Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | ||
Sep. 30, 2013 | Dec. 13, 2013 | Dec. 13, 2013 | |
Common Units [Member] | Subordinated Units [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 30-Sep-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'Q3 | ' | ' |
Trading Symbol | 'ARCX | ' | ' |
Entity Registrant Name | 'Arc Logistics Partners LP | ' | ' |
Entity Central Index Key | '0001583744 | ' | ' |
Current Fiscal Year End Date | '--12-31 | ' | ' |
Entity Filer Category | 'Non-accelerated Filer | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 6,867,950 | 6,081,081 |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheet (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $973 | $1,429 |
Trade accounts receivable | 3,638 | 973 |
Due from related parties | 611 | 842 |
Inventories | 268 | 236 |
Other current assets | 627 | 171 |
Total current assets | 6,117 | 3,651 |
Property, plant and equipment, net | 199,380 | 116,800 |
Intangible assets, net | 39,597 | 3,687 |
Goodwill | 15,162 | 6,730 |
Other assets | 3,982 | 896 |
Total assets | 264,238 | 131,764 |
Current liabilities: | ' | ' |
Credit facility, current | 5,688 | ' |
Accounts payable | 5,145 | 1,813 |
Due to related parties | 130 | 123 |
Accrued expenses | 2,476 | 1,464 |
Due to general partner | 4,772 | 216 |
Deferred revenue, current portion | 5 | 3 |
Other liabilities | 24 | ' |
Total current liabilities | 18,240 | 3,619 |
Credit facility, net of current portion | 106,875 | 30,500 |
Deferred revenue, net of current portion | 56 | 56 |
Deposit payable | ' | 46 |
Commitments and contingencies | ' | ' |
Issuance of preferred units | 30,600 | ' |
Partners' capital (deficit): | ' | ' |
General partner | 121 | -98 |
Limited partners | 108,346 | 97,641 |
Total partners' capital | 108,467 | 97,543 |
Total liabilities and partners' capital | $264,238 | $131,764 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Income (USD $) | 3 Months Ended | 9 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Revenues: | ' | ' | ' | ' |
Third-party customers | $10,777 | $2,723 | $29,460 | $9,756 |
Related parties | 1,848 | 2,301 | 5,869 | 7,307 |
Revenues | 12,625 | 5,024 | 35,329 | 17,063 |
Expenses: | ' | ' | ' | ' |
Operating expenses | 5,062 | 1,705 | 14,194 | 5,232 |
Selling, general and administrative | 1,368 | 379 | 6,161 | 1,757 |
Selling, general and administrative - affiliate | 624 | 698 | 1,842 | 1,985 |
Depreciation | 1,548 | 823 | 4,154 | 2,474 |
Amortization | 1,290 | 153 | 3,425 | 472 |
Total expenses | 9,892 | 3,758 | 29,776 | 11,920 |
Operating income | 2,733 | 1,266 | 5,553 | 5,143 |
Other income (expense): | ' | ' | ' | ' |
Gain on bargain purchase of business | ' | ' | 11,777 | ' |
Other income | ' | 4 | 47 | 4 |
Interest expense | -1,456 | -349 | -4,889 | -967 |
Total other income (expenses), net | -1,456 | -345 | 6,935 | -963 |
Income before income taxes | 1,277 | 921 | 12,488 | 4,180 |
Income taxes | 3 | 3 | 18 | 40 |
Net Income | 1,274 | 918 | 12,470 | 4,140 |
Net income attributable to preferred units | -600 | ' | -1,546 | ' |
Net income attributable to partners' capital | 674 | 918 | 10,924 | 4,140 |
Allocation of net income to partners: | ' | ' | ' | ' |
Net income allocated to general partner | 13 | 18 | 218 | 83 |
Net Income allocated to subordinated unitholders | $661 | $900 | $10,706 | $4,057 |
Earnings per limited partner unit: | ' | ' | ' | ' |
Subordinated unit (basic) | $0.13 | $0.18 | $2.12 | $0.80 |
Subordinated unit (diluted) | $0.10 | $0.18 | $1.63 | $0.80 |
Weighted average number of limited partner units outstanding: | ' | ' | ' | ' |
Subordinated units (basic) | 5,050 | 5,050 | 5,050 | 5,050 |
Subordinated units (diluted) | 6,550 | 5,050 | 6,550 | 5,050 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 |
Cash flow from operating activities: | ' | ' |
Net income | $12,470 | $4,140 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ' | ' |
Depreciation | 4,154 | 2,474 |
Amortization | 3,425 | 472 |
Gain on bargain purchase of business | -11,777 | ' |
Amortization of deferred financing costs | 1,639 | 323 |
Changes in operating assets and liabilities | ' | ' |
Trade accounts receivable | -2,434 | 352 |
Inventories | -13 | 15 |
Other current assets | -456 | 116 |
Other assets | -1,206 | ' |
Accounts payable | 3,137 | 1,668 |
Accrued expenses | 1,012 | -205 |
Due to general partner | 4,556 | -1,336 |
Deferred revenue | 2 | -181 |
Other liabilities | -22 | -6 |
Net cash provided by operating activities | 14,487 | 7,832 |
Cash flows from investing activities | ' | ' |
Capital expenditures | -10,540 | -11,375 |
Acquisitions | -82,000 | ' |
Net cash used in investing activities | -92,540 | -11,375 |
Cash flows from financing activities | ' | ' |
Cash distributions | -946 | -6,081 |
Deferred financing costs | -3,519 | -1,123 |
Repayments to credit facility | -35,938 | -21,500 |
Proceeds from credit facility | 118,000 | 31,500 |
Net cash provided by financing activities | 77,597 | 2,796 |
Net decrease in cash and cash equivalents | -456 | -747 |
Cash and cash equivalents, beginning of period | 1,429 | 1,948 |
Cash and cash equivalents, end of period | 973 | 1,201 |
Supplemental disclosure of cash flow information: | ' | ' |
Cash paid for interest, net of capitalized interest | 3,497 | 950 |
Cash paid for income taxes | 18 | 40 |
Non-cash investing and financing activities: | ' | ' |
Issuance of preferred units | 30,000 | ' |
Deemed distributions to preferred units | 1,546 | ' |
(Decrease) Increase in purchases of property plant and equipment in accounts payable and accrued expenses | ($202) | $1,043 |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Partners' Capital (USD $) | Total | Preferred Units [Member] | General Partner [Member] | Limited Partners [Member] |
In Thousands | ||||
Partners' (deficit) capital, beginning balance at Dec. 31, 2012 | $97,543 | ' | ($98) | $97,641 |
Issuance of preferred units | 30,000 | 30,000 | ' | ' |
Net income | 12,470 | ' | 249 | 12,221 |
Deemed distributions | -1,546 | 1,546 | -30 | -1,516 |
Cash distributions | ' | -946 | ' | ' |
Partners' (deficit) capital, ending balance at Sep. 30, 2013 | $108,467 | $30,600 | $121 | $108,346 |
Business_and_Basis_of_Presenta
Business and Basis of Presentation | 9 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Business and Basis of Presentation | ' |
Note 1—Business and Basis of Presentation | |
Organization | |
Arc Terminals LP is a Delaware limited partnership formed in March 2007 to operate terminalling and other midstream energy businesses and assets. Arc Logistics Partners LP (“Arc Logistics”) is a Delaware limited partnership formed in July 2013 by Lightfoot Capital Partners, LP and its general partner, Lightfoot Capital Partners GP LLC (the “sponsor” or “Lightfoot”), to own, operate, develop and acquire a diversified portfolio of complementary energy logistics assets. A registration statement on Form S-1, as amended through the time of its effectiveness, was filed by Arc Logistics with the Securities and Exchange Commission (the “SEC”) and was declared effective on November 5, 2013. On November 6, 2013, Arc Logistics’s common units began trading on the New York Stock Exchange under the symbol “ARCX.” On November 12, 2013, Arc Logistics completed its initial public offering (the “IPO”) of 6,000,000 common units representing limited partner interests and on November 18, 2013, Arc Logistics completed the sale of 786,869 additional common units pursuant to the partial exercise of the underwriters’ over-allotment option (together with the IPO, the “Offering”). Following the closing of the IPO, Arc Logistics includes the assets, liabilities and results of operations previously owned and operated by Arc Terminals LP and Arc Terminals GP LLC which consists of 14 terminals and other assets located in the East Coast, Gulf Coast and Midwest regions of the United States relating to the terminalling, storage, throughput and transloading of crude oil and petroleum products. In connection with the IPO, Arc Logistics acquired the LNG Interest (as defined below). | |
Unless the context suggests otherwise, references in this report to the “Partnership” for periods prior to the closing of the IPO refer to Arc Terminals LP and its subsidiaries and for periods on and after the closing of the IPO refer to Arc Logistics Partners LP and its subsidiaries. Unless the context suggests otherwise, references to the “general partner” for periods prior to the closing of the IPO refer to Arc Terminals GP LLC which owned the general partner interest in Arc Terminals LP and for periods on and after the closing of the IPO refer to Arc Logistics GP LLC, which owns a non-economic general partner interest in the Partnership and all of the Partnership’s incentive distribution rights. References to “GCAC” refer to Gulf Coast Asphalt Company, L.L.C., which contributed its preferred units in Arc Terminals LP to the Partnership upon the consummation of the IPO. References to “Center Oil” refer to GP&W, Inc., d.b.a. Center Oil, and affiliates, including Center Terminal Company-Cleveland, which contributed its limited partner interests in Arc Terminals LP to the Partnership upon the consummation of the IPO. References to “Gulf LNG Holdings” refer to Gulf LNG Holdings Group, LLC and its subsidiaries, which own a liquefied natural gas regasification and storage facility in Pascagoula, MS, which is referred to herein as the “LNG Facility.” The Partnership used a portion of the proceeds from the IPO to acquire a 10.3% limited liability company interest in Gulf LNG Holdings, which is referred to herein as the “LNG Interest.” | |
Basis of Presentation | |
The accompanying unaudited condensed consolidated financial statements include the accounts of the Partnership and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |
The Partnership’s results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of results expected for the full year of 2013 or for any other period. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which consist only of normal recurring adjustments, necessary to state fairly the results of the interim periods. The unaudited condensed consolidated financial statements and accompanying notes were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and under the rules and regulations of the SEC. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. Accordingly, these financial statements do not include all of the disclosures required to be included in annual audited financial statements by GAAP and should be read along with the Partnership’s 2012 audited consolidated financial statements and related notes included in Arc Logistics’ Rule 424(b)(4) prospectus filed with the SEC on November 7, 2013 (the “Prospectus”). | |
Use of Estimates | |
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The most significant estimates relate to the valuation of acquired businesses, goodwill and intangible assets and the useful lives of intangible assets and property, plant and equipment. Actual results could differ from those estimates. |
Initial_Public_Offering
Initial Public Offering | 9 Months Ended | |||
Sep. 30, 2013 | ||||
Text Block [Abstract] | ' | |||
Initial Public Offering | ' | |||
Note 2—Initial Public Offering | ||||
The Offering | ||||
On November 6, 2013, Arc Logistics’s common units began trading on the New York Stock Exchange under the ticker symbol “ARCX.” On November 12, 2013, the Partnership closed the IPO at a price to the public of $19.00 per unit. On November 18, 2013, the Partnership completed the sale of 786,869 additional common units pursuant to the partial exercise of the underwriters’ over-allotment option at a price to the public of $19.00 per unit. | ||||
In connection with the closing of the Offering, the following occurred: | ||||
• | Lightfoot contributed all of its limited partner interests in Arc Terminals LP and all of its limited liability company interests in Arc Terminals GP LLC in exchange for 68,617 common units and 5,146,264 subordinated units in the Partnership; | |||
• | Center Oil contributed all of its limited partner interests in Arc Terminals LP in exchange for 11,685 common units and 876,391 subordinated units in the Partnership; | |||
• | GCAC contributed its preferred units in Arc Terminals LP in exchange for 779 common units and 58,426 subordinated units in the Partnership and $29.8 million in cash; | |||
• | Arc Terminals GP LLC and Arc Terminals LP merged with Arc Terminals GP LLC surviving the merger and then changing its name to Arc Logistics LLC; | |||
• | The public, through the underwriters, contributed $129.0 million in cash in connection with the Offering (or $120.2 million, net of the underwriters’ discounts and structuring fees of $8.8 million) in exchange for the issuance of 6,786,869 common units by the Partnership (including the underwriters’ option to purchase additional common units). | |||
• | The general partner maintained its non-economic general partner interest in the Partnership, and was issued 100.0% of the incentive distribution rights of the Partnership. | |||
The $120.2 million of net proceeds from the Offering, (including the underwriters’ option to purchase additional common units and after deducting the underwriting discount and structuring fee), were used to: (i) fund the purchase of the LNG Interest from an affiliate of GE Energy Financial Services (“GE EFS”) for approximately $72.7 million; (ii) make a cash distribution to GCAC as partial consideration for the contribution of its preferred units in Arc Terminals LP to the Partnership of approximately $29.8 million; (iii) repay intercompany payables owed to the sponsor of approximately $6.6 million; and (iv) reduce amounts outstanding under the Partnership’s Amended and Restated Credit Facility (as defined below) by a net of approximately $6.0 million. The remaining funds were used for general Partnership purposes, including the payment of transaction expenses related to the Offering and the Amended and Restated Credit Facility. | ||||
