partners: | |||
Distributions, excluding general partner’s IDRs | $ 2,294 | $ 1,572 | $ 1,110 |
General partner’s IDRs | 19,354 | 3,431 | 194 |
Distributions and DERs declared | 21,648 | 5,003 | 1,304 |
Undistributed earnings, basic and diluted | 1,905 | 1,066 | |
Undistributed earnings, basic | 75 | ||
Net income available to limited partners - basic | 1,379 | ||
Net income available to limited partners – basic and diluted | 23,553 | 6,069 | |
Limited Partner [Member] | Limited Partner, Common Units [Member] | |||
Allocation of net income to determine net income available to limited partners: | |||
Distributions, excluding general partner’s IDRs | 79,625 | 39,106 | 27,091 |
Distributions and DERs declared | 79,625 | 39,106 | 27,091 |
Undistributed earnings, basic and diluted | 59,452 | 27,162 | |
Undistributed earnings, basic | 1,857 | ||
Net income available to limited partners - basic | 28,948 | ||
Add: DERs | 6 | ||
Net income available to limited partners - diluted | $ 28,954 | ||
Net income available to limited partners – basic and diluted | $ 139,077 | $ 66,268 | |
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 | |||
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 | 48,817 | 31,222 | |
Net income per limited partner unit – basic and diluted | $ 2.85 | $ 2.12 | |
Limited Partner [Member] | Subordinated Unitholder Valero [Member] | |||
Allocation of net income to determine net income available to limited partners: | |||
Distributions, excluding general partner’s IDRs | $ 20,297 | $ 34,476 | $ 27,091 |
Distributions and DERs declared | 20,297 | 34,476 | 27,091 |
Undistributed earnings, basic and diluted | 21,289 | 25,045 | |
Undistributed earnings, basic | 1,857 | ||
Net income available to limited partners - basic | 28,948 | ||
Add: DERs | 0 | ||
Net income available to limited partners - diluted | $ 28,948 | ||
Net income available to limited partners – basic and diluted | $ 41,586 | $ 59,521 | |
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 | |||
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 | 17,463 | 28,790 | |
Net income per limited partner unit – basic and diluted | $ 2.38 | $ 2.07 | |
Limited Partner [Member] | Restricted Units [Member] | |||
Allocation of net income to determine net income available to limited partners: | |||
DERs | $ 20 | $ 12 | $ 6 |
Distributions and DERs declared | 20 | 12 | 6 |
Undistributed earnings, basic and diluted | 17 | 8 | |
Undistributed earnings, basic | 0 | ||
Net income available to limited partners - basic | $ 6 | ||
Net income available to limited partners – basic and diluted | $ 37 | $ 20 |
Partners' Capital Partners' Cap
Partners' Capital Partners' Capital, Unit Activity (Details) - shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance | 66,651,071 | 58,760,288 | 58,755,080 |
Unit-based compensation | 5,958 | 4,443 | 5,208 |
Units issued in connection with acquisitions | 1,917,020 | 3,549,605 | |
Public offering of common units | 223,083 | 4,250,000 | |
General partner units issued | 4,552 | 86,735 | |
Ending balance | 68,801,684 | 66,651,071 | 58,760,288 |
Limited Partner [Member] | Common Unitholders Public [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance | 21,509,651 | 17,255,208 | 17,250,000 |
Unit-based compensation | 5,958 | 4,443 | 5,208 |
Public offering of common units | 223,083 | 4,250,000 | |
Ending balance | 21,738,692 | 21,509,651 | 17,255,208 |
Limited Partner [Member] | Common Unitholder Valero [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance | 15,018,602 | 11,539,989 | 11,539,989 |
Units issued in connection with acquisitions | 1,878,680 | 3,478,613 | |
Conversion of subordinated units | 28,789,989 | ||
Ending balance | 45,687,271 | 15,018,602 | 11,539,989 |