Amended and Restated Credit Facility | ||||
On November 12, 2013, in connection with the closing of the IPO, the Partnership amended and restated its existing credit facility (the “Amended and Restated Credit Facility”) with a syndicate of lenders, under which Arc Terminals Holdings LLC (a wholly owned subsidiary of the Partnership) is the borrower. The Amended and Restated Credit Facility has an initial term of five years and up to $175.0 million of borrowing capacity. The Amended and Restated Credit Facility is available to pay costs associated with the Offering and the negotiation and closing of the Amended and Restated Credit Facility, to refinance existing indebtedness, to fund working capital and to finance capital expenditures and other permitted payments and for other lawful corporate purposes and allows the Partnership to request that the maximum amount of the Amended and Restated Credit Facility be increased by up to an aggregate of $100.0 million, subject to receiving increased commitments from lenders or commitments from other financial institutions. The Amended and Restated Credit Facility is available for revolving loans, including a sublimit of $5.0 million for swing line loans and a sublimit of $10.0 million for letters of credit. The Partnership’s obligations under the Amended and Restated Credit Facility are secured by a first priority lien on substantially all of the Partnership’s material assets other than the LNG Interest. The Partnership and each of the Partnership’s existing subsidiaries (other than the borrower) and each of the Partnership’s future restricted subsidiaries (as such term is defined therein) will also guarantee the Amended and Restated Credit Facility. In connection with the Amended and Restated Credit Facility, the Partnership will recognize a one-time write off of approximately $2.7 million of unamortized debt issuance costs in the fourth quarter of 2013. The Amended and Restated Credit Facility will mature on November 12, 2018 (see “Note 16—Subsequent Events—Amended and Restated Credit Facility”). | ||||
Long-Term Incentive Plan | ||||
In connection with the IPO, the board of directors of the general partner adopted a long-term incentive plan (the “LTIP”) for employees, officers, consultants and directors of the general partner and any of its affiliates, including the sponsor, who perform services for the Partnership. Awards may be granted in the form of unit options, unit appreciation rights, restricted units, unit awards, phantom units, distribution equivalent rights, cash awards, performance awards, other unit-based awards and substitute awards. Vesting and forfeiture requirements are at the discretion of the board of directors at the time of the grant. The board of directors has made 2,000,000 common units available under the LTIP, but no awards have been granted through the date of this filing. | ||||
Partnership Agreement | ||||
In connection with the IPO, the Partnership entered into an amended and restated partnership agreement. The amended and restated partnership agreement requires the Partnership to distribute its available cash on a quarterly basis, subject to certain terms and conditions, beginning with the quarter ending December 31, 2013. | ||||
Contribution Agreement | ||||
In connection with the IPO, the Partnership entered into a contribution agreement pursuant to which, among other things, the ownership interests in Arc Terminals LP and Arc Terminals GP LLC were contributed to the Partnership at the closing of the IPO. | ||||
Services Agreement | ||||
In connection with the IPO, the Partnership entered into a services agreement with the general partner and the sponsor, which provides, among other matters, that the sponsor will make available to the general partner the services of its executive officers and employees who serve as the general partner’s executive officers, and that the Partnership, the general partner and the Partnership’s subsidiaries, as the case may be, are obligated to reimburse the sponsor for any allocated portion of the costs that the sponsor incurs in providing services to the Partnership, including compensation and benefits to such employees of the sponsor, with the exception of costs attributable to the sponsor’s share-based compensation. | ||||
Registration Rights Agreement | ||||
In connection with the IPO, the Partnership entered into a registration rights agreement with the sponsor. Pursuant to the registration rights agreement, the Partnership is required to file a registration statement to register the common units issued to the sponsor and the common units issuable upon the conversion of the subordinated units upon request of the sponsor. In addition, the registration rights agreement gives the sponsor piggyback registration rights under certain circumstances. The registration rights agreement also includes provisions dealing with holdback agreements, indemnification and contribution and allocation of expenses. These registration rights are transferable to affiliates and, in certain circumstances, to third parties. | ||||
Assignment and Equity Purchase Agreement with GE EFS | ||||
In connection with the IPO, the Partnership entered into an assignment and equity purchase agreement with an affiliate of GE EFS that enabled the Partnership to acquire a 10.3% interest in Gulf LNG Holdings. Approximately, $72.7 million of the proceeds from the IPO were used to acquire the LNG Interest on the closing date of the IPO. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Significant Accounting Policies | ' | ||||||||
Note 3—Summary of Significant Accounting Policies | |||||||||
Cash and Cash Equivalents | |||||||||
The Partnership includes demand deposits with banks and all highly liquid investments with original maturities of three months or less in cash and cash equivalents. These balances are valued at cost, which approximates fair value. Cash balances are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of September 30, 2013 and December 31, 2012, the Partnership had balances that were in excess of this limit. | |||||||||
Trade Accounts Receivable | |||||||||
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The Partnership reserves for specific trade accounts receivable when it is probable that all or a part of an outstanding balance will not be collected. The Partnership regularly reviews collectability and establishes or adjusts the allowance as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. There were no reserves for uncollectible amounts as of September 30, 2013 and December 31, 2012. During the nine months ended September 30, 2013, the Partnership wrote off less than $0.1 million of uncollectible receivables. No other amounts have been deemed uncollectible in the periods presented in the condensed consolidated statements of income. | |||||||||
Inventories | |||||||||
Inventories consist of additives which are sold to customers and mixed with the various customer-owned liquid products stored in the Partnership’s terminals. Inventories are stated at the lower of cost or estimated net realizable value. Inventory costs are determined using the first-in, first-out method. | |||||||||
Other Current Assets | |||||||||
Other current assets consist primarily of prepaid expenses and deposits. | |||||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment is recorded at cost, less accumulated depreciation. The Partnership owns a 50% undivided interest in the property, plant and equipment at two terminal locations. At the time of acquisition, these assets were recorded at 50% of the aggregate fair value of the related property, plant and equipment. Expenditures for routine maintenance and repairs are charged to expense as incurred. Major improvements or expenditures that extend the useful life or productive capacity of assets are capitalized. Depreciation is recorded over the estimated useful lives of the applicable assets, using the straight-line method. The estimated useful lives are as follows: | |||||||||
Building and site improvements | 5–40 years | ||||||||
Tanks and trim | 2–40 years | ||||||||
Machinery and equipment | 2–25 years | ||||||||
Office furniture and equipment | 3–10 years | ||||||||
Capitalized costs incurred by the Partnership during the year for major improvements and capital projects that are not completed as of year-end are recorded as construction in progress. Construction in progress is not depreciated until the related assets or improvements are ready for intended use. Additionally, the Partnership capitalizes interest costs as a part of the historical cost of constructing certain assets and includes such interest in the property, plant and equipment line on the balance sheet. Capitalized interest for the nine months ended September 30, 2013 and 2012 was $0.3 million and $0.1 million, respectively. | |||||||||
Intangible Assets | |||||||||
Intangible assets primarily consist of customer relationships, acquired contracts and a covenant not to compete which are amortized on a straight-line basis over the expected life of each intangible asset. | |||||||||
Impairment of Long-Lived Assets | |||||||||
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. No impairment charges were recorded through September 30, 2013 and December 31, 2012. | |||||||||
Goodwill | |||||||||
Goodwill represents the excess of consideration paid over the fair value of net assets acquired in a business combination. Goodwill is not amortized but instead is assessed for impairment at least annually or when facts and circumstances warrant. Goodwill impairment is determined using a two-step process. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. The Partnership uses an analysis of industry valuation metrics, including review of values of comparable businesses to estimate fair value. If the carrying amount of a reporting unit exceeds its fair value, the second step is performed. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. | |||||||||
The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. Based on the analysis at December 31, 2012, the Partnership believes that no impairment of goodwill exists and there are no indicators of impairments since this assessment. There were no actual impairments recorded against goodwill through September 30, 2013 and December 31, 2012. | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Beginning Balance | $ | 6,730 | $ | 6,730 | |||||
Goodwill acquired | 8,432 | — | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 6,730 | |||||
Other Assets | |||||||||
Other assets consist primarily of debt issuance costs related to a credit facility amendment entered into in February 2013 (see “Note 7—Debt”). Interest expense during the nine months ended September 30, 2013 and September 30, 2012 includes one-time write offs of approximately $0.8 million and $0 million, respectively, representing the unamortized debt issuance costs prior to the refinancing of the debt. Debt issuance costs are capitalized and amortized over the term of the related debt using straight line amortization, which approximates the effective interest rate method. In addition, the Partnership has recorded approximately $1.2 million in deferred costs associated with the Offering. These costs will be offset against any proceeds in the Offering. | |||||||||
Deferred Revenue | |||||||||
Deferred revenue relates to customer contracts under which the customer has paid in advance for services not yet performed. The deferred revenue is recognized as the services are performed over the life of the contract. | |||||||||
Revenue Recognition | |||||||||
Revenues from leased tank storage and delivery services are recognized as the services are performed. Revenues also include the sale of excess products and additives which are mixed with customer-owned liquid products. Revenues for the sale of excess products and additives are recognized when title and risk of loss passes to the customer. | |||||||||
Income Taxes | |||||||||
Taxable income or loss of the Partnership generally is required to be reported on the income tax returns of the limited partners in accordance with the terms of the partnership agreement; and accordingly, no provision has been made in the accompanying consolidated financial statements for the limited partners’ federal income taxes. There are certain entity level state income taxes that are incurred at the Partnership level and have been recorded during the nine months ended September 30, 2013 and 2012. | |||||||||
Tax returns for the years ended December 31, 2012, 2011, 2010, 2009 and 2008 are open to IRS and state audits. The Partnership is not aware of any uncertain tax positions as of September 30, 2013 and December 31, 2012. | |||||||||
Fair Value of Financial Instruments | |||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at a specified measurement date. Fair value measurements are derived using inputs and assumptions that market participants would use in pricing an asset or liability, including assumptions about risk. GAAP establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This three-tier hierarchy classifies fair value amounts recognized or disclosed in the financial statements based on the observability of inputs used to estimate such fair values. The classification within the hierarchy of a financial asset or liability is determined based on the lowest level input that is significant to the fair value measurement. The hierarchy considers fair value amounts based on observable inputs (Level 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). At each balance sheet reporting date, the Partnership categorizes its financial assets and liabilities using this hierarchy. | |||||||||
The amounts reported in the balance sheet for cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term maturities of these instruments (Level 1). The carrying amount of the Partnership’s prior term loan and line of credit approximated fair value due to its short-term nature and market rate of interest (Level 2). | |||||||||
The Partnership believes that its valuation methods are appropriate and consistent with the values that would be determined by other market participants. However, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. | |||||||||
Limited Partners’ Net Income (Loss) Per Unit | |||||||||
The Partnership computes limited partners’ net income (loss) per unit by dividing its limited partners’ interest in net income (loss) by the weighted average number of units outstanding during the period. The overall computation, presentation and disclosure of the Partnership’s limited partners’ net income (loss) per unit are made in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share.” | |||||||||
Recently Issued Accounting Pronouncements | |||||||||
In December 2011, the FASB issued new guidance which requires an entity to disclose information about financial instruments and derivative financial instruments that have been offset within the balance sheet, or are subject to a master netting arrangement or similar agreement, regardless of whether they have been offset within the balance sheet. In January 2013, the FASB issued standards to clarify the scope of transactions subject to the disclosure provisions including derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are either offset in accordance with specific criteria established under GAAP, or that are subject to a master netting arrangement or similar agreement. Both standards are effective for interim and annual periods beginning on or after January 1, 2013, with required disclosures presented retrospectively for all comparative periods presented. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component; but does not change the current requirements for reporting net income or other comprehensive income in financial statements. The guidance requires presentation of significant amounts reclassified out of accumulated other comprehensive income into earnings by the respective line items of net income, but only if the amount reclassified is required under GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under GAAP that provide additional detail about those amounts. The standard is effective prospectively for reporting periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance that requires measurement of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date as the sum of (1) the amount the reporting entity agreed to pay on the basis of its arrangement among co-obligors and (2) any additional amount the reporting entity expects to pay on behalf of its co-obligors. Disclosures are required of the nature and amount of the obligations as well as information about such obligations. The guidance is effective for fiscal years beginning after December 15, 2013 and interim periods within those years, and should be applied retrospectively to all prior periods presented. The Partnership does not expect adoption of the new guidance to have a material impact on its financial position or results of operations. |
Acquisitions
Acquisitions | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||
Acquisitions | ' | ||||||||||||
Note 4—Acquisitions | |||||||||||||
Acquisitions | |||||||||||||
Gulf Coast Asphalt Company, L.L.C. Acquisition | |||||||||||||
On February 8, 2013, the Partnership acquired substantially all of the Mobile, AL and Saraland, AL operating assets related to the terminalling business of GCAC for approximately $85.0 million (“GCAC Purchase Price”) consisting of approximately $25.0 million in cash, $30.0 million in new preferred units (see “Note 8—Preferred Units”) in the Partnership and $30.0 million of assumed debt which was simultaneously extinguished at the acquisition closing by the Partnership. | |||||||||||||
The transaction was accounted for as a business combination in accordance with ASC Topic 805, “Business Combinations” | |||||||||||||
(“ASC 805”). The GCAC Purchase Price exceeded the approximately $76.6 million fair value of the identifiable assets acquired accordingly, the Partnership recognized goodwill of approximately $8.4 million. The Partnership believes the primary items that generated goodwill are both the value of the synergies created between the acquired assets and its existing assets, and its expected ability to grow the business acquired by leveraging its existing customer relationships. Furthermore, the Partnership expects that the entire amount of its recorded goodwill will be deductible for tax purposes. Transaction costs incurred in connection with the acquisition, consisting primarily of legal and other professional fees, totaled approximately $1.9 million and were expensed as incurred in accordance with ASC 805 and included in selling, general and administrative expenses in the condensed consolidated statement of income. | |||||||||||||
GCAC is able to receive up to an additional $5.0 million in earnout payments based upon the throughput over the life of one customer contract and/or any modifications to the other acquired contracts whereby the revenue contribution to the Partnership is increased. As of September 30, 2013, no additional amounts have been paid or are owed to GCAC under this earnout provision. | |||||||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||||||
Consideration: | |||||||||||||
Cash paid to seller | $ | 25,000 | |||||||||||
Debt assumed | 30,000 | ||||||||||||
Preferred units issued | 30,000 | ||||||||||||
Total consideration | $ | 85,000 | |||||||||||
Allocation of purchase price: | |||||||||||||
Property and equipment | $ | 39,242 | |||||||||||
Intangible assets | 37,326 | ||||||||||||
Goodwill | 8,432 | ||||||||||||
Net assets acquired | $ | 85,000 | |||||||||||
Since the acquisition date of February 8, 2013 through September 30, 2013, the acquired GCAC assets earned approximately $13.2 million in revenue and $7.1 million of operating income. | |||||||||||||
The following unaudited condensed consolidated statements of income provide pro forma income statement information for the nine months ended September 30, 2013 and the three and nine months ended September 30, 2012, which assumes the GCAC acquisition had occurred on January 1, 2012. The three months ended September 30, 2013 is not presented below because it would not be materially different from the information presented in the accompanying consolidated statements of income. The unaudited pro forma results reflect certain adjustments to the acquisition, such as increased depreciation and amortization expense on the fair value of the assets acquired. The following unaudited pro forma financial results are presented for comparative purposes only. | |||||||||||||
The unaudited pro forma financial results may not be indicative of the results that would have occurred had the acquisition been completed at the beginning of the periods presented, nor are they indicative of future results of operations (in thousands, except per unit amounts). | |||||||||||||
Three | Nine | ||||||||||||
Months Ended, | Months Ended, | ||||||||||||
September 30, | September 30, | ||||||||||||
2012 | 2013 | 2012 | |||||||||||
(Unaudited proforma) | |||||||||||||
Total revenues | $ | 7,967 | $ | 36,930 | $ | 25,473 | |||||||
Operating income | 1,421 | 9,017 | 4,724 | ||||||||||
Net income | $ | 564 | $ | 15,255 | $ | 1,719 | |||||||
Earnings per unit | |||||||||||||
Basic | $ | (0.01 | ) | $ | 2.66 | $ | (0.02 | ) | |||||
Diluted | $ | (0.01 | ) | $ | 2.05 | $ | (0.02 | ) | |||||
Motiva Enterprises LLC Acquisition | |||||||||||||
On February 21, 2013, the Partnership acquired substantially all of the operating assets related to the Brooklyn, NY terminal (the “Brooklyn Terminal”) of Motiva Enterprises LLC (“Motiva”) for approximately $27.0 million (“Motiva Purchase Price”) in cash. | |||||||||||||
The transaction was accounted for as a business combination in accordance with ASC 805. The fair value of the identifiable assets acquired of approximately $38.8 million exceeded the Motiva Purchase Price. Accordingly, the acquisition has been accounted for as a bargain purchase and, as a result, the Partnership recognized a gain of approximately $11.8 million associated with the acquisition. The gain is included in the line item “Gain on bargain purchase of business” in the condensed consolidated statements of income. Transaction costs incurred in connection with the acquisition, consisting primarily of legal and other professional fees, totaled approximately $1.5 million and were expensed as incurred in accordance with ASC 805 and included in selling, general and administrative expenses in the condensed consolidated statements of income. | |||||||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||||||
Consideration: | |||||||||||||
Cash paid to seller | $ | 27,000 | |||||||||||
Allocation of purchase price: | |||||||||||||
Property and equipment | $ | 36,749 | |||||||||||
Inventory | 19 | ||||||||||||
Intangible assets | 2,009 | ||||||||||||
Bargain purchase gain | (11,777 | ) | |||||||||||
Net assets acquired | $ | 27,000 | |||||||||||
Since the acquisition date of February 21, 2013 through September 30, 2013, the Brooklyn Terminal earned approximately $4.1 million in revenue and $2.4 million of operating income. | |||||||||||||
The unaudited pro forma results related to the Motiva acquisition have been excluded as the nature of the revenue-producing activities previously associated with the Brooklyn Terminal have changed substantially post-acquisition from intercompany revenue to third-party generated revenue. In addition, historical financial information for the Brooklyn Terminal prior to the acquisition is not indicative of how the Brooklyn Terminal is being operated post acquisition by the Partnership and would be of no comparative value in understanding the future operations of the Brooklyn Terminal. | |||||||||||||
The above acquisitions were accounted for under the acquisition method of accounting whereby management utilized the services of third-party valuation consultants, along with estimates and assumptions provided by management, to estimate the fair value of the net assets acquired. The third-party valuation consultants utilized several appraisal methodologies including income, market and cost approaches to estimate the fair value of the identifiable assets acquired. The condensed consolidated balance sheet as of September 30, 2013 reflects the preliminary purchase price allocation based on available information. Management is reviewing the valuation and confirming the results to determine the final purchase price allocations, which are expected to be completed in the fourth quarter of 2013. | |||||||||||||
The recognition of additional long-term assets acquired or liabilities assumed may be identified as management completes its analysis and additional information is obtained about the facts and circumstances existing as of the acquisition date. |
Property_Plant_and_Equipment
Property, Plant and Equipment | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment | ' | ||||||||
Note 5—Property, Plant and Equipment | |||||||||
As of September 30, 2013 and December 31, 2012, the Partnership’s property, plant and equipment consisted of (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Land | $ | 51,175 | $ | 20,804 | |||||
Buildings and site improvements | 32,644 | 15,310 | |||||||
Tanks and trim | 88,099 | 61,338 | |||||||
Machinery and equipment | 31,959 | 24,197 | |||||||
Office furniture and equipment | 2,325 | 1,404 | |||||||
Construction in progress | 8,347 | 4,762 | |||||||
214,549 | 127,815 | ||||||||
Less: Accumulated depreciation | (15,169 | ) | (11,015 | ) | |||||
Property, plant and equipment, net | $ | 199,380 | $ | 116,800 | |||||
Intangible_Assets
Intangible Assets | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||
Intangible Assets | ' | ||||||||||
Note 6—Intangible Assets | |||||||||||
As of September 30, 2013 and December 31, 2012, the Partnership’s intangible assets consisted of (in thousands): | |||||||||||
Estimated | |||||||||||
Useful Lives | September 30, | December 31, | |||||||||
in Years | 2013 | 2012 | |||||||||
Customer relationships | 21 | $ | 4,785 | $ | 4,785 | ||||||
Acquired contracts | 10-Feb | 39,900 | 1,221 | ||||||||
Noncompete agreements | 3-Feb | 741 | 85 | ||||||||
45,426 | 6,091 | ||||||||||
Less: Accumulated amortization | (5,829 | ) | (2,404 | ) | |||||||
Intangible assets, net | $ | 39,597 | $ | 3,687 | |||||||
The estimated future amortization expense is approximately $1.3 million in 2013, $5.1 million in 2014, $4.3 million in 2015, $3.9 million in 2016, $3.9 million in 2017 and $21.1 million thereafter. |
Debt
Debt | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Debt Disclosure [Abstract] | ' | ||||
Debt | ' | ||||
Note 7—Debt | |||||
In January 2012, the Partnership entered into a $40.0 million credit facility that had an initial three year term and bore interest based upon the London Interbank Offered Rate (“LIBOR”) plus an applicable margin. The applicable margin was based on the leverage ratio as defined by the credit agreement, calculated at the beginning of each interest period. At the time of closing, the Partnership borrowed $22.0 million on the credit facility, applying $20.0 million to extinguish the Partnership’s prior revolving line of credit and pay transaction fees, and the balance was used for operations. The credit facility required the Partnership to maintain a leverage ratio of not more than 3.75 to 1.00, which decreased to 3.50 to 1.00 on or after March 31, 2013 and a minimum fixed charge ratio of not less than 1.25 to 1.00. At December 31, 2012, the Partnership was in compliance with such covenants. At December 31, 2012, the interest rate was 3.47% and the balance outstanding on the credit facility was $30.5 million. | |||||