Limited Partner [Member] | Subordinated Unitholder Valero [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance | 28,789,989 | 28,789,989 | 28,789,989 |
Conversion of subordinated units | (28,789,989) | ||
Ending balance | 0 | 28,789,989 | 28,789,989 |
General Partner Valero [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance | 1,332,829 | 1,175,102 | 1,175,102 |
Units issued in connection with acquisitions | 38,340 | 70,992 | |
General partner units issued | 4,552 | 86,735 | |
Ending balance | 1,375,721 | 1,332,829 | 1,175,102 |
Partners' Capital (Details)
Partners' Capital (Details) - USD ($) | Nov. 24, 2015 | Jan. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 16, 2016 |
Partners' Capital (Textual) | ||||||
Public offering of common units | 223,083 | 4,250,000 | ||||
Expenses paid on issuance of common limited partner units | $ 883,000 | $ 666,000 | $ 3,223,000 | |||
Contributions from Valero | $ 198,000 | $ 4,011,000 | $ 0 | |||
General partner units issued | 4,552 | 86,735 | ||||
Receivables | $ 1,682,000 | $ 0 | ||||
Contributions from Valero | 35,732,000 | 27,748,000 | ||||
Public Offering [Member] | ||||||
Partners' Capital (Textual) | ||||||
Aggregate offering price of common units | $ 350,000,000 | |||||
Public offering of common units | 4,250,000 | |||||
Net proceeds from issuance of common limited partner units | $ 188,900,000 | 9,600,000 | ||||
Expenses paid on issuance of common limited partner units | 107,000 | |||||
Public offering, price per unit | $ 46.25 | |||||
Gross proceeds from issuance of common limited partners units | $ 196,600,000 | |||||
Offering costs | $ 7,700,000 | |||||
Public Offering [Member] | Subsequent Event [Member] | ||||||
Partners' Capital (Textual) | ||||||
Expenses paid on issuance of common limited partner units | $ 17,000 | |||||
General Partner Valero [Member] | ||||||
Partners' Capital (Textual) | ||||||
Contributions from Valero | $ 198,000 | |||||
Majority Shareholder [Member] | ||||||
Partners' Capital (Textual) | ||||||
General partner ownership interest, percentage | 2.00% | 2.00% | ||||
Contributions from Valero | $ 35,732,000 | $ 27,748,000 | ||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||
Partners' Capital (Textual) | ||||||
Effective date of acquisition | Sep. 1, 2016 | |||||
Limited Partner [Member] | Common Unitholders Public [Member] | ||||||
Partners' Capital (Textual) | ||||||
Public offering of common units | 223,083 | 4,250,000 | ||||
Contributions from Valero | $ 0 | $ 0 | ||||
Limited Partner [Member] | Common Unitholders Public [Member] | Public Offering [Member] | ||||||
Partners' Capital (Textual) | ||||||
Public offering of common units | 223,083 | |||||
Limited Partner [Member] | Common Unitholders Public [Member] | Public Offering [Member] | Subsequent Event [Member] | ||||||
Partners' Capital (Textual) | ||||||
Public offering of common units | 38,623 | |||||
General Partner Valero [Member] | ||||||
Partners' Capital (Textual) | ||||||
General partner units issued | 4,552 | 86,735 | ||||
Contributions from Valero | $ 918,000 | $ 787,000 | ||||
General Partner Valero [Member] | General Partner Valero [Member] | ||||||
Partners' Capital (Textual) | ||||||
General partner units issued | 86,735 | 4,552 | ||||
Contributions from Valero | $ 4,000,000 |
Unit-based Compensation (Detail
Unit-based Compensation (Details) | Jan. 05, 2017$ / sharesshares | Dec. 31, 2016USD ($)independent_directors$ / sharesshares | Dec. 31, 2015USD ($)$ / sharesshares | Dec. 31, 2014USD ($)$ / shares |
Unit-based Compensation (Textual) | ||||
Number of non-employee directors | independent_directors | 3 | |||
Unit-based compensation | $ | $ 196,000 | $ 173,000 | $ 68,000 | |