In February 2013, the Partnership amended the credit facility to include a $65.0 million term loan and a $65.0 million revolving line of credit. The amended credit facility had an initial three year term and bore interest based upon LIBOR plus an applicable margin. The applicable margin was based on the leverage ratio as defined in the credit agreement, calculated at the beginning of each interest period. At the time of the closing, the Partnership borrowed an additional $55.0 million which was used to satisfy the cash portion of the GCAC Purchase Price and to extinguish the debt acquired as a part of the GCAC acquisition. Also in February 2013, the Partnership borrowed an additional $27.0 million to complete the Motiva acquisition. The amended credit facility required the Partnership to maintain an initial leverage ratio of not more than 5.00 to 1.00, which decreased to 4.00 to 1.00 by December 31, 2013 and a minimum fixed charge ratio of not less than 1.25 to 1.00. As of September 30, 2013, the Partnership was in compliance with such covenants. The interest rate at September 30, 2013 was 4.18% and the balance outstanding on the amended credit facility was $112.6 million. In connection with the closing of the IPO, the Partnership amended and restated the amended credit facility. See “Note 16—Subsequent Events—Amended and Restated Credit Facility.” | |||||
Maturities of long-term debt at September 30, 2013 are as follows (in thousands): | |||||
2013 | $ | 813 | |||
2014 | 6,500 | ||||
2015 | 9,750 | ||||
2016 | 95,500 | ||||
$ | 112,563 | ||||
Preferred_Units
Preferred Units | 9 Months Ended |
Sep. 30, 2013 | |
Text Block [Abstract] | ' |
Preferred Units | ' |
Note 8—Preferred Units | |
In February 2013, the Partnership, as a part of the GCAC Purchase Price (see “Note 4—Acquisitions”), issued 1,500,000 preferred units to GCAC in exchange for $30.0 million. The preferred units ranked senior in liquidation preference and distributions to all existing and outstanding common and subordinated units, but similar to the common and subordinated units, the preferred units did not have any voting rights. The preferred units were entitled to 8% annual distributions, paid 45 days following each calendar quarter, assuming the Partnership remained in compliance with all related covenants in its credit facility. If for any reason the Partnership were to be unable to pay the quarterly distributions on time to the preferred unit holders, the distribution amount would have compounded at an 8% annual interest rate until paid. | |
The preferred units were redeemable for cash or convertible into the same class of units owned by the general partner (a wholly owned subsidiary of the Partnership’s majority limited partner) three years and six months from the date of closing. In addition, the preferred units were convertible at any time at the election of the preferred unit holders prior to the redemption date into the same class of units owned by the general partner at a predetermined price on a one for one basis. Further, at the time of an initial public offering the preferred unit holders could either choose to convert into subordinated or common units based upon availability or choose to be redeemed for cash from the proceeds thereof. The Partnership has recorded the preferred units as mezzanine equity in accordance with ASC Topic 480 Distinguishing Liabilities from Equity (“ASC 480”) due to the redeemable nature, at the option of the holders, of the preferred units at a fixed and determinable price based upon certain redemption events which are outside the control of the Partnership. As of September 30, 2013, the Partnership accrued for a deemed distribution to the preferred units of $0.6 million. During the nine months ended September 30, 2013, the Partnership paid $0.9 million in cash distributions to the preferred unit holders. In connection with the closing of the IPO, GCAC contributed the preferred units in exchange for 779 common units and 58,426 subordinated units in Arc Logistics and $29.8 million in cash (see “Note 2—Initial Public Offering—The Offering”). |
Partners_Capital
Partners' Capital | 9 Months Ended |
Sep. 30, 2013 | |
Equity [Abstract] | ' |
Partners' Capital | ' |
Note 9—Partners’ Capital | |
5,050,000 subordinated units were outstanding as of September 30, 2013 and December 31, 2012, representing the limited partners’ 98% interest in the Partnership. The general partner held a 2% interest in the Partnership as of September 30, 2013 and December 31 2012. Subordinated units convert into common units on a one-for-one basis upon the occurrence of specified events as defined in the partnership agreement. | |
The partnership agreement contains provisions for the allocation of net income and loss to the unitholders and the general partner. The partnership agreement also sets forth the calculation to be used to determine the amount and priority of cash distributions that the common unitholders, subordinated unitholders and general partner will receive. | |
The Partnership did not pay any cash distributions to its subordinated unitholders or general partner during the nine months ended September 30, 2013, whereas for the nine months ended September 30, 2012 the Partnership paid cash distributions totaling $6.1 million. The Partnership did not receive any contributions from its subordinated unitholders during the nine months ended September 30, 2013 and 2012, respectively. See “Note 16—Subsequent Events—Partnership Agreement”. |
Segment_Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2013 | |
Segment Reporting [Abstract] | ' |
Segment Reporting | ' |
Note 10—Segment Reporting | |
The Partnership derives revenue from operating its 14 petroleum and petrochemical storage and terminal facilities. The 14 facilities have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers. |
Related_Party_Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions | ' |
Note 11—Related Party Transactions | |
Pursuant to the partnership agreement, the general partner conducts, directs and manages all activities of the Partnership. The general partner is reimbursed on a monthly basis, or such other basis as may be determined, for: (i) all direct and indirect expenses it incurs or payments it makes on behalf of the Partnership and its subsidiaries and (ii) all other expenses allocable to the Partnership and its subsidiaries or otherwise incurred by the general partner in connection with operating the Partnership and its subsidiaries’ businesses (including expenses allocated to the general partner by its affiliates). | |
For the three months ended September 30, 2013 and 2012, the general partner incurred expenses of $0.6 million and $0.7 million, respectively. For the nine months ended September 30, 2013 and 2012, the general partner incurred expenses of $1.8 million and $2.0 million, respectively. Such expenses are reimbursable from the Partnership and are reflected in the selling, general and administrative - affiliate line on the condensed consolidated statements of income. As of September 30, 2013 and December 31, 2012, the Partnership had a payable of approximately $4.8 million and $0.2 million, respectively, to the general partner which is reflected as Due to general partner in the accompanying condensed consolidated balance sheets. | |
During 2007, the Partnership acquired seven terminals from Center Oil for $35.0 million in cash and 750,000 subordinated units in the Partnership. In connection with this purchase, the Partnership entered into a storage and throughput agreement (the Center Oil “Agreement”) with Center Oil whereby the Partnership provides storage and throughput services for various petroleum products to Center Oil at the terminals acquired by the Partnership in return for a fixed per barrel fee for each outbound barrel of Center Oil product shipped or committed to be shipped. The throughput fee is calculated and due monthly based on the terms and conditions as set forth in the Center Oil Agreement. In addition to the monthly throughput fee, Center Oil agrees to pay the Partnership a fixed per barrel fee for any additives added into product. | |
The initial term of the Agreement was five years. If notice is not provided by Seller, the Agreement will automatically renew for three additional three-year terms at rates adjusted for inflation as determined in accordance with the terms of the Agreement. The Agreement can be terminated by either party upon written notification of such party’s intent to terminate the Agreement at the expiration of such applicable term and must be received by the other party not later than 18 months prior to the expiration of the applicable term. The Agreement was renewed and amended in July 2012 for an additional three years. | |
During 2013, the Partnership acquired terminals assets from GCAC for $25.0 million in cash, $30.0 million of preferred units in the Partnership and the assumption of approximately $30.0 million in debt. In connection with this purchase, the Partnership entered into a storage and throughput agreement (the “GCAC Agreement 1”) with GCAC whereby the Partnership will provide storage and throughput services for various petroleum products to GCAC at the existing terminals acquired by the Partnership in return for a fixed per barrel storage fee plus a fixed per barrel fee for related throughput and other ancillary services. In addition, the Partnership entered into a second storage and throughput agreement with GCAC (the “GCAC Agreement 2”) whereby the Partnership will build an additional 150,000 barrels of storage tanks for GCAC to store and throughput various petroleum products in return for similar economic terms of GCAC Agreement 1. | |
The terms of GCAC Agreement 1 and GCAC Agreement 2 are five years. These agreements can be terminated by either party upon written notification of such party’s intent to terminate these agreements at the expiration of such applicable term and must be received by the other party not later than 180 days prior to the expiration of the applicable term. |
Major_Customers
Major Customers | 9 Months Ended |
Sep. 30, 2013 | |
Text Block [Abstract] | ' |
Major Customers | ' |
Note 12—Major Customers | |
Center Oil is a major customer which accounted for approximately 14% and 46% of the Partnership’s revenues during the three months ended September 30, 2013 and 2012, respectively. During the nine months ended September 30, 2013 and 2012, Center Oil accounted for approximately 16% and 43% of the Partnership’s revenues, respectively. The preceding revenues have been earned as the result of the Agreement described in “Note 11—Related Party Transactions.” In addition, the Partnership has an additional customer who comprised approximately 12% and 0% of the Partnership’s revenues for the three months ended September 30, 2013 and 2012, respectively, and 11% and 0% for the nine months ended September 30, 2013 and 2012, respectively. | |
Center Oil also accounted for approximately 13% and 46% of the Partnership’s trade accounts receivable at September 30, 2013 and December 31, 2012. In addition, an unrelated customer comprised approximately 9% of trade accounts receivable at both September 30, 2013 and December 31, 2012. Each of these customer relationships could potentially subject the Partnership to significant concentrations of credit risk. |
Commitments_and_Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Commitments And Contingencies Disclosure [Abstract] | ' |
Commitments and Contingencies | ' |
Note 13—Commitments and Contingencies | |
The Partnership leases its corporate office space under a lease that expires in 2014. Future minimum lease payments under this office space lease at September 30, 2013 were less than $0.1 million for each of 2013 and 2014. | |
The Partnership has contingent liabilities that arise from time to time in the ordinary course of business. In management’s opinion, the ultimate outcome of these contingencies will not have a material adverse effect on the financial position or results of operations of the Partnership. |
Environmental_Contingencies
Environmental Contingencies | 9 Months Ended |
Sep. 30, 2013 | |
Environmental Remediation Obligations [Abstract] | ' |
Environmental Contingencies | ' |
Note 14—Environmental Contingencies | |
The Partnership may have environmental liabilities that arise from time to time in the ordinary course of business and provides for losses associated with environmental remediation obligations, when such losses are probable and reasonably estimable. Estimated losses from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study. Loss accruals are adjusted as further information becomes available or circumstances change. Costs of future expenditures for environmental remediation obligations are not discounted to their present value. There were no accruals recorded for environmental losses as of September 30, 2013 and December 31, 2012. |
Risks_and_Uncertainties
Risks and Uncertainties | 9 Months Ended |
Sep. 30, 2013 | |
Risks And Uncertainties [Abstract] | ' |
Risks and Uncertainties | ' |
Note 15—Risks and Uncertainties | |
The Partnership relies on its credit facility to fund short-term liquidity needs if internal funds are not available from the Partnership’s operations. Disruptions in the capital and credit markets could adversely affect the Partnership’s ability to draw on its credit facility or extend or refinance the credit facility. | |
The Partnership’s customers and suppliers also have exposure to risks that their businesses are adversely affected by worldwide financial uncertainty and any resulting potential disruptions in the capital and credit markets. The Partnership’s customers are concentrated in the oil and gas industry, an industry that is subject to significant volatility, both with respect to the market price and demand for crude and refined products. |
Subsequent_Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 16—Subsequent Events | |
The Offering | |
On November 12, 2013, the Partnership closed the IPO at a price to the public of $19.00 per unit. On November 18, 2013, the Partnership completed the sale of 786,869 additional common units pursuant to the partial exercise of the underwriters’ over-allotment option at a price to the public of $19.00 per unit. (See “Note 1—Business and Basis of Presentation” and “Note 2—Initial Public Offering—The Offering”). | |
Amended and Restated Credit Facility | |
On November 12, 2013, in connection with the closing of the IPO, the Partnership entered into the Amended and Restated Credit Facility (see “Note 2—Initial Public Offering—Amended and Restated Credit Facility”). The Amended and Restated Credit Facility has an initial term of five years and up to $175.0 million of borrowing capacity. | |
The Amended and Restated Credit Facility is available to pay costs associated with the Offering and the negotiation and closing of the Amended and Restated Credit Facility, to refinance existing indebtedness, to fund working capital and to finance capital expenditures and other permitted payments and for other lawful corporate purposes. The Partnership may request that the maximum amount of the Amended and Restated Credit Facility be increased by up to an aggregate of $100.0 million, subject to receiving increased commitments from lenders or commitments from other financial institutions. The Amended and Restated Credit Facility is available for revolving loans, including a sublimit of $5.0 million for swing line loans and a sublimit of $10.0 million for letters of credit. The Partnership’s obligations under the Amended and Restated Credit Facility are secured by a first priority lien on substantially all of the Partnership’s material assets other than the LNG Interest. The Partnership and each of the Partnership’s existing subsidiaries (other than the borrower) and each of the Partnership’s future restricted subsidiaries (as such term is defined therein) will also guarantee the Amended and Restated Credit Facility. In connection with the Amended and Restated Credit Facility, the Partnership will recognize a one-time write off of approximately $2.7 million of unamortized debt issuance costs in the fourth quarter of 2013. The Amended and Restated Credit Facility will mature on November 12, 2018. | |
Loans under the Amended and Restated Credit Facility will bear interest at a floating rate based upon the leverage ratio, equal to, at the Partnership’s option, either (a) a base rate plus a range from 100 to 200 basis points per annum or (b) a LIBOR rate, plus a range of 200 to 300 basis points. The base rate is established as the highest of (i) the rate which SunTrust Bank announces, from time to time, as its prime lending rate, (ii) daily one-month LIBOR plus 100 basis points per annum and (iii) the federal funds rate plus 0.50% per annum. The unused portion of the Amended and Restated Credit Facility will be subject to a commitment fee calculated based upon the Partnership’s leverage ratio ranging from 0.375% to 0.50% per annum. Upon any event of default, the interest rate will, upon the request of the lenders holding a majority of the commitments, be increased by 2.0% on overdue amounts per annum for the period during which the event of default exists. | |
The Amended and Restated Credit Facility contains certain customary representations and warranties, affirmative covenants, negative covenants and events of default. The negative covenants include restrictions on the Partnership’s ability to incur additional indebtedness, acquire and sell assets, create liens, make investments and make distributions. | |
The Amended and Restated Credit Facility requires the Partnership to maintain a leverage ratio (as such term is defined therein) of not more than 4.50 to 1.00, which may increase to up to 5.00 to 1.00 during specified periods following a permitted acquisition or issuance of over $200 million of senior notes, and a minimum interest coverage ratio (as such term is defined therein) of not less than 2.50 to 1.00. If the Partnership issues over $200 million of senior notes, the Partnership will be subject to an additional financial covenant pursuant to which the Partnership’s secured leverage ratio (as such term is defined therein) must not be more than 3.50 to 1.00. The Amended and Restated Credit Facility places certain restrictions on the issuance of senior notes. | |
If an event of default (as such term is defined therein) occurs, the agent would be entitled to take various actions, including the acceleration of amounts due under the Amended and Restated Credit Facility, termination of the commitments under the Amended and Restated Credit Facility and all remedial actions available to a secured creditor. The events of default include customary events for a financing agreement of this type, including, without limitation, payment defaults, material inaccuracies of representations and warranties, defaults in the performance of affirmative or negative covenants (including financial covenants), bankruptcy or related defaults, defaults relating to judgments, nonpayment of other material indebtedness and the occurrence of a change in control. In connection with the Amended and Restated Credit Facility, the Partnership and the Partnership’s subsidiaries have entered into certain customary ancillary agreements and arrangements, which, among other things, provide that the indebtedness, obligations and liabilities arising under or in connection with the facility are unconditionally guaranteed by the Partnership and each of the Partnership’s existing subsidiaries (other than the borrower) and each of the Partnership’s future restricted subsidiaries (as such term is defined therein). | |
Long-Term Incentive Plan | |
In connection with the IPO, the board of directors of the general partner adopted the LTIP for employees, officers, consultants and directors of the general partner and any of its affiliates, including the sponsor, who perform services for the Partnership. Awards may be granted in the form of unit options, unit appreciation rights, restricted units, unit awards, phantom units, distribution equivalent rights, cash awards, performance awards, other unit-based awards and substitute awards. Vesting and forfeiture requirements are at the discretion of the board of directors at the time of the grant. The board of directors has made 2,000,000 common units available under the LTIP, but no awards have been granted through the date of this filing. | |
Partnership Agreement | |
In connection with the IPO, the Partnership entered into an amended and restated partnership agreement. The amended and restated partnership agreement requires the Partnership to distribute its available cash on a quarterly basis, subject to certain terms and conditions, beginning with the quarter ending December 31, 2013. | |
Contribution Agreement | |
In connection with the IPO, the Partnership entered into a contribution agreement pursuant to which, among other things, the ownership interests in Arc Terminals LP and Arc Terminals GP LLC were contributed to the Partnership at the closing of the IPO. | |
Services Agreement | |
In connection with the IPO, the Partnership entered into a services agreement with the general partner and the sponsor, which provides, among other matters, that the sponsor will make available to the general partner the services of its executive officers and employees who serve as the general partner’s executive officers, and that the Partnership, the general partner and the Partnership’s subsidiaries, as the case may be, are obligated to reimburse the sponsor for any allocated portion of the costs that the sponsor incurs in providing services to the Partnership, including compensation and benefits to such employees of the sponsor, with the exception of costs attributable to the sponsor’s share-based compensation. | |
Registration Rights Agreement | |
In connection with the IPO, the Partnership entered into a registration rights agreement with the sponsor. Pursuant to the registration rights agreement, the Partnership is required to file a registration statement to register the common units issued to the sponsor and the common units issuable upon the conversion of the subordinated units upon request of the sponsor. In addition, the registration rights agreement gives the sponsor piggyback registration rights under certain circumstances. The registration rights agreement also includes provisions dealing with holdback agreements, indemnification and contribution and allocation of expenses. These registration rights are transferable to affiliates and, in certain circumstances, to third parties. | |
Assignment and Equity Purchase Agreement with GE EFS | |
In connection with the IPO, the Partnership entered into an assignment and equity purchase agreement with an affiliate of GE EFS that enabled the Partnership to acquire a 10.3% interest in Gulf LNG Holdings. Approximately $72.7 million of the proceeds from the IPO were used to acquire the LNG Interest on the closing date of the IPO. |
Business_and_Basis_of_Presenta1
Business and Basis of Presentation (Policies) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Organization | ' | ||||||||
Organization | |||||||||
Arc Terminals LP is a Delaware limited partnership formed in March 2007 to operate terminalling and other midstream energy businesses and assets. Arc Logistics Partners LP (“Arc Logistics”) is a Delaware limited partnership formed in July 2013 by Lightfoot Capital Partners, LP and its general partner, Lightfoot Capital Partners GP LLC (the “sponsor” or “Lightfoot”), to own, operate, develop and acquire a diversified portfolio of complementary energy logistics assets. A registration statement on Form S-1, as amended through the time of its effectiveness, was filed by Arc Logistics with the Securities and Exchange Commission (the “SEC”) and was declared effective on November 5, 2013. On November 6, 2013, Arc Logistics’s common units began trading on the New York Stock Exchange under the symbol “ARCX.” On November 12, 2013, Arc Logistics completed its initial public offering (the “IPO”) of 6,000,000 common units representing limited partner interests and on November 18, 2013, Arc Logistics completed the sale of 786,869 additional common units pursuant to the partial exercise of the underwriters’ over-allotment option (together with the IPO, the “Offering”). Following the closing of the IPO, Arc Logistics includes the assets, liabilities and results of operations previously owned and operated by Arc Terminals LP and Arc Terminals GP LLC which consists of 14 terminals and other assets located in the East Coast, Gulf Coast and Midwest regions of the United States relating to the terminalling, storage, throughput and transloading of crude oil and petroleum products. In connection with the IPO, Arc Logistics acquired the LNG Interest (as defined below). | |||||||||
Unless the context suggests otherwise, references in this report to the “Partnership” for periods prior to the closing of the IPO refer to Arc Terminals LP and its subsidiaries and for periods on and after the closing of the IPO refer to Arc Logistics Partners LP and its subsidiaries. Unless the context suggests otherwise, references to the “general partner” for periods prior to the closing of the IPO refer to Arc Terminals GP LLC which owned the general partner interest in Arc Terminals LP and for periods on and after the closing of the IPO refer to Arc Logistics GP LLC, which owns a non-economic general partner interest in the Partnership and all of the Partnership’s incentive distribution rights. References to “GCAC” refer to Gulf Coast Asphalt Company, L.L.C., which contributed its preferred units in Arc Terminals LP to the Partnership upon the consummation of the IPO. References to “Center Oil” refer to GP&W, Inc., d.b.a. Center Oil, and affiliates, including Center Terminal Company-Cleveland, which contributed its limited partner interests in Arc Terminals LP to the Partnership upon the consummation of the IPO. References to “Gulf LNG Holdings” refer to Gulf LNG Holdings Group, LLC and its subsidiaries, which own a liquefied natural gas regasification and storage facility in Pascagoula, MS, which is referred to herein as the “LNG Facility.” The Partnership used a portion of the proceeds from the IPO to acquire a 10.3% limited liability company interest in Gulf LNG Holdings, which is referred to herein as the “LNG Interest.” | |||||||||
Basis of Presentation | ' | ||||||||
Basis of Presentation | |||||||||
The accompanying unaudited condensed consolidated financial statements include the accounts of the Partnership and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. | |||||||||
The Partnership’s results of operations for the three and nine months ended September 30, 2013 are not necessarily indicative of results expected for the full year of 2013 or for any other period. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, which consist only of normal recurring adjustments, necessary to state fairly the results of the interim periods. The unaudited condensed consolidated financial statements and accompanying notes were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and under the rules and regulations of the SEC. The year-end condensed balance sheet data was derived from audited financial statements, but does not include all disclosures required by GAAP. Accordingly, these financial statements do not include all of the disclosures required to be included in annual audited financial statements by GAAP and should be read along with the Partnership’s 2012 audited consolidated financial statements and related notes included in Arc Logistics’ Rule 424(b)(4) prospectus filed with the SEC on November 7, 2013 (the “Prospectus”). | |||||||||