VLP 2013 Incentive Compensation Plan [Member] | Stock Compensation Plan [Member] | ||||
Unit-based Compensation (Textual) | ||||
Number of common units available to be awarded under the 2013 ICP | 2,984,391 | |||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | ||||
Nonvested Restricted Units Rollforward | ||||
Nonvested restricted units, beginning balance | 9,651 | |||
Restricted units, granted | 5,958 | |||
Restricted units, vested | (1,482) | |||
Nonvested restricted units, ending balance | 14,127 | 9,651 | ||
Nonvested Restricted Units Weighted Average Grant Date Fair Value Rollforward | ||||
Weighted average grant date fair value, beginning balance | $ / shares | $ 37.32 | |||
Weighted-average grant date fair value, granted | $ / shares | 45.34 | $ 40.54 | $ 34.58 | |
Weighted-average grant date fair value, vested | $ / shares | 40.54 | |||
Weighted average grant date fair value, ending balance | $ / shares | $ 40.36 | $ 37.32 | ||
Vested Awards Other Than Options Rollforward | ||||
Fair value of restricted units vested | $ | $ 73,000 | $ 0 | $ 0 | |
Unit-based Compensation (Textual) | ||||
Unit-based compensation | $ | 196,000 | $ 173,000 | $ 68,000 | |
Unrecognized unit-based compensation cost related to outstanding unvested units | $ | $ 261,000 | |||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 2 years | |||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 33.00% | |||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | Subsequent Event [Member] | ||||
Nonvested Restricted Units Rollforward | ||||
Restricted units, granted | 5,997 | |||
Nonvested Restricted Units Weighted Average Grant Date Fair Value Rollforward | ||||
Weighted-average grant date fair value, granted | $ / shares | $ 45.04 | |||
Unit-based Compensation (Textual) | ||||
Weighted average period of recognition for unrecognized compensation costs on nonvested units | 33.00% | |||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Stock - Independent Director [Member] | Subsequent Event [Member] | ||||
Nonvested Restricted Units Rollforward | ||||
Restricted units, granted | 1,999 | |||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) [Member] | Subsequent Event [Member] | ||||
Nonvested Restricted Units Rollforward | ||||
Restricted units, granted | 5,997 | |||
VLP 2013 Incentive Compensation Plan [Member] | Distribution Equivalent Rights (DER) - Independent Director [Member] | Subsequent Event [Member] | ||||
Nonvested Restricted Units Rollforward | ||||
Restricted units, granted | 1,999 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Components of Income Tax Expense | |||
Current U.S. state | $ 704 | $ 479 | $ 505 |
Deferred U.S. state | 408 | (228) | 43 |
Income tax expense | $ 1,112 | $ 251 | $ 548 |
Income Taxes (Textual) | |||
Statutory federal income tax rate, percent | 35.00% | 35.00% | 35.00% |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Summary of Employee Benefit Plan Costs | |||
Pension and postretirement costs | $ 19 | $ 54 | $ 126 |
Defined contribution plan costs | $ 15 | $ 45 | $ 111 |
Supplemental Cash Flow Inform59
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | Sep. 01, 2016 | Apr. 01, 2016 | Oct. 01, 2015 | Mar. 01, 2015 | Jul. 01, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Decrease (increase) in current assets: | ||||||||
Receivables from related party | $ (11,453) | $ (9,589) | $ 2,945 | |||||
Prepaid expenses and other | (365) | 95 | (451) | |||||
Increase (decrease) in current liabilities: | ||||||||
Accounts payable | 586 | (631) | (4,778) | |||||
Accrued liabilities | 1,088 | 139 | 842 | |||||
Accrued liabilities - related party | (389) | 497 | 54 | |||||
Taxes other than income taxes | 1,181 | 511 | 31 | |||||