Use of Estimates | ' | ||||||||
Use of Estimates | |||||||||
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements. The most significant estimates relate to the valuation of acquired businesses, goodwill and intangible assets and the useful lives of intangible assets and property, plant and equipment. Actual results could differ from those estimates. | |||||||||
Cash and Cash Equivalents | ' | ||||||||
Cash and Cash Equivalents | |||||||||
The Partnership includes demand deposits with banks and all highly liquid investments with original maturities of three months or less in cash and cash equivalents. These balances are valued at cost, which approximates fair value. Cash balances are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of September 30, 2013 and December 31, 2012, the Partnership had balances that were in excess of this limit. | |||||||||
Trade Accounts Receivable | ' | ||||||||
Trade Accounts Receivable | |||||||||
Trade accounts receivable are recorded at the invoiced amount and do not bear interest. The Partnership reserves for specific trade accounts receivable when it is probable that all or a part of an outstanding balance will not be collected. The Partnership regularly reviews collectability and establishes or adjusts the allowance as necessary using the specific identification method. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. There were no reserves for uncollectible amounts as of September 30, 2013 and December 31, 2012. During the nine months ended September 30, 2013, the Partnership wrote off less than $0.1 million of uncollectible receivables. No other amounts have been deemed uncollectible in the periods presented in the condensed consolidated statements of income. | |||||||||
Inventories | ' | ||||||||
Inventories | |||||||||
Inventories consist of additives which are sold to customers and mixed with the various customer-owned liquid products stored in the Partnership’s terminals. Inventories are stated at the lower of cost or estimated net realizable value. Inventory costs are determined using the first-in, first-out method. | |||||||||
Other Current Assets | ' | ||||||||
Other Current Assets | |||||||||
Other current assets consist primarily of prepaid expenses and deposits. | |||||||||
Property, Plant and Equipment | ' | ||||||||
Property, Plant and Equipment | |||||||||
Property, plant and equipment is recorded at cost, less accumulated depreciation. The Partnership owns a 50% undivided interest in the property, plant and equipment at two terminal locations. At the time of acquisition, these assets were recorded at 50% of the aggregate fair value of the related property, plant and equipment. Expenditures for routine maintenance and repairs are charged to expense as incurred. Major improvements or expenditures that extend the useful life or productive capacity of assets are capitalized. Depreciation is recorded over the estimated useful lives of the applicable assets, using the straight-line method. The estimated useful lives are as follows: | |||||||||
Building and site improvements | 5–40 years | ||||||||
Tanks and trim | 2–40 years | ||||||||
Machinery and equipment | 2–25 years | ||||||||
Office furniture and equipment | 3–10 years | ||||||||
Capitalized costs incurred by the Partnership during the year for major improvements and capital projects that are not completed as of year-end are recorded as construction in progress. Construction in progress is not depreciated until the related assets or improvements are ready for intended use. Additionally, the Partnership capitalizes interest costs as a part of the historical cost of constructing certain assets and includes such interest in the property, plant and equipment line on the balance sheet. Capitalized interest for the nine months ended September 30, 2013 and 2012 was $0.3 million and $0.1 million, respectively. | |||||||||
Intangible Assets | ' | ||||||||
Intangible Assets | |||||||||
Intangible assets primarily consist of customer relationships, acquired contracts and a covenant not to compete which are amortized on a straight-line basis over the expected life of each intangible asset. | |||||||||
Impairment of Long-Lived Assets | ' | ||||||||
Impairment of Long-Lived Assets | |||||||||
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to the estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset. Assets to be disposed of are separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated. No impairment charges were recorded through September 30, 2013 and December 31, 2012. | |||||||||
Goodwill | ' | ||||||||
Goodwill | |||||||||
Goodwill represents the excess of consideration paid over the fair value of net assets acquired in a business combination. Goodwill is not amortized but instead is assessed for impairment at least annually or when facts and circumstances warrant. Goodwill impairment is determined using a two-step process. The first step of the goodwill impairment test is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount, including goodwill. The Partnership uses an analysis of industry valuation metrics, including review of values of comparable businesses to estimate fair value. If the carrying amount of a reporting unit exceeds its fair value, the second step is performed. The second step of the goodwill impairment test compares the implied fair value of the reporting unit’s goodwill with the carrying amount of that goodwill. If the carrying amount of the reporting unit’s goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. | |||||||||
The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination. Based on the analysis at December 31, 2012, the Partnership believes that no impairment of goodwill exists and there are no indicators of impairments since this assessment. There were no actual impairments recorded against goodwill through September 30, 2013 and December 31, 2012. | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Beginning Balance | $ | 6,730 | $ | 6,730 | |||||
Goodwill acquired | 8,432 | — | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 6,730 | |||||
Other Assets | ' | ||||||||
Other Assets | |||||||||
Other assets consist primarily of debt issuance costs related to a credit facility amendment entered into in February 2013 (see “Note 7—Debt”). Interest expense during the nine months ended September 30, 2013 and September 30, 2012 includes one-time write offs of approximately $0.8 million and $0 million, respectively, representing the unamortized debt issuance costs prior to the refinancing of the debt. Debt issuance costs are capitalized and amortized over the term of the related debt using straight line amortization, which approximates the effective interest rate method. In addition, the Partnership has recorded approximately $1.2 million in deferred costs associated with the Offering. These costs will be offset against any proceeds in the Offering. | |||||||||
Deferred Revenue | ' | ||||||||
Deferred Revenue | |||||||||
Deferred revenue relates to customer contracts under which the customer has paid in advance for services not yet performed. The deferred revenue is recognized as the services are performed over the life of the contract. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
Revenues from leased tank storage and delivery services are recognized as the services are performed. Revenues also include the sale of excess products and additives which are mixed with customer-owned liquid products. Revenues for the sale of excess products and additives are recognized when title and risk of loss passes to the customer. | |||||||||
Income Taxes | ' | ||||||||
Income Taxes | |||||||||
Taxable income or loss of the Partnership generally is required to be reported on the income tax returns of the limited partners in accordance with the terms of the partnership agreement; and accordingly, no provision has been made in the accompanying consolidated financial statements for the limited partners’ federal income taxes. There are certain entity level state income taxes that are incurred at the Partnership level and have been recorded during the nine months ended September 30, 2013 and 2012. | |||||||||
Tax returns for the years ended December 31, 2012, 2011, 2010, 2009 and 2008 are open to IRS and state audits. The Partnership is not aware of any uncertain tax positions as of September 30, 2013 and December 31, 2012. | |||||||||
Fair Value of Financial Instruments | ' | ||||||||
Fair Value of Financial Instruments | |||||||||
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at a specified measurement date. Fair value measurements are derived using inputs and assumptions that market participants would use in pricing an asset or liability, including assumptions about risk. GAAP establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This three-tier hierarchy classifies fair value amounts recognized or disclosed in the financial statements based on the observability of inputs used to estimate such fair values. The classification within the hierarchy of a financial asset or liability is determined based on the lowest level input that is significant to the fair value measurement. The hierarchy considers fair value amounts based on observable inputs (Level 1 and 2) to be more reliable and predictable than those based primarily on unobservable inputs (Level 3). At each balance sheet reporting date, the Partnership categorizes its financial assets and liabilities using this hierarchy. | |||||||||
The amounts reported in the balance sheet for cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair value because of the short-term maturities of these instruments (Level 1). The carrying amount of the Partnership’s prior term loan and line of credit approximated fair value due to its short-term nature and market rate of interest (Level 2). | |||||||||
The Partnership believes that its valuation methods are appropriate and consistent with the values that would be determined by other market participants. However, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. | |||||||||
Limited Partners' Net Income (Loss) Per Unit | ' | ||||||||
Limited Partners’ Net Income (Loss) Per Unit | |||||||||
The Partnership computes limited partners’ net income (loss) per unit by dividing its limited partners’ interest in net income (loss) by the weighted average number of units outstanding during the period. The overall computation, presentation and disclosure of the Partnership’s limited partners’ net income (loss) per unit are made in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share.” | |||||||||
Recently Issued Accounting Pronouncements | ' | ||||||||
Recently Issued Accounting Pronouncements | |||||||||
In December 2011, the FASB issued new guidance which requires an entity to disclose information about financial instruments and derivative financial instruments that have been offset within the balance sheet, or are subject to a master netting arrangement or similar agreement, regardless of whether they have been offset within the balance sheet. In January 2013, the FASB issued standards to clarify the scope of transactions subject to the disclosure provisions including derivatives, repurchase agreements and reverse repurchase agreements, and securities borrowing and securities lending transactions that are either offset in accordance with specific criteria established under GAAP, or that are subject to a master netting arrangement or similar agreement. Both standards are effective for interim and annual periods beginning on or after January 1, 2013, with required disclosures presented retrospectively for all comparative periods presented. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance which requires an entity to provide information about the amounts reclassified out of accumulated other comprehensive income by component; but does not change the current requirements for reporting net income or other comprehensive income in financial statements. The guidance requires presentation of significant amounts reclassified out of accumulated other comprehensive income into earnings by the respective line items of net income, but only if the amount reclassified is required under GAAP to be reclassified to net income in its entirety in the same reporting period. For other amounts that are not required under GAAP to be reclassified in their entirety to net income, an entity is required to cross-reference to other disclosures required under GAAP that provide additional detail about those amounts. The standard is effective prospectively for reporting periods beginning after December 15, 2012 with early adoption permitted. The adoption of this guidance has not had a material impact on our financial statements. | |||||||||
In February 2013, the FASB issued new guidance that requires measurement of obligations resulting from joint and several liability arrangements for which the total amount of the obligation is fixed at the reporting date as the sum of (1) the amount the reporting entity agreed to pay on the basis of its arrangement among co-obligors and (2) any additional amount the reporting entity expects to pay on behalf of its co-obligors. Disclosures are required of the nature and amount of the obligations as well as information about such obligations. The guidance is effective for fiscal years beginning after December 15, 2013 and interim periods within those years, and should be applied retrospectively to all prior periods presented. The Partnership does not expect adoption of the new guidance to have a material impact on its financial position or results of operations. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Schedule of Estimated Useful Lives of Assets | ' | ||||||||
The estimated useful lives are as follows: | |||||||||
Building and site improvements | 5–40 years | ||||||||
Tanks and trim | 2–40 years | ||||||||
Machinery and equipment | 2–25 years | ||||||||
Office furniture and equipment | 3–10 years | ||||||||
Schedule of Goodwill | ' | ||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Beginning Balance | $ | 6,730 | $ | 6,730 | |||||
Goodwill acquired | 8,432 | — | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 6,730 |
Acquisitions_Tables
Acquisitions (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2013 | |||||||||||||
Gulf Coast Asphalt Company L.L.C. [Member] | ' | ||||||||||||
Summary of Consideration Paid and Amounts of Assets Acquired | ' | ||||||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||||||
Consideration: | |||||||||||||
Cash paid to seller | $ | 25,000 | |||||||||||
Debt assumed | 30,000 | ||||||||||||
Preferred units issued | 30,000 | ||||||||||||
Total consideration | $ | 85,000 | |||||||||||
Allocation of purchase price: | |||||||||||||
Property and equipment | $ | 39,242 | |||||||||||
Intangible assets | 37,326 | ||||||||||||
Goodwill | 8,432 | ||||||||||||
Net assets acquired | $ | 85,000 | |||||||||||
Pro Forma Financial Results | ' | ||||||||||||
The unaudited pro forma financial results may not be indicative of the results that would have occurred had the acquisition been completed at the beginning of the periods presented, nor are they indicative of future results of operations (in thousands, except per unit amounts). | |||||||||||||
Three | Nine | ||||||||||||
Months Ended, | Months Ended, | ||||||||||||
September 30, | September 30, | ||||||||||||
2012 | 2013 | 2012 | |||||||||||
(Unaudited proforma) | |||||||||||||
Total revenues | $ | 7,967 | $ | 36,930 | $ | 25,473 | |||||||
Operating income | 1,421 | 9,017 | 4,724 | ||||||||||
Net income | $ | 564 | $ | 15,255 | $ | 1,719 | |||||||
Earnings per unit | |||||||||||||
Basic | $ | (0.01 | ) | $ | 2.66 | $ | (0.02 | ) | |||||
Diluted | $ | (0.01 | ) | $ | 2.05 | $ | (0.02 | ) | |||||
Motiva Enterprises LLC [Member] | ' | ||||||||||||
Summary of Consideration Paid and Amounts of Assets Acquired | ' | ||||||||||||
The following table summarizes the consideration paid and the amounts of assets acquired at the acquisition date (in thousands): | |||||||||||||
Consideration: | |||||||||||||
Cash paid to seller | $ | 27,000 | |||||||||||
Allocation of purchase price: | |||||||||||||
Property and equipment | $ | 36,749 | |||||||||||
Inventory | 19 | ||||||||||||
Intangible assets | 2,009 | ||||||||||||
Bargain purchase gain | (11,777 | ) | |||||||||||
Net assets acquired | $ | 27,000 | |||||||||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Schedule of Property, Plant and Equipment | ' | ||||||||
As of September 30, 2013 and December 31, 2012, the Partnership’s property, plant and equipment consisted of (in thousands): | |||||||||
September 30, | December 31, | ||||||||
2013 | 2012 | ||||||||
Land | $ | 51,175 | $ | 20,804 | |||||
Buildings and site improvements | 32,644 | 15,310 | |||||||
Tanks and trim | 88,099 | 61,338 | |||||||
Machinery and equipment | 31,959 | 24,197 | |||||||
Office furniture and equipment | 2,325 | 1,404 | |||||||
Construction in progress | 8,347 | 4,762 | |||||||
214,549 | 127,815 | ||||||||
Less: Accumulated depreciation | (15,169 | ) | (11,015 | ) | |||||
Property, plant and equipment, net | $ | 199,380 | $ | 116,800 | |||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 9 Months Ended | ||||||||||
Sep. 30, 2013 | |||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||
Summary of Partnership's Intangible Assets | ' | ||||||||||
As of September 30, 2013 and December 31, 2012, the Partnership’s intangible assets consisted of (in thousands): | |||||||||||
Estimated | |||||||||||
Useful Lives | September 30, | December 31, | |||||||||
in Years | 2013 | 2012 | |||||||||
Customer relationships | 21 | $ | 4,785 | $ | 4,785 | ||||||
Acquired contracts | 10-Feb | 39,900 | 1,221 | ||||||||
Noncompete agreements | 3-Feb | 741 | 85 | ||||||||
45,426 | 6,091 | ||||||||||
Less: Accumulated amortization | (5,829 | ) | (2,404 | ) | |||||||
Intangible assets, net | $ | 39,597 | $ | 3,687 | |||||||
Debt_Tables
Debt (Tables) | 9 Months Ended | ||||
Sep. 30, 2013 | |||||
Debt Disclosure [Abstract] | ' | ||||
Schedule of Maturities of Long-Term Debt | ' | ||||
Maturities of long-term debt at September 30, 2013 are as follows (in thousands): | |||||
2013 | $ | 813 | |||
2014 | 6,500 | ||||
2015 | 9,750 | ||||
2016 | 95,500 | ||||
$ | 112,563 | ||||
Business_and_Basis_of_Presenta2
Business and Basis of Presentation - Additional Information (Detail) | 9 Months Ended | 0 Months Ended | ||
Sep. 30, 2013 | Nov. 12, 2013 | Nov. 18, 2013 | Nov. 12, 2013 | |
Terminal | Initial Public Offering [Member] | Limited Partners [Member] | Limited Partners [Member] | |
Subsequent Event [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | ||
Gulf LNG Holdings [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
Schedule Of Description Of Business [Line Items] | ' | ' | ' | ' |
Common units issued in initial public offering | ' | ' | 786,869 | 6,000,000 |
Number of terminals | 14 | ' | ' | ' |
Limited liability company interest | ' | 10.30% | ' | ' |
Initial_Public_Offering_Additi
Initial Public Offering - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | ||||||||||||
In Millions, except Share data, unless otherwise specified | Jan. 31, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Nov. 18, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Feb. 28, 2013 | Jan. 31, 2012 | Nov. 30, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2013 | Nov. 12, 2013 | Nov. 18, 2013 | Nov. 12, 2013 |
Initial Public Offering [Member] | Initial Public Offering [Member] | Long-Term Incentive Plan [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Lightfoot Capital Partners LP [Member] | Center Oil [Member] | Gulf Coast Asphalt Company L.L.C. [Member] | GE EFS [Member] | Gulf LNG Holdings [Member] | Limited Partners [Member] | Limited Partners [Member] | ||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Standby Letters of Credit [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | ||||||||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||||||||||||||
Initial Public Offering [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units issued, per unit | ' | ' | ' | $19 | $19 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Common units issued in initial public offering | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 786,869 | 6,000,000 |
Common units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 68,617 | 11,685 | 779 | ' | ' | ' | ' |
Subordinated units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5,146,264 | 876,391 | 58,426 | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $29.80 | ' | ' | ' | ' |
Proceeds from offering through underwriters | ' | 129 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Net proceeds from offering | ' | 120.2 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Payment of underwriting discounts and commissions | ' | 8.8 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of incentive distribution rights in Partnership | ' | 100.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Purchase of LNG Interest from an affiliate | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72.7 | ' | ' | ' |
Cash distribution | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 29.8 | ' | ' | ' | ' |
Intercompany payables | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.6 | ' | ' | ' | ' | ' | ' |
Restated Credit Facility | -20 | 6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, term | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' |
Line of credit facility, amount | ' | ' | ' | ' | ' | ' | 65 | 40 | ' | 175 | ' | ' | ' | ' | ' | ' | ' | ' |
Sub-limit for letters of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' |
Sub-limit for issuance of swing line loans | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of commitments under the Credit Facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' | ' | ' |
Write off of unamortized debt issuance costs | ' | $0.80 | $0 | ' | ' | ' | ' | ' | ' | $2.70 | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility, maturity date | ' | ' | ' | ' | ' | ' | ' | ' | 12-Nov-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common units available to sponsor's board of directors | ' | ' | ' | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Limited liability company interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.30% | ' | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 9 Months Ended | ||
Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | |
Location | |||
Schedule Of Accounting Policies [Line Items] | ' | ' | ' |
Cash balances insured by FDIC | $250,000 | ' | $250,000 |
Uncollectible reserves | 0 | ' | 0 |
Number of terminal locations | 2 | ' | ' |
Write off of unamortized debt issuance costs | 800,000 | 0 | ' |
Deferred costs | 1,200,000 | ' | ' |
Maximum [Member] | ' | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' | ' |
Partnership wrote off uncollectible receivables | 100,000 | ' | ' |
Property, Plant and Equipment [Member] | ' | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' | ' |
Valuation percentage of assets at the time of acquisition | 50.00% | ' | ' |
Capitalized interest | $300,000 | $100,000 | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Schedule of Estimated Useful Lives of Assets (Detail) | 9 Months Ended |
Sep. 30, 2013 | |
Minimum [Member] | Building and Site Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '5 years |
Minimum [Member] | Tanks and Trim [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '2 years |
Minimum [Member] | Machinery and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '2 years |
Minimum [Member] | Office Furniture and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '3 years |
Maximum [Member] | Building and Site Improvements [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '40 years |
Maximum [Member] | Tanks and Trim [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '40 years |
Maximum [Member] | Machinery and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '25 years |
Maximum [Member] | Office Furniture and Equipment [Member] | ' |
Property, Plant and Equipment [Line Items] | ' |
Property plant and equipment, estimated useful life | '10 years |
Summary_of_Significant_Account4
Summary of Significant Accounting Policies - Schedule of Goodwill (Detail) (USD $) | 9 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Beginning Balance | $6,730 | $6,730 |
Goodwill acquired | 8,432 | ' |
Impairment | ' | ' |
Ending Balance | $15,162 | $6,730 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 0 Months Ended | 9 Months Ended | 0 Months Ended | 7 Months Ended | |||
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 08, 2013 | Sep. 30, 2013 | Feb. 21, 2013 | Sep. 30, 2013 | |
Gulf Coast Asphalt Company L.L.C. [Member] | Gulf Coast Asphalt Company L.L.C. [Member] | Motiva Enterprises LLC [Member] | Brooklyn [Member] | ||||||
Loans At Acquisition Date [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Total consideration | ' | ' | ' | ' | ' | $85,000,000 | ' | ' | ' |
Cash paid to seller | ' | ' | ' | ' | ' | 25,000,000 | ' | 27,000,000 | ' |
Debt assumed | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' |
Preferred units issued | ' | ' | ' | ' | ' | 30,000,000 | ' | ' | ' |
Identifiable assets acquired, fair value | ' | ' | ' | ' | ' | 76,600,000 | ' | ' | ' |
Goodwill | ' | 15,162,000 | ' | 6,730,000 | 6,730,000 | 8,432,000 | ' | ' | ' |
Transaction costs | ' | ' | ' | ' | ' | 1,900,000 | ' | 1,500,000 | ' |
Earnout payments | ' | ' | ' | ' | ' | 5,000,000 | ' | ' | ' |
Total revenues | 7,967,000 | 36,930,000 | 25,473,000 | ' | ' | ' | 13,200,000 | ' | 4,100,000 |
Operating income | 1,421,000 | 9,017,000 | 4,724,000 | ' | ' | ' | 7,100,000 | ' | 2,400,000 |
Identifiable assets acquired, fair value | ' | ' | ' | ' | ' | ' | ' | 38,800,000 | ' |
Bargain purchase gain | ' | $11,777,000 | ' | ' | ' | ' | ' | $11,777,000 | ' |
Acquisitions_Summary_of_Consid
Acquisitions - Summary of Consideration Paid and Amounts of Assets Acquired (Detail) (USD $) | 9 Months Ended | 0 Months Ended | |||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | Feb. 21, 2013 | Feb. 08, 2013 |
Motiva Enterprises LLC [Member] | Gulf Coast Asphalt Company L.L.C. [Member] | ||||
Consideration: | ' | ' | ' | ' | ' |
Cash paid to seller | ' | ' | ' | $27,000 | $25,000 |
Debt assumed | ' | ' | ' | ' | 30,000 |
Preferred units issued | ' | ' | ' | ' | 30,000 |
Total consideration | ' | ' | ' | ' | 85,000 |
Allocation of purchase price: | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | 36,749 | 39,242 |
Inventory | ' | ' | ' | 19 | ' |
Intangible assets | ' | ' | ' | 2,009 | 37,326 |
Goodwill | 15,162 | 6,730 | 6,730 | ' | 8,432 |
Bargain purchase gain | -11,777 | ' | ' | -11,777 | ' |
Net assets acquired | ' | ' | ' | 38,800 | 85,000 |
Net assets acquired | ' | ' | ' | $27,000 | ' |
Acquisitions_Pro_Forma_Financi
Acquisitions - Pro Forma Financial Results (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 |
Business Combinations [Abstract] | ' | ' | ' |
Total revenues | $7,967 | $36,930 | $25,473 |
Operating income | 1,421 | 9,017 | 4,724 |
Net income | $564 | $15,255 | $1,719 |
Earnings per unit | ' | ' | ' |
Basic | ($0.01) | $2.66 | ($0.02) |
Diluted | ($0.01) | $2.05 | ($0.02) |
Property_Plant_and_Equipment_S