Deferred revenue from related party | 3,396 | 5 | 39 | |||||
Changes in current assets and current liabilities | (5,956) | (8,973) | (1,318) | |||||
Other Noncash Activities | ||||||||
Noncash capital contributions from Valero Energy Corporation | 35,732 | 27,748 | ||||||
Investing and Financing Cash Outflows in Connection with Acquisitions | ||||||||
Investing cash outflow | 103,607 | 390,144 | 80,116 | |||||
Financing cash outflow | 376,393 | 576,076 | 73,884 | |||||
Investing and financing cash outflow, total | 480,000 | 966,220 | ||||||
Cash Flows Related to Interest and Income Taxes | ||||||||
Interest paid | 13,873 | 5,367 | 899 | |||||
Income taxes paid | 505 | 441 | 74 | |||||
Limited Partner [Member] | Common Unitholder Valero [Member] | ||||||||
Other Noncash Activities | ||||||||
Noncash capital contributions from Valero Energy Corporation | 22,730 | 8,898 | ||||||
Limited Partner [Member] | Subordinated Unitholder Valero [Member] | ||||||||
Other Noncash Activities | ||||||||
Noncash capital contributions from Valero Energy Corporation | 12,084 | 18,063 | ||||||
Majority Shareholder [Member] | ||||||||
Transfer (from) to Valero for: | ||||||||
Noncash transfers from Valero | (144) | (5,799) | ||||||
Noncash transfers to Valero | 6,950 | |||||||
Other Noncash Activities | ||||||||
Capital expenditures included in accounts payable | (904) | (5,496) | (786) | |||||
Noncash capital contributions from Valero Energy Corporation | 35,732 | 27,748 | ||||||
Units issued to Valero Energy Corporation in connection with acquisitions | 85,000 | 170,000 | ||||||
Offering costs included in accounts payable | (102) | |||||||
Units issued under ATM program included in receivables | 1,682 | |||||||
Majority Shareholder [Member] | Deferred Income Taxes [Member] | ||||||||
Transfer (from) to Valero for: | ||||||||
Noncash transfers from Valero | (190) | (282) | (154) | |||||
Majority Shareholder [Member] | Construction-in-progress [Member] | ||||||||
Transfer (from) to Valero for: | ||||||||
Noncash transfers from Valero | (5,645) | |||||||
Noncash transfers to Valero | 46 | 7,232 | ||||||
Majority Shareholder [Member] | McKee Terminal Services Business [Member] | ||||||||
Other Noncash Activities | ||||||||
Units issued to Valero Energy Corporation in connection with acquisitions | $ 36,000 | |||||||
Investing and Financing Cash Outflows in Connection with Acquisitions | ||||||||
Investing cash outflow | 51,361 | |||||||
Financing cash outflow | 152,639 | |||||||
Investing and financing cash outflow, total | $ 204,000 | 204,000 | ||||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||||
Other Noncash Activities | ||||||||
Units issued to Valero Energy Corporation in connection with acquisitions | $ 49,000 | |||||||
Investing and Financing Cash Outflows in Connection with Acquisitions | ||||||||
Investing cash outflow | 52,246 | |||||||
Financing cash outflow | 223,754 | |||||||
Investing and financing cash outflow, total | $ 276,000 | 276,000 | ||||||
Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | ||||||||
Other Noncash Activities | ||||||||
Units issued to Valero Energy Corporation in connection with acquisitions | $ 100,000 | |||||||
Investing and Financing Cash Outflows in Connection with Acquisitions | ||||||||
Investing cash outflow | 296,109 | |||||||
Financing cash outflow | 275,111 | |||||||
Investing and financing cash outflow, total | $ 571,200 | 571,220 | ||||||
Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | ||||||||
Other Noncash Activities | ||||||||
Units issued to Valero Energy Corporation in connection with acquisitions | $ 70,000 | |||||||
Investing and Financing Cash Outflows in Connection with Acquisitions | ||||||||
Investing cash outflow | 94,035 | |||||||
Financing cash outflow | 300,965 | |||||||
Investing and financing cash outflow, total | $ 395,000 | $ 395,000 | ||||||
Majority Shareholder [Member] | Texas Crude Systems Business [Member] | ||||||||
Investing and Financing Cash Outflows in Connection with Acquisitions | ||||||||
Investing cash outflow | 80,116 | |||||||
Financing cash outflow | 73,884 | |||||||
Investing and financing cash outflow, total | $ 154,000 | $ 154,000 | ||||||
Majority Shareholder [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | ||||||||
Other Noncash Activities | ||||||||
Noncash conversion of subordinated units issued | 406,400 | |||||||
Majority Shareholder [Member] | Limited Partner [Member] | Subordinated Unitholder Valero [Member] | ||||||||
Other Noncash Activities | ||||||||
Noncash conversion of subordinated units converted | $ (406,400) |
Fair Value of Financial Instr60
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Financial assets: | ||||
Cash and cash equivalents | $ 71,491 | $ 80,783 | $ 236,579 | $ 375,118 |
Financial liabilities: | ||||
Debt (excluding capital leases), at carrying amount | 525,355 | 175,000 | ||
Notes payable to related party, at carrying amount | 370,000 | 370,000 | ||
Fair Value, Inputs, Level 1 [Member] | ||||
Financial assets: | ||||
Cash and cash equivalents, at fair value | 71,491 | 80,783 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Financial liabilities: | ||||
Debt (excluding capital leases), at fair value | 536,670 | 175,000 | ||
Notes payable to related party, at fair value | $ 370,000 | $ 370,000 |
Quarterly Financial Data (Una61
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Data | |||||||||||
Operating revenues – related party | $ 104,148 | $ 92,040 | $ 87,664 | $ 78,767 | $ 79,456 | $ 62,037 | $ 60,245 | $ 41,886 | $ 362,619 | $ 243,624 | $ 129,180 |
Operating income | 65,390 | 52,538 | 48,042 | 38,604 | 39,799 | 17,064 | 20,495 | 95 | 204,574 | 77,453 | (33,445) |
Net income | 59,799 | 48,707 | 44,545 | 35,780 | 36,795 | 15,625 | 19,161 | (269) | 188,831 | 71,312 | (33,361) |
Net income attributable to partners | 59,799 | 51,709 | 49,447 | 43,298 | 44,667 | 31,428 | 33,662 | 22,121 | 204,253 | 131,878 | 59,281 |
Limited partners’ interest in net income | $ 51,597 | $ 45,075 | 44,234 | 39,794 | $ 42,419 | $ 29,816 | $ 32,305 | $ 21,269 | $ 180,700 | $ 125,809 | $ 57,902 |
Net income per limited partner unit – basic and diluted | $ 2.85 | $ 2.12 | $ 1.01 | ||||||||
Net income per limited partner unit – basic and diluted, subordinated units | $ 2.38 | $ 2.07 | $ 1.01 | ||||||||
Valero Energy Partners LP (Previously Reported) [Member] | |||||||||||
Quarterly Financial Data | |||||||||||
Operating income | 52,944 | 46,122 | |||||||||
Net income | 49,447 | 43,298 | |||||||||
Adjustments for Acquisitions of Businesses Under Common Control [Member] | McKee Terminal Services Business [Member] | |||||||||||
Quarterly Financial Data | |||||||||||
Operating income | 0 | (3,081) | |||||||||
Net income | 0 | (3,081) | |||||||||
Adjustments for Acquisitions of Businesses Under Common Control [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||||||||
Quarterly Financial Data | |||||||||||
Operating income | (4,902) | (4,437) | |||||||||
Net income | $ (4,902) | $ (4,437) | |||||||||
Limited Partner, Common Units [Member] | |||||||||||
Quarterly Financial Data | |||||||||||
Net income per limited partner unit – basic and diluted | $ 0.77 | $ 0.77 | $ 0.67 | $ 0.61 | $ 0.69 | $ 0.51 | $ 0.54 | $ 0.37 | |||
Subordinated Unitholder Valero [Member] | |||||||||||
Quarterly Financial Data | |||||||||||
Net income per limited partner unit – basic and diluted, subordinated units | $ 0 | $ 0.29 | $ 0.67 | $ 0.61 | $ 0.66 | $ 0.49 | $ 0.54 | $ 0.36 |