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) (USD $) | Sep. 30, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $214,549 | $127,815 |
Less: Accumulated depreciation | -15,169 | -11,015 |
Property, plant and equipment, net | 199,380 | 116,800 |
Land [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 51,175 | 20,804 |
Building and Site Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 32,644 | 15,310 |
Tanks and Trim [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 88,099 | 61,338 |
Machinery and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 31,959 | 24,197 |
Office Furniture and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 2,325 | 1,404 |
Construction in Progress [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $8,347 | $4,762 |
Intangible_Assets_Summary_of_P
Intangible Assets - Summary of Partnership's Intangible Assets (Detail) (USD $) | 9 Months Ended | |
In Thousands, unless otherwise specified | Sep. 30, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | $45,426 | $6,091 |
Less: Accumulated amortization | -5,829 | -2,404 |
Intangible assets, net | 39,597 | 3,687 |
Customer Relationships [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '21 years | ' |
Intangible assets, gross | 4,785 | 4,785 |
Contract-Based Intangible Assets [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | 39,900 | 1,221 |
Contract-Based Intangible Assets [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '2 years | ' |
Contract-Based Intangible Assets [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '10 years | ' |
Noncompete Agreements [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | $741 | $85 |
Noncompete Agreements [Member] | Minimum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '2 years | ' |
Noncompete Agreements [Member] | Maximum [Member] | ' | ' |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets estimated useful life | '3 years | ' |
Intangible_Assets_Additional_I
Intangible Assets - Additional Information (Detail) (USD $) | Sep. 30, 2013 |
In Millions, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Estimated future amortization expense , 2013 | $1.30 |
Estimated future amortization expense , 2014 | 5.1 |
Estimated future amortization expense , 2015 | 4.3 |
Estimated future amortization expense , 2016 | 3.9 |
Estimated future amortization expense , 2017 | 3.9 |
Estimated future amortization expense , thereafter | $21.10 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended | ||
In Millions, unless otherwise specified | Feb. 28, 2013 | Jan. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 |
CreditFacility | CreditFacility | |||
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Credit facility borrowing amount | ' | $20 | ($6) | ' |
Credit Facility [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Revolving line of credit, initiation date | ' | ' | 'January 2012 | ' |
Line of credit facility, amount | 65 | 40 | ' | ' |
Revolving line of credit loan term | ' | '3 years | ' | ' |
Credit facility borrowing amount | ' | 22 | 112.6 | 30.5 |
Maximum credit facility to be maintained as per credit facility | 5 | 3.75 | ' | ' |
Decreases in partnership leverage ratio | 4 | ' | ' | ' |
Minimum fixed charge ratio | 1.25 | 1.25 | ' | ' |
Line of credit facility, interest rate | ' | ' | 4.18% | 3.47% |
Credit facility, term | '3 years | ' | ' | ' |
Credit Facility [Member] | Gulf Coast Asphalt Company L.L.C. [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Additional credit facility amount borrowed | 55 | ' | ' | ' |
Credit Facility [Member] | Motiva [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Additional credit facility amount borrowed | 27 | ' | ' | ' |
Credit Facility [Member] | Maximum [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Decreases in partnership leverage ratio | ' | 3.5 | ' | ' |
Term Loan [Member] | ' | ' | ' | ' |
Line of Credit Facility [Line Items] | ' | ' | ' | ' |
Line of credit facility, amount | $65 | ' | ' | ' |
Debt_Schedule_of_Maturities_of
Debt - Schedule of Maturities of Long-Term Debt (Detail) (USD $) | Sep. 30, 2013 |
In Thousands, unless otherwise specified | |
Maturities Of Long Term Debt [Abstract] | ' |
2013 | $813 |
2014 | 6,500 |
2015 | 9,750 |
2016 | 95,500 |
Maturities of long-term debt | $112,563 |
Preferred_Units_Additional_Inf
Preferred Units - Additional Information (Detail) (USD $) | 1 Months Ended | 9 Months Ended |
Feb. 28, 2013 | Sep. 30, 2013 | |
Preferred Units [Line Items] | ' | ' |
Consideration transferred in exchange of preferred units | ' | $30,000,000 |
Percentage of preferred units annual distributions | ' | 8.00% |
Period of preferred unit annual distributions paid | ' | '45 days |
Percentage of interest rate on unpaid distribution dividend | ' | 8.00% |
Preferred units redemption period | ' | 'The preferred units were redeemable for cash or convertible into the same class of units owned by the general partner (a wholly owned subsidiary of the Partnership's majority limited partner) three years and six months from the date of closing. |
Preferred Units [Member] | ' | ' |
Preferred Units [Line Items] | ' | ' |
Accrued deemed distribution to preferred units | ' | 600,000 |
Cash distributions to Preferred Unit holders | ' | 900,000 |
Gulf Coast Asphalt Company L.L.C. [Member] | ' | ' |
Preferred Units [Line Items] | ' | ' |
Preferred units issued | 1,500,000 | ' |
Consideration transferred in exchange of preferred units | 30,000,000 | ' |
Common units | ' | 779 |
Subordinated units | ' | 58,426 |
Cash | ' | $29,800,000 |
Partners_Capital_Additional_In
Partners' Capital - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
In Thousands, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' |
Subordinated units outstanding | 5,050 | 5,050 | 5,050 | 5,050 | 5,050 |
Limited Partners [Member] | ' | ' | ' | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' |
Percentage of interest in Partnership | 98.00% | ' | 98.00% | ' | ' |
General Partner [Member] | ' | ' | ' | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' |
Percentage of interest in Partnership | 2.00% | ' | 2.00% | ' | 2.00% |
General Partner and Limited Partner [Member] | ' | ' | ' | ' | ' |
Limited Partners' Capital Account [Line Items] | ' | ' | ' | ' | ' |
Cash distributions to subordinated unitholders and general partner | ' | ' | 0 | 6,100 | ' |
Segment_Reporting_Additional_I
Segment Reporting - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2013 | |
Segment | |
Segment Reporting Information [Line Items] | ' |
Number of reportable segment | 1 |
Petroleum and Petrochemical Storage and Terminal Facilities [Member] | ' |
Segment Reporting Information [Line Items] | ' |
Number of storage and terminal facilities | 14 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Dec. 31, 2012 |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' | ' | ' |
Selling, general and administrative expenses - affiliate | $624 | $698 | $1,842 | $1,985 | ' |
Due to general partner | 4,772 | ' | 4,772 | ' | 216 |
Gulf Coast Asphalt Company LLC [Member] | ' | ' | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' | ' | ' |
Cash paid for partnership acquired | ' | ' | 25,000 | ' | ' |
Initial term of agreement | ' | ' | '5 years | ' | ' |
Written notification for termination of agreement | ' | ' | 'Not later than 180 days prior to the expiration of the applicable term. | ' | ' |
Partnership acquired terminals assets, debt | ' | ' | 30,000 | ' | ' |
No of barrels of storage tanks | 150,000 | ' | 150,000 | ' | ' |
Center Oil [Member] | ' | ' | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' | ' | ' |
Cash paid for partnership acquired | ' | ' | 35,000 | ' | ' |
Number of terminals acquired | ' | ' | 7 | ' | ' |
Initial term of agreement | ' | ' | '5 years | ' | ' |
Written notification for termination of agreement | ' | ' | 'If notice is not provided by Seller, the Agreement will automatically renew for three additional three-year terms at rates adjusted for inflation as determined in accordance with the terms of the Agreement. The Agreement can be terminated by either party upon written notification of such partybs intent to terminate the Agreement at the expiration of such applicable term and must be received by the other party not later than 18 months prior to the expiration of the applicable term. The Agreement was renewed and amended in July 2012 for an additional three years. | ' | ' |
Preferred Units [Member] | Gulf Coast Asphalt Company LLC [Member] | ' | ' | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' | ' | ' |
Partnership acquired terminals assets | ' | ' | 30,000 | ' | ' |
General Partner [Member] | ' | ' | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' | ' | ' |
Selling, general and administrative expenses - affiliate | 600 | 700 | 1,800 | 2,000 | ' |
Due to general partner | $4,800 | ' | $4,800 | ' | $200 |
Limited Partners [Member] | Center Oil [Member] | ' | ' | ' | ' | ' |
Schedule of Other Related Party Transactions [Line Items] | ' | ' | ' | ' | ' |
Partnership units issued on acquisition | ' | ' | 750,000 | ' | ' |
Major_Customers_Additional_Inf
Major Customers - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | Sep. 30, 2013 | Dec. 31, 2012 | |
Sales [Member] | Sales [Member] | Sales [Member] | Sales [Member] | Sales [Member] | Sales [Member] | Sales [Member] | Sales [Member] | Trade Accounts Receivable [Member] | Trade Accounts Receivable [Member] | Trade Accounts Receivable [Member] | Trade Accounts Receivable [Member] | |
Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | |||||||
Revenue, Major Customer [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of concentration risk | 12.00% | 0.00% | 11.00% | 0.00% | 14.00% | 46.00% | 16.00% | 43.00% | ' | ' | ' | ' |
Percentage of accounts receivable | ' | ' | ' | ' | ' | ' | ' | ' | 9.00% | 9.00% | 13.00% | 46.00% |
Commitments_and_Contingencies_
Commitments and Contingencies - Additional Information (Detail) (Maximum [Member], USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2013 |
Maximum [Member] | ' |
Operating Leased Assets [Line Items] | ' |
Lease expiration year | '2014 |
Future minimum lease payments, 2013 | $0.10 |
Future minimum lease payments, 2014 | $0.10 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 9 Months Ended | 9 Months Ended | 1 Months Ended | 0 Months Ended | 0 Months Ended | 0 Months Ended | |||||||||||||||||
In Millions, except Share data, unless otherwise specified | Sep. 30, 2013 | Sep. 30, 2012 | Nov. 12, 2013 | Sep. 30, 2013 | Feb. 28, 2013 | Jan. 31, 2012 | Nov. 30, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 18, 2013 | Nov. 12, 2013 | Nov. 18, 2013 | Nov. 12, 2013 | Nov. 12, 2013 |
Long-Term Incentive Plan [Member] | GE EFS [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Credit Facility [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | Initial Public Offering [Member] | |||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | One-Month LIBOR Rate [Member] | Federal Funds Rate [Member] | Senior Notes [Member] | Maximum [Member] | Maximum [Member] | Maximum [Member] | Minimum [Member] | Minimum [Member] | Minimum [Member] | Standby Letters of Credit [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Limited Partners [Member] | Limited Partners [Member] | Gulf LNG Holdings [Member] | ||||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Subsequent Event [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | |||||||||||
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||||||||||||||||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Additional common units | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 786,869 | 6,000,000 | ' |
Common units issued, per unit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $19 | $19 | ' | ' | ' |
Credit Facility borrowing capacity | ' | ' | ' | ' | $65 | $40 | ' | $175 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit facility, term | ' | ' | ' | ' | '3 years | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Amount of commitments under the Credit Facility | ' | ' | ' | ' | ' | ' | ' | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sub-limit for issuance of swing line loans | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sub-limit for letters of credit | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10 | ' | ' | ' | ' | ' |
Write off of unamortized debt issuance costs | 0.8 | 0 | ' | ' | ' | ' | ' | 2.7 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility, maturity date | ' | ' | ' | ' | ' | ' | 12-Nov-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis points spread on floating rate debt | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 0.50% | ' | ' | 2.00% | 3.00% | ' | 1.00% | 2.00% | ' | ' | ' | ' | ' | ' |
Commitment fee percentage on unused portion of facility | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.50% | ' | ' | 0.38% | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of increase in interest rate on default exists | ' | ' | ' | ' | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum credit facility to be maintained as per credit facility | ' | ' | ' | ' | 5 | 3.75 | ' | 4.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Increase in partnership leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future issuance of debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum fixed charge ratio | ' | ' | ' | ' | ' | ' | ' | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum secured leverage ratio | ' | ' | ' | ' | ' | ' | ' | 3.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of common units available for grant | ' | ' | 2,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Limited liability company interest | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.30% |
Purchase of LNG Interest from an affiliate | ' | ' | ' | $72.70 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |