Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | ||
Mar. 31, 2014 | 9-May-14 | 9-May-14 | |
Common Units [Member] | Subordinated Units [Member] | ||
Document Information [Line Items] | ' | ' | ' |
Document Type | '10-Q | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Period End Date | 31-Mar-14 | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Document Fiscal Period Focus | 'Q1 | ' | ' |
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 Sheets (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $4,116 | $4,454 |
Trade accounts receivable | 3,980 | 4,403 |
Due from related parties | 905 | 722 |
Inventories | 275 | 302 |
Other current assets | 1,124 | 777 |
Total current assets | 10,400 | 10,658 |
Property, plant and equipment, net | 201,823 | 201,477 |
Investment in unconsolidated affiliate | 72,732 | 72,046 |
Intangible assets, net | 37,045 | 38,307 |
Goodwill | 15,162 | 15,162 |
Other assets | 1,817 | 1,716 |
Total assets | 338,979 | 339,366 |
Current liabilities: | ' | ' |
Accounts payable | 3,841 | 4,115 |
Accrued expenses | 1,732 | 2,144 |
Due to general partner | 214 | 127 |
Other liabilities | 47 | 25 |
Total current liabilities | 5,834 | 6,411 |
Credit facility | 105,563 | 105,563 |
Other non-current liabilities | 1,090 | ' |
Commitments and contingencies | ' | ' |
Partners' capital (deficit): | ' | ' |
General partner interest | ' | ' |
Limited partners' interest | ' | ' |
Accumulated other comprehensive income | 404 | 492 |
Total partners' capital | 226,492 | 227,392 |
Total liabilities and partners' capital | 338,979 | 339,366 |
Common Units [Member] | ' | ' |
Limited partners' interest | ' | ' |
Limited partners' units | 124,944 | 125,375 |
Subordinated Units [Member] | ' | ' |
Limited partners' interest | ' | ' |
Limited partners' units | $101,144 | $101,525 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Parenthetical) | Mar. 31, 2014 | Dec. 31, 2013 |
Common Units [Member] | ' | ' |
Limited partners' units issued | 6,867,950 | 6,867,950 |
Limited partners' units outstanding | 6,867,950 | 6,867,950 |
Subordinated Units [Member] | ' | ' |
Limited partners' units issued | 6,081,081 | 6,081,081 |
Limited partners' units outstanding | 6,081,081 | 6,081,081 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations and Comprehensive Income (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Revenues: | ' | ' |
Third-party customers | $10,875 | $7,485 |
Related parties | 2,338 | 2,123 |
Revenues | 13,213 | 9,608 |
Expenses: | ' | ' |
Operating expenses | 7,132 | 3,464 |
Selling, general and administrative | 1,776 | 3,612 |
Selling, general and administrative - affiliate | 884 | 614 |
Depreciation | 1,698 | 1,138 |
Amortization | 1,339 | 796 |
Total expenses | 12,829 | 9,624 |
Operating income (loss) | 384 | -16 |
Other income (expense): | ' | ' |
Gain on bargain purchase of business | ' | 11,777 |
Equity earnings from unconsolidated affiliate | 2,437 | ' |
Interest expense | -910 | -1,888 |
Total other income, net | 1,527 | 9,889 |
Income before income taxes | 1,911 | 9,873 |
Income taxes | 50 | 14 |
Net Income | 1,861 | 9,859 |
Less: Net income attributable to preferred units | ' | 347 |
Net income attributable to partners' capital | 1,861 | 9,512 |
Other comprehensive loss | -88 | ' |
Comprehensive income attributable to partners' capital | $1,773 | $9,512 |
Common Units [Member] | ' | ' |
Earnings per limited partner unit: | ' | ' |
Earnings per limited partner unit, basic and diluted | $0.14 | $1.37 |
Subordinated Units [Member] | ' | ' |
Earnings per limited partner unit: | ' | ' |
Earnings per limited partner unit, basic and diluted | $0.14 | $1.37 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statements of Cash Flows (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Cash flow from operating activities: | ' | ' |
Net income | $1,861 | $9,859 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ' | ' |
Depreciation | 1,698 | 1,138 |
Amortization | 1,262 | 796 |
Gain on bargain purchase of business | ' | -11,777 |
Equity earnings from unconsolidated affiliate, net of distributions | -686 | ' |
Amortization of deferred financing costs | 94 | 1,054 |
Amortization of premium | 77 | ' |
Changes in operating assets and liabilities | ' | ' |
Trade accounts receivable | 423 | -2,879 |
Due from related parties | -183 | 94 |
Inventories | 27 | -10 |
Other current assets | -347 | -133 |
Accounts payable | -518 | 3,163 |
Accrued expenses | -412 | 372 |
Due to general partner | 87 | 2,183 |
Other liabilities | 1,112 | 32 |
Net cash provided by operating activities | 4,495 | 3,892 |
Cash flows from investing activities: | ' | ' |
Capital expenditures | -1,800 | -4,136 |
Investment in unconsolidated affiliate | -165 | ' |
Net cash paid for acquisitions | ' | -82,000 |
Net cash used in investing activities | -1,965 | -86,136 |
Cash flows from financing activities: | ' | ' |
Distributions | -2,673 | ' |
Deferred financing costs | -195 | -3,476 |
Repayments to credit facility | ' | -31,313 |
Proceeds from credit facility | ' | 116,000 |
Net cash (used in) provided by financing activities | -2,868 | 81,211 |
Net decrease in cash and cash equivalents | -338 | -1,033 |
Cash and cash equivalents, beginning of period | 4,454 | 1,429 |
Cash and cash equivalents, end of period | 4,116 | 396 |
Supplemental disclosure of cash flow information: | ' | ' |
Cash paid for interest | 856 | 536 |
Cash paid for income taxes | 50 | 14 |
Non-cash investing and financing activities: | ' | ' |
Issuance of preferred units | ' | 30,000 |
Deemed distributions to preferred units | 2,673 | 347 |
(Decrease) Increase in purchases of property plant and equipment in accounts payable and accrued expenses | $243 | ($604) |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Partners' Capital (USD $) | Total | Accumulated Other Comprehensive Income [Member] | Limited Partner Common Interest [Member] | Limited Partner Subordinated Interest [Member] |
In Thousands | ||||
Partners' capital, beginning balance at Dec. 31, 2013 | $227,392 | $492 | $125,375 | $101,525 |
Net income | 1,861 | ' | 987 | 874 |
Other comprehensive loss | -88 | -88 | ' | ' |
Distributions | -2,673 | ' | -1,418 | -1,255 |
Partners' capital, ending balance at Mar. 31, 2014 | $226,492 | $404 | $124,944 | $101,144 |
Organization_and_Presentation
Organization and Presentation | 3 Months Ended |
Mar. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Organization and Presentation | ' |
Note 1—Organization and Presentation | |
Defined Terms | |
Unless the context clearly indicates otherwise, references in these unaudited interim condensed consolidated financial statements (“interim statements”) to “Arc Terminals” or the “Partnership” when used for periods prior to November 12, 2013, the closing of the initial public offering of Arc Logistics Partners LP (the “IPO”), refer to Arc Terminals LP and its subsidiaries, which were contributed to Arc Logistics Partners LP in connection with the IPO, and references to “Arc Logistics” or the “Partnership” when used for periods on or after the closing of the IPO refer to Arc Logistics Partners LP and its subsidiaries. Unless the context clearly indicates otherwise, references to our “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, and references to our “General Partner” for periods on or after the closing of the IPO refer to Arc Logistics GP LLC, the general partner of Arc Logistics. References to “Sponsor” or “Lightfoot” refer to Lightfoot Capital Partners, LP and its general partner, Lightfoot Capital Partners GP LLC. References to “GCAC” refer to Gulf Coast Asphalt Company, L.L.C., which contributed its preferred units in Arc Terminals 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 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.” | |
Organization and Initial Public Offering | |
The Partnership is a fee-based, growth-oriented Delaware limited partnership formed by Lightfoot in 2007 to own, operate, develop and acquire a diversified portfolio of complementary energy logistics assets. The Partnership is principally engaged in the terminalling, storage, throughput and transloading of crude oil and petroleum products. The Partnership is focused on growing its business through the optimization, organic development and acquisition of terminalling, storage, rail, pipeline and other energy logistics assets that generate stable cash flows. | |
In November 2013, the Partnership completed its IPO by selling 6,786,869 common units (which includes 786,869 common units issued pursuant to the exercise of the underwriters’ over-allotment option) representing limited partner interests in the Partnership at a price to the public of $19.00 per common unit. In connection with the IPO, the Partnership amended and restated the Terminal Credit Facility (as defined below, see “Note 7—Debt”). | |
The $120.2 million of net proceeds from the IPO (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 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 Credit Facility (as defined below, see “Note 7—Debt”) by $6.0 million. The remaining funds were used for general partnership purposes, including the payment of transaction expenses related to the IPO and the Credit Facility. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Significant Accounting Policies | ' | ||||||||
Note 2—Summary of Significant Accounting Policies | |||||||||
The Partnership has provided a discussion of significant accounting policies in its Annual Report on Form 10-K for the year ended December 31, 2013. Certain items from that discussion are repeated or updated below as necessary to assist in the understanding of these interim statements. | |||||||||
Basis of Presentation | |||||||||
The accompanying interim statements of the Partnership have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, and disclosures necessary for a fair presentation of these interim statements have been included. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year or for any other period. These interim statements should be read in conjunction with the Partnership’s consolidated financial statements for the year ended December 31, 2013, which are included in the Partnership’s Annual Report on Form 10-K filed with the SEC on March 13, 2014. The year-end balance sheet data was derived from the audited financial statements, but does not include all disclosures required by GAAP. | |||||||||
The Partnership has disclosed consolidated figures of the Partnership as if the Partnership had operated since the inception of Arc Terminals. The contribution of Arc Terminals to Arc Logistics in connection with the IPO was not considered a business combination accounted for under the purchase method as it was a transfer of assets under common control and, accordingly, balances have been transferred at their historical cost. The condensed consolidated financial statements for the periods prior to the contribution on November 12, 2013 have been prepared using Arc Terminals’ historical basis in the assets and liabilities and include all revenues, costs, assets and liabilities attributed to Arc Terminals. | |||||||||
During the first quarter of 2014, the Partnership identified a classification error in the Consolidated Statement of Cash Flows for the year ended December 31, 2013 associated with the distributions received from an unconsolidated affiliate for which a portion was incorrectly classified within net cash used in investing activities. The misclassification resulted in an understatement of “net cash used in investing activities” and “net cash provided by operating activities” of approximately $1.3 million. The misclassification had no impact on the Consolidated Balance Sheet or on the Consolidated Statement of Operations nor did it affect the net increase in cash and cash equivalents on the Consolidated Statement of Cash Flows as of or for the period ended December 31, 2013. | |||||||||
The Partnership evaluated the effect of the misclassification on its previously issued financial statements for the year ended December 31, 2013 and concluded the impact was not material. The Partnership will recognize the impact of this misclassification on its December 31, 2013 financial statements prospectively in its financial statements for the year ended December 31, 2014, as it did not have any significant impact on the December 31, 2013 financial statements. | |||||||||
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. | |||||||||
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 March 31, 2014 and December 31, 2013. There were no write-offs of uncollectible receivables for the three months ended March 31, 2014 and 2013. No other amounts have been deemed uncollectible in the periods presented in the unaudited condensed consolidated statements of operations and comprehensive 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. | |||||||||
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, net” line on the balance sheet. Capitalized interest costs for each of the three months ended March 31, 2014 and 2013 was less than $0.1 million. | |||||||||
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 March 31, 2014 and 2013. | |||||||||
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. The Partnership determined at December 31, 2013 that there were no impairment charges and subsequent to that date no event indicating an impairment has occurred. | |||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Beginning Balance | $ | 15,162 | $ | 6,730 | |||||
Goodwill acquired | — | 8,432 | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 15,162 | |||||
Other Assets | |||||||||
Other assets consist primarily of debt issuance costs related to the Credit Facility amendment entered into in November 2013 (see “Note 7—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. As of March 31, 2014 and December 31, 2013, these costs were approximately $1.7 million. | |||||||||
Deferred Rent | |||||||||
The Lease Agreement (as defined below) contains certain rent escalation clauses, contingent rent provisions and lease termination payments. The Partnership recognizes rent expense for operating leases on a straight-line basis over the term of the lease, taking into consideration the items noted above. Contingent rental payments are generally recognized as rent expense as incurred. The deferred rent resulting from the recognition of rent expense on a straight-line basis related to the Lease Agreement is included within “Other non-current liabilities” in the accompanying unaudited condensed consolidated balance sheet at March 31, 2014. | |||||||||
Revenue Recognition | |||||||||
Revenues from leased tank storage and delivery services are recognized as the services are performed, evidence of a contractual arrangement exists and collectability is reasonably assured. 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. Accordingly, no provision has been made in the accompanying interim 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 three months ended March 31, 2014 and 2013. The Partnership is not aware of any uncertain tax positions as of March 31, 2014 and December 31, 2013. | |||||||||
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 condensed consolidated 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 Credit Facility 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 Per Unit | |||||||||
The Partnership uses the two-class method in the computation of earnings per unit since there is more than one participating class of securities. Basic earnings per common and subordinated unit are determined by dividing net income allocated to the common units and subordinated units, respectively, after deducting the amount allocated to the preferred unitholders, by the weighted average number of outstanding common and subordinated units, respectively, during the period. The overall computation, presentation and disclosure of the Partnership’s limited partners’ net income per unit are made in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share.” | |||||||||
Segment Reporting | |||||||||
The Partnership derives revenue from operating its terminal and transloading facilities. These facilities have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers. | |||||||||
Recently Issued Accounting Pronouncements | |||||||||
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 adoption of this guidance has not had a material impact on the Partnership’s condensed consolidated financial statements. |
Acquisitions
Acquisitions | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
Business Combinations [Abstract] | ' | ||||
Acquisitions | ' | ||||
Note 3—Acquisitions | |||||
The following 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. | |||||
2013 Acquisitions | |||||
Gulf Coast Asphalt Company, L.L.C. Acquisition | |||||
In February 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 and 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 unaudited condensed consolidated statements of operations and comprehensive income. GCAC is also able to receive up to an additional $5.0 million in cash earnout payments based upon the throughput activity of one customer through December 31, 2016. As of March 31, 2014, no additional amounts have been paid or are owed to GCAC. | |||||
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 | |||
The following unaudited pro forma financial results for the three months ended March 31, 2013 assumes the GCAC acquisition had occurred on January 1, 2013. The effects of the acquisition of GCAC are included in the accompanying unaudited condensed consolidated statement of operations and comprehensive income for the three months ended March 31, 2014. 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 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 period presented, nor are they indicative of future results of operations. | |||||
The following unaudited pro forma financial results are presented for comparative purposes only (in thousands, except per unit amounts): | |||||
Three Months | |||||
Ended | |||||
March 31, 2013 | |||||
(unaudited proforma) | |||||
Total revenues | $ | 11,133 | |||
Operating income | 3,180 | ||||
Net Income | $ | 13,347 | |||
Less: Net income attributable to preferred units | $ | 600 | |||
Net income attributable to partners’ capital | $ | 12,747 | |||
Earnings per unit - Basic: | |||||
Common and Subordinated | $ | 2.17 | |||
Earnings per unit - Diluted: | |||||
Common and Subordinated | $ | 1.78 | |||
Since the acquisition date in February 2013 through March 31, 2013, the acquired GCAC assets earned approximately $2.7 million in revenue and $1.6 million of operating income. | |||||
Motiva Enterprises LLC Acquisition | |||||
In February 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 (“Brooklyn 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 Brooklyn 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 accompanying condensed consolidated statement of operations and comprehensive 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 unaudited condensed consolidated statements of operations and comprehensive 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 in February 2013 through March 31, 2013, the Brooklyn Terminal earned approximately $0.4 million in revenue and $0.2 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 since the Partnership’s acquisition and would be of no comparative value in understanding the future operations of the Brooklyn Terminal. |
Investment_in_Unconsolidated_A
Investment in Unconsolidated Affiliate | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Equity Method Investments And Joint Ventures [Abstract] | ' | ||||||||
Investment in Unconsolidated Affiliate | ' | ||||||||
Note 4—Investment in Unconsolidated Affiliate | |||||||||
The Partnership accounts for investments in which it owns less than 50% but does not have the ability to exercise significant influence over operating and financial policies of the investment under the equity method of accounting. Investment in unconsolidated affiliate consisted of the LNG Interest and its balances as of March 31, 2014 and December 31, 2013 are represented below (in thousands): | |||||||||
Balance at December 31, 2013 | $ | 72,046 | |||||||
Equity earnings | 2,437 | ||||||||
Contributions | 165 | ||||||||
Distributions | (1,751 | ) | |||||||
Amortization of premium | (77 | ) | |||||||
Other comprehensive loss | (88 | ) | |||||||
Balance at March 31, 2014 | $ | 72,732 | |||||||
Gulf LNG Holdings Acquisition | |||||||||
In connection with the IPO, the Partnership purchased the LNG Interest from an affiliate of GE EFS for approximately $72.7 million. The carrying value of the LNG Interest on the date of acquisition was approximately $64.1 million with a purchase price of approximately $72.7 million and the excess paid over the carrying value of approximately $8.6 million. This excess can be attributed to the underlying long lived assets of Gulf LNG Holdings and is therefore being amortized using the straight line method over the remaining useful lives of the respective asset, which is 28 years. The estimated aggregate amortization of this premium for its remaining useful life from March 31, 2014 is as follows (in thousands): | |||||||||
Total | |||||||||
2014 | $ | 231 | |||||||
2015 | 309 | ||||||||
2016 | 309 | ||||||||
2017 | 309 | ||||||||
2018 | 309 | ||||||||
Thereafter | 7,140 | ||||||||
$ | 8,607 | ||||||||
Summarized financial information for the LNG Interest is reported below (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Balance sheets | |||||||||
Current assets | $ | 8,814 | $ | 8,694 | |||||
Noncurrent assets | 942,709 | 952,630 | |||||||
Total assets | $ | 951,523 | $ | 961,324 | |||||
Current liabilities | $ | 74,452 | $ | 81,173 | |||||
Long-term liabilities | 762,619 | 773,115 | |||||||
Member’s equity | 114,452 | 107,036 | |||||||
Total liabilities and member’s equity | $ | 951,523 | $ | 961,324 | |||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Income statement | |||||||||
Revenues | $ | 46,561 | $ | 46,522 | |||||
Total operating costs and expenses | 14,280 | 14,284 | |||||||
Operating income | 32,281 | 32,238 | |||||||
Net income | $ | 23,656 | $ | 23,213 | |||||
Property_Plant_and_Equipment
Property, Plant and Equipment | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment | ' | ||||||||
Note 5—Property, Plant and Equipment | |||||||||
The Partnership’s property, plant and equipment consisted of (in thousands): | |||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Land | $ | 51,175 | $ | 51,175 | |||||
Buildings and site improvements | 34,712 | 34,660 | |||||||
Tanks and trim | 93,314 | 92,337 | |||||||
Machinery and equipment | 33,249 | 32,819 | |||||||
Office furniture and equipment | 2,409 | 2,334 | |||||||
Construction in progress | 5,513 | 5,003 | |||||||
220,372 | 218,328 | ||||||||
Less: Accumulated depreciation | (18,549 | ) | (16,851 | ) | |||||
Property, plant and equipment, net | $ | 201,823 | $ | 201,477 | |||||
Intangible_Assets
Intangible Assets | 3 Months Ended | ||||||||||
Mar. 31, 2014 | |||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||
Intangible Assets | ' | ||||||||||
Note 6—Intangible Assets | |||||||||||
The Partnership’s intangible assets consisted of (in thousands): | |||||||||||
Estimated | As of | ||||||||||
Useful Lives | March 31, | December 31, | |||||||||
in Years | 2014 | 2013 | |||||||||
Customer relationships | 21 | $ | 4,785 | $ | 4,785 | ||||||
Acquired contracts | 10-Feb | 39,900 | 39,900 | ||||||||
Noncompete agreements | 3-Feb | 741 | 741 | ||||||||
45,426 | 45,426 | ||||||||||
Less: Accumulated amortization | (8,381 | ) | (7,119 | ) | |||||||
Intangible assets, net | $ | 37,045 | $ | 38,307 | |||||||
The Partnership’s intangible assets are amortized on a straight-line basis over the expected life of each intangible asset. The estimated future amortization expense is approximately $3.9 million in 2014, $4.3 million in 2015, $3.9 million in 2016, $3.9 million in 2017, $3.9 million in 2018 and $17.2 million thereafter. |
Debt
Debt | 3 Months Ended |
Mar. 31, 2014 | |
Debt Disclosure [Abstract] | ' |
Debt | ' |
Note 7—Debt | |
Credit Facility | |
In January 2012, the Partnership entered into a $40.0 million credit facility (the “Terminal Credit Facility”). On November 12, 2013, concurrent with the closing of the IPO, the Partnership amended and restated the Terminal Credit Facility (the “Credit Facility”) with a syndicate of lenders, under which Arc Terminals Holdings LLC, a wholly owned subsidiary of the Partnership (“Arc Terminals Holdings”) is the borrower. The Credit Facility has up to $175.0 million of borrowing capacity (see “Note 2—Summary of Significant Accounting Policies—Other Assets” for discussion regarding deferred financing costs). As of March 31, 2014, the Partnership had borrowings of $105.6 million under the Credit Facility. Due to the restrictions under the total leverage ratio covenant, as of March 31, 2014, the Partnership had $40.3 million of available capacity under the Credit Facility. | |
The Credit Facility is available 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 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 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 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) guarantee, and each of the Partnership’s future restricted subsidiaries will also guarantee, the Credit Facility. The Credit Facility matures on November 12, 2018. | |
Loans under the Credit Facility 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 Credit Facility is 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 Credit Facility contains certain customary representations and warranties, affirmative covenants, negative covenants and events of default. As of March 31, 2014, the Partnership was in compliance with such covenants. The negative covenants include restrictions on the Partnership’s ability to incur additional indebtedness, acquire and sell assets, create liens, enter into certain lease agreements, make investments and make distributions. | |
The Credit Facility requires the Partnership to maintain a leverage ratio 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 $200.0 million of senior notes, and a minimum interest coverage ratio of not less than 2.50 to 1.00. If the Partnership issues over $200.0 million of senior notes, the Partnership will be subject to an additional financial covenant pursuant to which the Partnership’s secured leverage ratio must not be more than 3.50 to 1.00. The Credit Facility places certain restrictions on the issuance of senior notes. | |
If an event of default occurs, the agent would be entitled to take various actions, including the acceleration of amounts due under the Credit Facility, termination of the commitments under the 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 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. | |
In January 2014, Arc Terminals Holdings, as borrower, and Arc Logistics and its other subsidiaries, as guarantors, entered into the first amendment (the “First Amendment”) to the Credit Facility agreement. The First Amendment principally modified certain provisions of the Credit Facility agreement to allow Arc Terminals Holdings to enter into the Lease Agreement (as defined in “Note 11—Related Party Transactions—Other Transactions with Related Persons—Operating Lease Agreement”) relating to the use of petroleum products terminals and pipeline infrastructure located in Portland, Oregon (the “Portland Terminal”). | |
Terminal Credit Facility | |
The Terminal Credit Facility bore interest based upon LIBOR plus an applicable margin. The applicable margin was based on the leverage ratio as defined by the Terminal Credit Facility agreement, calculated at the beginning of each interest period. At the time of closing, the Partnership borrowed $22.0 million on the Terminal Credit Facility, applying $20.0 million to extinguish the Partnership’s prior revolving line of credit and the balance was used to pay transaction fees and fund operations. The Terminal Credit Facility agreement 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. | |
In February 2013, the Partnership amended the Terminal Credit Facility to include a $65.0 million term loan and a $65.0 million revolving line of credit. The amended Terminal 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 Terminal Credit Facility 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 Purchase Price. Also in February 2013, the Partnership borrowed an additional $27.0 million to complete the Motiva acquisition. The amended Terminal Credit Facility agreement 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. |
Preferred_Units
Preferred Units | 3 Months Ended |
Mar. 31, 2014 | |
Text Block [Abstract] | ' |
Preferred Units | ' |
Note 8—Preferred Units | |
In February 2013, the Partnership, as a part of the GCAC Purchase Price (see “Note 3—Acquisitions”), issued 1,500,000 preferred units to GCAC with a value of $30.0 million. The preferred units ranked senior in liquidation preference and distributions to all existing and outstanding common and subordinated units. 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 the Terminal Credit Facility. If for any reason the Partnership were to be unable to pay the quarterly distributions on time to the preferred unitholders, the distribution amount would have compounded at an 8% annual interest rate until paid. At the time of the IPO, the Partnership issued 779 common units and 58,426 subordinated units and made a cash distribution of approximately $29.0 million to GCAC for the contribution of its preferred units in Arc Terminals LP to the Partnership. Prior to the IPO, the Partnership recorded the preferred units as mezzanine equity in accordance with ASC Topic 480 Distinguishing Liabilities from Equity 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 were outside the control of the Partnership. For the quarter ended March 31, 2013, the Partnership did not pay any cash distributions to the preferred unitholders. |
Partners_Capital_and_Distribut
Partners' Capital and Distributions | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Equity [Abstract] | ' | ||||||||
Partners' Capital and Distributions | ' | ||||||||
Note 9—Partners’ Capital and Distributions | |||||||||
Cash Distributions | |||||||||
The Partnership declared a pro rata quarterly cash distribution totaling $2.7 million, or $0.2064 per unit, for the period November 13, 2013 through December 31, 2013. The distribution was paid on February 18, 2014 to unitholders of record on February 10, 2014. | |||||||||
Cash Distribution Policy | |||||||||
The partnership agreement provides that the General Partner will make a determination no less frequently than every quarter as to whether to make a distribution, but the partnership agreement does not require the Partnership to pay distributions at any time or in any amount. Instead, the board of directors of the General Partner has adopted a cash distribution policy that sets forth the General Partner’s intention with respect to the distributions to be made to unitholders. Pursuant to the cash distribution policy, within 60 days after the end of each quarter, the Partnership expects to distribute to the holders of common and subordinated units on a quarterly basis at least the minimum quarterly distribution of $0.3875 per unit, or $1.55 per unit on an annualized basis, to the extent the Partnership has sufficient cash after establishment of cash reserves and payment of fees and expenses, including payments to the General Partner and its affiliates. | |||||||||
The board of directors of the General Partner may change the foregoing distribution policy at any time and from time to time, and even if the cash distribution policy is not modified or revoked, the amount of distributions paid under the policy and the decision to make any distribution is determined by the General Partner. As a result, there is no guarantee that the Partnership will pay the minimum quarterly distribution, or any distribution, on the units in any quarter. However, the partnership agreement contains provisions intended to motivate the General Partner to make steady, increasing and sustainable distributions over time. | |||||||||
The partnership agreement generally provides that the Partnership will distribute cash each quarter in the following manner: | |||||||||
• | first, to the holders of common units, until each common unit has received the minimum quarterly distribution of $0.3875 plus any arrearages from prior quarters; | ||||||||
• | second, to the holders of subordinated units, until each subordinated unit has received the minimum quarterly distribution of $0.3875; and | ||||||||
• | third, to all unitholders pro rata, until each has received a distribution of $0.4456. | ||||||||
If cash distributions to the Partnership’s unitholders exceed $0.4456 per unit in any quarter, the Partnership’s unitholders and the General Partner, as the initial holder of the incentive distribution rights, will receive distributions according to the following percentage allocations: | |||||||||
Total Quarterly Distribution Per Unit Target Amount | Marginal Percentage | ||||||||
Interest | |||||||||
in Distributions | |||||||||
Unitholders | General | ||||||||
Partner | |||||||||
above $0.3875 up to $0.4456 | 100 | % | 0 | % | |||||
above $0.4456 up to $0.4844 | 85 | % | 15 | % | |||||
above $0.4844 up to $0.5813 | 75 | % | 25 | % | |||||
above $0.5813 | 50 | % | 50 | % | |||||
The Partnership refers to additional increasing distributions to the General Partner as “incentive distributions.” | |||||||||
The principal difference between the Partnership’s common units and subordinated units is that in any quarter during the subordination period, holders of the subordinated units are not entitled to receive any distributions from operating surplus until the common units have received the minimum quarterly distribution for such quarter plus any arrearages in the payment of the minimum quarterly distribution from prior quarters. Subordinated units will not accrue arrearages. | |||||||||
The subordination period will end on the first business day after the Partnership has earned and paid at least (1) $1.55 (the minimum quarterly distribution on an annualized basis) on each outstanding common unit and subordinated unit for each of three consecutive, non-overlapping four quarter periods ending on or after September 30, 2016 or (2) $2.325 (150.0% of the annualized minimum quarterly distribution) on each outstanding common unit and subordinated unit and the related distribution on the incentive distribution rights for a four-quarter period ending immediately preceding such date, in each case provided there are no arrearages on the Partnership’s common units at that time. | |||||||||
The subordination period will also end upon the removal of the General Partner other than for cause if no subordinated units or common units held by holder(s) of subordinated units or their affiliates are voted in favor of that removal. When the subordination period ends, all subordinated units will convert into common units on a one-for-one basis, and all common units thereafter will no longer be entitled to arrearages. |
Earnings_Per_Unit
Earnings Per Unit | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Earnings Per Unit | ' | ||||||||
Note 10—Earnings Per Unit | |||||||||
The Partnership uses the two-class method when calculating the net income per unit applicable to limited partners. The two-class method is based on the weighted-average number of common and subordinated units outstanding during the period. Basic net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners’ interest in net income, after deducting distributions, if any, by the weighted-average number of outstanding common and subordinated units. Payments made to the Partnership’s unitholders are determined in relation to actual distributions paid and are not based on the net income allocations used in the calculation of net income per unit. | |||||||||
Diluted net income per unit applicable to limited partners includes the effects of potentially dilutive units on the Partnership’s units. For the three months ended March 31, 2013, the only potentially dilutive units outstanding consisted of the preferred units settled as part of the IPO (see “Note 8—Preferred Units”). | |||||||||
As a result of the recapitalization in connection with the IPO, earnings per unit was adjusted on a retroactive basis. | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
(in thousands, except per unit data): | 2014 | 2013 | |||||||
Net Income | $ | 1,861 | $ | 9,859 | |||||
Less: preferred unit distributions | — | 347 | |||||||
Less: earnings attributable to preferred units | — | 1,143 | |||||||
Undistributed earnings | $ | 1,861 | $ | 8,369 | |||||
Numerator for basic and diluted earnings per limited partner unit: | |||||||||
Allocation of net income among limited partner interests: | |||||||||
Net income allocated to common unitholders | $ | 987 | $ | 110 | |||||
Net income allocated to subordinated unitholders | $ | 874 | $ | 8,259 | |||||
Net income allocated to limited partners: | $ | 1,861 | $ | 8,369 | |||||
Denominator for basic and diluted earnings per limited partner unit: | |||||||||
Common units | 6,868 | 80 | |||||||
Subordinated units | 6,081 | 6,023 | |||||||
Total basic units outstanding | 12,949 | 6,103 | |||||||
Earnings per limited partner unit: | |||||||||
Common units (basic and diluted) | $ | 0.14 | $ | 1.37 | |||||
Subordinated units (basic and diluted) | $ | 0.14 | $ | 1.37 |
Related_Party_Transactions
Related Party Transactions | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Related Party Transactions [Abstract] | ' | ||||||||
Related Party Transactions | ' | ||||||||
Note 11—Related Party Transactions | |||||||||
Agreements with Affiliates | |||||||||
Payments to the General Partner and its affiliates | |||||||||
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 March 31, 2014 and 2013, the General Partner incurred expenses of $0.9 million and $0.6 million, respectively. Such expenses are reimbursable from the Partnership and are reflected in the “Selling, general and administrative – affiliate” line on the unaudited condensed consolidated statements of operations and comprehensive income. As of March 31, 2014 and December 31, 2013, the Partnership had a payable of approximately $0.2 million and $0.1 million, respectively, to the General Partner which is reflected as “Due to general partner” in the accompanying unaudited condensed consolidated balance sheets. | |||||||||
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. | |||||||||
Other Transactions with Related Persons | |||||||||
GCAC guarantees up to $20 million of the Partnership’s Credit Facility. Under certain circumstances, the lenders may release GCAC from such guarantee. | |||||||||
Storage and Throughput Agreements with Center Oil | |||||||||
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 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 storage and throughput 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 Center Oil’s product. | |||||||||
The term of the storage and throughput agreement extends through June 2017. The agreement can be terminated by either party upon written notification of such party’s intent to terminate this agreement at the expiration of such applicable term and must be received by the other party not later than eighteen months prior to the expiration of the applicable term. If notice is not provided by Center Oil, the agreement automatically renews for three additional three-year terms at rates adjusted for inflation as determined in accordance with the terms of the agreement. | |||||||||
In February 2010, the Partnership acquired a 50% undivided interest in the Baltimore, MD terminal. In connection with the acquisition, the Partnership acquired an existing agreement with Center Oil whereby the Partnership provides ethanol storage and throughput services to Center Oil. The Partnership charges Center Oil a fixed fee for storage and a fee based upon ethanol throughput at the Baltimore, MD terminal. The storage and throughput fees are calculated monthly based on the terms and conditions of the storage and throughput agreement. The agreement has a one-year term and comes up for renewal in May 2015. | |||||||||
In May 2011, the Partnership entered into an agreement to provide refined products storage and throughput services to Center Oil at the Baltimore, MD terminal. The Partnership charges Center Oil a fixed fee for storage and a fee for ethanol blending and any additives added to Center Oil’s product. The storage and throughput fees are calculated monthly based on the terms and conditions of the storage and throughput agreement. The agreement has a one-year term and comes up for renewal in May 2015. | |||||||||
In May 2013, the Partnership entered into an agreement to provide gasoline storage and throughput services to Center Oil at the Brooklyn, NY terminal. The Partnership charged Center Oil a fixed per bbl fee for each inbound delivery of ethanol and every outbound barrel of product shipped or committed to be shipped and a fee for any ethanol blending and additives added to Center Oil’s product. The storage and throughput fees are calculated monthly based on the terms and conditions of the storage and throughput agreement. The agreement has a one-year term and comes up for renewal in May 2015. | |||||||||
Storage and Throughput Agreements with GCAC | |||||||||
In February 2013, and in connection with the GCAC Purchase Price, the Partnership entered into a storage and throughput agreement (the “GCAC Agreement 1”) with GCAC whereby the Partnership provides 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 built 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 initial term of GCAC Agreements 1 and 2 is approximately five years. These agreements can be mutually extended by both parties as long as the extension is agreed to 180 days prior to the end of the initial termination date, otherwise the Partnership has the right to lease the storage capacity to any third party. | |||||||||
The total revenues associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the “Revenues – Related parties” line on the unaudited condensed consolidated statements of operations and comprehensive income are as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Center Oil | $ | 1,885 | $ | 2,049 | |||||
GCAC | 453 | 74 | |||||||
Total | $ | 2,338 | $ | 2,123 | |||||
The total receivables associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the “Due from related parties” line on the unaudited condensed consolidated balance sheets are as follows (in thousands): | |||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Center Oil | $ | 608 | $ | 536 | |||||
GCAC | 297 | 186 | |||||||
Total | $ | 905 | $ | 722 | |||||
Operating Lease Agreement | |||||||||
In January 2014, the Partnership, through its wholly owned subsidiary, Arc Terminals Holdings, entered into a triple net operating lease agreement relating to the use of a petroleum products terminal located in Portland, Oregon together with a supplemental co-terminus triple net operating lease agreement for the use of certain pipeline infrastructure at such terminal (the “Portland Terminal,” and such lease agreements, collectively, the “Lease Agreement”), pursuant to which Arc Terminals Holdings leased the Portland Terminal from a wholly owned subsidiary of CorEnergy Infrastructure Trust, Inc. (“CorEnergy”). Arc Logistics guaranteed Arc Terminals Holdings’ obligations under the Lease Agreement. CorEnergy owns a 6.6% direct investment in Lightfoot Capital Partners LP and a 1.5% direct investment in Lightfoot Capital Partners GP LLC, the general partner of Lightfoot. The Lease Agreement has a 15-year initial term and may be extended for additional five-year terms at the sole discretion of Arc Terminals Holdings, subject to renegotiated rental payment terms. | |||||||||
During the term of the Lease Agreement, Arc Terminals Holdings will make base monthly rental payments and variable rent payments based on the volume of liquid hydrocarbons that flowed through the Portland Terminal in a prior month. The base rents in the initial years of the Lease Agreement are $230,000 per month through July 2014 (prorated for the partial month of January 2014) and $417,522 for each month thereafter until the end of year five. The base rents will also increase each month starting with the month of August 2014 by a factor of 0.00958 of the specified construction costs incurred by LCP Oregon Holdings LLC (“LCP Oregon”) at the Portland Terminal, estimated at $10 million. Assuming such improvements are completed, the base rent will increase by approximately $95,800 per month. The base rents will be increased at the end of year five by the change in the consumer price index for the prior five years, and every year thereafter by the greater of two percent or the change in the consumer price index. The base rent is not influenced by the flow of hydrocarbons. Variable rent will result from the flow of hydrocarbons through the Portland Terminal in excess of a designated threshold of 12,500 barrels per day of oil equivalent. Variable rent is capped at 30% of base rent payments regardless of the level of hydrocarbon throughput. | |||||||||
So long as Arc Terminals Holdings is not in default under the Lease Agreement, it shall have the right to purchase the Portland Terminal at the end of the third year of the Lease Agreement and at the end of any month thereafter by delivery of 90 days’ notice (“Purchase Option”). The purchase price shall be the greater of (i) nine times the total of base rent and variable rent for the 12 months immediately preceding the notice or (ii) $65.7 million. If the purchase right is not exercised, the Lease Agreement shall remain in place and Arc Terminals Holdings shall continue to pay rent as provided above. Arc Terminals Holdings also has the option to terminate the Lease Agreement on the fifth and tenth anniversaries, by providing written notice 12 months in advance, for a termination fee of approximately $4 million and $6 million, respectively. |
Major_Customers
Major Customers | 3 Months Ended |
Mar. 31, 2014 | |
Text Block [Abstract] | ' |
Major Customers | ' |
Note 12—Major Customers | |
Center Oil’s revenue accounted for 14% and 21% of the Partnership’s total revenues for the three months ended March 31, 2014 and 2013, respectively. Center Oil’s receivables accounted for 12% and 10% of the Partnership’s total receivables as of March 31, 2014 and December 31, 2013, respectively. No other customer accounted for 10% or more of the Partnership’s revenues and receivables during these periods. |
Commitments_and_Contingencies
Commitments and Contingencies | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Commitments and Contingencies | ' | ||||||||||||||||||||||||
Note 13—Commitments and Contingencies | |||||||||||||||||||||||||
Environmental matters | |||||||||||||||||||||||||
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 March 31, 2014 and December 31, 2013. | |||||||||||||||||||||||||
Commitments and contractual obligations | |||||||||||||||||||||||||
Future non-cancelable commitments related to certain contractual obligations as of March 31, 2014 are presented below (in thousands): | |||||||||||||||||||||||||
Payments Due by Period | |||||||||||||||||||||||||
Total | 2014 | 2015 | 2016 | 2017 | 2018 | ||||||||||||||||||||
Long-term debt obligations | $ | 105,563 | $ | — | $ | — | $ | — | $ | — | $ | 105,563 | |||||||||||||
Operating lease obligations | 33,101 | 3,665 | 6,310 | 6,292 | 6,160 | 10,674 | |||||||||||||||||||
Total | $ | 138,664 | $ | 3,665 | $ | 6,310 | $ | 6,292 | $ | 6,160 | $ | 116,237 | |||||||||||||
In addition to the above, GCAC is able to receive up to an additional $5.0 million in cash earnout payments based upon the throughput activity of one customer through December 31, 2016. As of March 31, 2014, no additional amounts have been paid or are owed to GCAC. | |||||||||||||||||||||||||
The schedule above assumes the Partnership will either exercise its Purchase Option or its right to terminate the Lease Agreement. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events | ' |
Note 14—Subsequent Events | |
Cash Distribution | |
In April 2014, the Partnership declared a quarterly cash distribution of $0.3875 per unit ($1.55 per unit on an annualized basis) totaling approximately $5.0 million for all common and subordinated units outstanding. The distribution is for the period from January 1, 2014 through March 31, 2014. The distribution is payable on May 16, 2014 to unitholders of record on May 9, 2014. |
Organization_and_Presentation_
Organization and Presentation (Policies) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Organization and Initial Public Offering | ' | ||||||||
Organization and Initial Public Offering | |||||||||
The Partnership is a fee-based, growth-oriented Delaware limited partnership formed by Lightfoot in 2007 to own, operate, develop and acquire a diversified portfolio of complementary energy logistics assets. The Partnership is principally engaged in the terminalling, storage, throughput and transloading of crude oil and petroleum products. The Partnership is focused on growing its business through the optimization, organic development and acquisition of terminalling, storage, rail, pipeline and other energy logistics assets that generate stable cash flows. | |||||||||
In November 2013, the Partnership completed its IPO by selling 6,786,869 common units (which includes 786,869 common units issued pursuant to the exercise of the underwriters’ over-allotment option) representing limited partner interests in the Partnership at a price to the public of $19.00 per common unit. In connection with the IPO, the Partnership amended and restated the Terminal Credit Facility (as defined below, see “Note 7—Debt”). | |||||||||
The $120.2 million of net proceeds from the IPO (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 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 Credit Facility (as defined below, see “Note 7—Debt”) by $6.0 million. The remaining funds were used for general partnership purposes, including the payment of transaction expenses related to the IPO and the Credit Facility. | |||||||||
Basis of Presentation | ' | ||||||||
Basis of Presentation | |||||||||
The accompanying interim statements of the Partnership have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the SEC. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, and disclosures necessary for a fair presentation of these interim statements have been included. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year or for any other period. These interim statements should be read in conjunction with the Partnership’s consolidated financial statements for the year ended December 31, 2013, which are included in the Partnership’s Annual Report on Form 10-K filed with the SEC on March 13, 2014. The year-end balance sheet data was derived from the audited financial statements, but does not include all disclosures required by GAAP. | |||||||||
The Partnership has disclosed consolidated figures of the Partnership as if the Partnership had operated since the inception of Arc Terminals. The contribution of Arc Terminals to Arc Logistics in connection with the IPO was not considered a business combination accounted for under the purchase method as it was a transfer of assets under common control and, accordingly, balances have been transferred at their historical cost. The condensed consolidated financial statements for the periods prior to the contribution on November 12, 2013 have been prepared using Arc Terminals’ historical basis in the assets and liabilities and include all revenues, costs, assets and liabilities attributed to Arc Terminals. | |||||||||
During the first quarter of 2014, the Partnership identified a classification error in the Consolidated Statement of Cash Flows for the year ended December 31, 2013 associated with the distributions received from an unconsolidated affiliate for which a portion was incorrectly classified within net cash used in investing activities. The misclassification resulted in an understatement of “net cash used in investing activities” and “net cash provided by operating activities” of approximately $1.3 million. The misclassification had no impact on the Consolidated Balance Sheet or on the Consolidated Statement of Operations nor did it affect the net increase in cash and cash equivalents on the Consolidated Statement of Cash Flows as of or for the period ended December 31, 2013. | |||||||||
The Partnership evaluated the effect of the misclassification on its previously issued financial statements for the year ended December 31, 2013 and concluded the impact was not material. The Partnership will recognize the impact of this misclassification on its December 31, 2013 financial statements prospectively in its financial statements for the year ended December 31, 2014, as it did not have any significant impact on the December 31, 2013 financial statements. | |||||||||
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. | |||||||||
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 March 31, 2014 and December 31, 2013. There were no write-offs of uncollectible receivables for the three months ended March 31, 2014 and 2013. No other amounts have been deemed uncollectible in the periods presented in the unaudited condensed consolidated statements of operations and comprehensive 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. | |||||||||
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, net” line on the balance sheet. Capitalized interest costs for each of the three months ended March 31, 2014 and 2013 was less than $0.1 million. | |||||||||
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 March 31, 2014 and 2013. | |||||||||
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. The Partnership determined at December 31, 2013 that there were no impairment charges and subsequent to that date no event indicating an impairment has occurred. | |||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Beginning Balance | $ | 15,162 | $ | 6,730 | |||||
Goodwill acquired | — | 8,432 | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 15,162 | |||||
Other Assets | ' | ||||||||
Other Assets | |||||||||
Other assets consist primarily of debt issuance costs related to the Credit Facility amendment entered into in November 2013 (see “Note 7—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. As of March 31, 2014 and December 31, 2013, these costs were approximately $1.7 million. | |||||||||
Deferred Rent | ' | ||||||||
Deferred Rent | |||||||||
The Lease Agreement (as defined below) contains certain rent escalation clauses, contingent rent provisions and lease termination payments. The Partnership recognizes rent expense for operating leases on a straight-line basis over the term of the lease, taking into consideration the items noted above. Contingent rental payments are generally recognized as rent expense as incurred. The deferred rent resulting from the recognition of rent expense on a straight-line basis related to the Lease Agreement is included within “Other non-current liabilities” in the accompanying unaudited condensed consolidated balance sheet at March 31, 2014. | |||||||||
Revenue Recognition | ' | ||||||||
Revenue Recognition | |||||||||
Revenues from leased tank storage and delivery services are recognized as the services are performed, evidence of a contractual arrangement exists and collectability is reasonably assured. 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. Accordingly, no provision has been made in the accompanying interim 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 three months ended March 31, 2014 and 2013. The Partnership is not aware of any uncertain tax positions as of March 31, 2014 and December 31, 2013. | |||||||||
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 condensed consolidated 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 Credit Facility 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 Per Unit | ' | ||||||||
Limited Partners’ Net Income Per Unit | |||||||||
The Partnership uses the two-class method in the computation of earnings per unit since there is more than one participating class of securities. Basic earnings per common and subordinated unit are determined by dividing net income allocated to the common units and subordinated units, respectively, after deducting the amount allocated to the preferred unitholders, by the weighted average number of outstanding common and subordinated units, respectively, during the period. The overall computation, presentation and disclosure of the Partnership’s limited partners’ net income per unit are made in accordance with the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share.” | |||||||||
Segment Reporting | ' | ||||||||
Segment Reporting | |||||||||
The Partnership derives revenue from operating its terminal and transloading facilities. These facilities have been aggregated into one reportable segment because the facilities have similar long-term economic characteristics, products and types of customers. | |||||||||
Recently Issued Accounting Pronouncements | ' | ||||||||
Recently Issued Accounting Pronouncements | |||||||||
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 adoption of this guidance has not had a material impact on the Partnership’s condensed consolidated financial statements. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Accounting Policies [Abstract] | ' | ||||||||
Summary of Estimated Useful Lives of Property, Plant and Equipment | ' | ||||||||
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 | ' | ||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Beginning Balance | $ | 15,162 | $ | 6,730 | |||||
Goodwill acquired | — | 8,432 | |||||||
Impairment | — | — | |||||||
Ending Balance | $ | 15,162 | $ | 15,162 | |||||
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | ||||
Mar. 31, 2014 | |||||
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 following unaudited pro forma financial results are presented for comparative purposes only (in thousands, except per unit amounts): | |||||
Three Months | |||||
Ended | |||||
March 31, 2013 | |||||
(unaudited proforma) | |||||
Total revenues | $ | 11,133 | |||
Operating income | 3,180 | ||||
Net Income | $ | 13,347 | |||
Less: Net income attributable to preferred units | $ | 600 | |||
Net income attributable to partners’ capital | $ | 12,747 | |||
Earnings per unit - Basic: | |||||
Common and Subordinated | $ | 2.17 | |||
Earnings per unit - Diluted: | |||||
Common and Subordinated | $ | 1.78 | |||
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 | |||
Investment_in_Unconsolidated_A1
Investment in Unconsolidated Affiliate (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Equity Method Investments And Joint Ventures [Abstract] | ' | ||||||||
Schedule of Investment in Unconsolidated Affiliate | ' | ||||||||
Investment in unconsolidated affiliate consisted of the LNG Interest and its balances as of March 31, 2014 and December 31, 2013 are represented below (in thousands): | |||||||||
Balance at December 31, 2013 | $ | 72,046 | |||||||
Equity earnings | 2,437 | ||||||||
Contributions | 165 | ||||||||
Distributions | (1,751 | ) | |||||||
Amortization of premium | (77 | ) | |||||||
Other comprehensive loss | (88 | ) | |||||||
Balance at March 31, 2014 | $ | 72,732 | |||||||
Schedule of Estimated Aggregate Amortization of Premium | ' | ||||||||
The estimated aggregate amortization of this premium for its remaining useful life from March 31, 2014 is as follows (in thousands): | |||||||||
Total | |||||||||
2014 | $ | 231 | |||||||
2015 | 309 | ||||||||
2016 | 309 | ||||||||
2017 | 309 | ||||||||
2018 | 309 | ||||||||
Thereafter | 7,140 | ||||||||
$ | 8,607 | ||||||||
Summarized Financial Information for the LNG Interest | ' | ||||||||
Summarized financial information for the LNG Interest is reported below (in thousands): | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Balance sheets | |||||||||
Current assets | $ | 8,814 | $ | 8,694 | |||||
Noncurrent assets | 942,709 | 952,630 | |||||||
Total assets | $ | 951,523 | $ | 961,324 | |||||
Current liabilities | $ | 74,452 | $ | 81,173 | |||||
Long-term liabilities | 762,619 | 773,115 | |||||||
Member’s equity | 114,452 | 107,036 | |||||||
Total liabilities and member’s equity | $ | 951,523 | $ | 961,324 | |||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Income statement | |||||||||
Revenues | $ | 46,561 | $ | 46,522 | |||||
Total operating costs and expenses | 14,280 | 14,284 | |||||||
Operating income | 32,281 | 32,238 | |||||||
Net income | $ | 23,656 | $ | 23,213 | |||||
Property_Plant_and_Equipment_T
Property, Plant and Equipment (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Property Plant And Equipment [Abstract] | ' | ||||||||
Schedule of Property, Plant and Equipment | ' | ||||||||
The Partnership’s property, plant and equipment consisted of (in thousands): | |||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Land | $ | 51,175 | $ | 51,175 | |||||
Buildings and site improvements | 34,712 | 34,660 | |||||||
Tanks and trim | 93,314 | 92,337 | |||||||
Machinery and equipment | 33,249 | 32,819 | |||||||
Office furniture and equipment | 2,409 | 2,334 | |||||||
Construction in progress | 5,513 | 5,003 | |||||||
220,372 | 218,328 | ||||||||
Less: Accumulated depreciation | (18,549 | ) | (16,851 | ) | |||||
Property, plant and equipment, net | $ | 201,823 | $ | 201,477 | |||||
Intangible_Assets_Tables
Intangible Assets (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2014 | |||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ||||||||||
Summary of Partnership's Intangible Assets | ' | ||||||||||
The Partnership’s intangible assets consisted of (in thousands): | |||||||||||
Estimated | As of | ||||||||||
Useful Lives | March 31, | December 31, | |||||||||
in Years | 2014 | 2013 | |||||||||
Customer relationships | 21 | $ | 4,785 | $ | 4,785 | ||||||
Acquired contracts | 10-Feb | 39,900 | 39,900 | ||||||||
Noncompete agreements | 3-Feb | 741 | 741 | ||||||||
45,426 | 45,426 | ||||||||||
Less: Accumulated amortization | (8,381 | ) | (7,119 | ) | |||||||
Intangible assets, net | $ | 37,045 | $ | 38,307 | |||||||
Partners_Capital_and_Distribut1
Partners' Capital and Distributions (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Equity [Abstract] | ' | ||||||||
Percentage of Incentive Distribution Rights to Partnership's Unitholders and General Partner | ' | ||||||||
the Partnership’s unitholders and the General Partner, as the initial holder of the incentive distribution rights, will receive distributions according to the following percentage allocations: | |||||||||
Total Quarterly Distribution Per Unit Target Amount | Marginal Percentage | ||||||||
Interest | |||||||||
in Distributions | |||||||||
Unitholders | General | ||||||||
Partner | |||||||||
above $0.3875 up to $0.4456 | 100 | % | 0 | % | |||||
above $0.4456 up to $0.4844 | 85 | % | 15 | % | |||||
above $0.4844 up to $0.5813 | 75 | % | 25 | % | |||||
above $0.5813 | 50 | % | 50 | % |
Earnings_Per_Unit_Tables
Earnings Per Unit (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Earnings Per Share [Abstract] | ' | ||||||||
Schedule of Earnings Per Unit | ' | ||||||||
As a result of the recapitalization in connection with the IPO, earnings per unit was adjusted on a retroactive basis. | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
(in thousands, except per unit data): | 2014 | 2013 | |||||||
Net Income | $ | 1,861 | $ | 9,859 | |||||
Less: preferred unit distributions | — | 347 | |||||||
Less: earnings attributable to preferred units | — | 1,143 | |||||||
Undistributed earnings | $ | 1,861 | $ | 8,369 | |||||
Numerator for basic and diluted earnings per limited partner unit: | |||||||||
Allocation of net income among limited partner interests: | |||||||||
Net income allocated to common unitholders | $ | 987 | $ | 110 | |||||
Net income allocated to subordinated unitholders | $ | 874 | $ | 8,259 | |||||
Net income allocated to limited partners: | $ | 1,861 | $ | 8,369 | |||||
Denominator for basic and diluted earnings per limited partner unit: | |||||||||
Common units | 6,868 | 80 | |||||||
Subordinated units | 6,081 | 6,023 | |||||||
Total basic units outstanding | 12,949 | 6,103 | |||||||
Earnings per limited partner unit: | |||||||||
Common units (basic and diluted) | $ | 0.14 | $ | 1.37 | |||||
Subordinated units (basic and diluted) | $ | 0.14 | $ | 1.37 |
Related_Party_Transactions_Tab
Related Party Transactions (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2014 | |||||||||
Related Party Transactions [Abstract] | ' | ||||||||
Schedule of Revenue from Related Parties | ' | ||||||||
The total revenues associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the “Revenues – Related parties” line on the unaudited condensed consolidated statements of operations and comprehensive income are as follows (in thousands): | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2014 | 2013 | ||||||||
Center Oil | $ | 1,885 | $ | 2,049 | |||||
GCAC | 453 | 74 | |||||||
Total | $ | 2,338 | $ | 2,123 | |||||
Schedule of Accounts Receivable due from Related Parties | ' | ||||||||
The total receivables associated with the storage and throughput agreements for Center Oil and GCAC and reflected in the “Due from related parties” line on the unaudited condensed consolidated balance sheets are as follows (in thousands): | |||||||||
As of | |||||||||
March 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Center Oil | $ | 608 | $ | 536 | |||||
GCAC | 297 | 186 | |||||||
Total | $ | 905 | $ | 722 | |||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2014 | |||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ' | ||||||||||||||||||||||||
Schedule of Future Non-Cancelable Commitments Related to Certain Contractual Obligations | ' | ||||||||||||||||||||||||
Future non-cancelable commitments related to certain contractual obligations as of March 31, 2014 are presented below (in thousands): | |||||||||||||||||||||||||
Payments Due by Period | |||||||||||||||||||||||||
Total | 2014 | 2015 | 2016 | 2017 | 2018 | ||||||||||||||||||||
Long-term debt obligations | $ | 105,563 | $ | — | $ | — | $ | — | $ | — | $ | 105,563 | |||||||||||||
Operating lease obligations | 33,101 | 3,665 | 6,310 | 6,292 | 6,160 | 10,674 | |||||||||||||||||||
Total | $ | 138,664 | $ | 3,665 | $ | 6,310 | $ | 6,292 | $ | 6,160 | $ | 116,237 | |||||||||||||
Organization_and_Presentation_1
Organization and Presentation - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | 3 Months Ended | ||
Nov. 30, 2013 | Mar. 31, 2014 | Nov. 30, 2013 | Nov. 30, 2013 | Nov. 12, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | |
Initial Public Offering [Member] | Initial Public Offering [Member] | Gulf LNG Holdings [Member] | GE EFS [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Lightfoot Capital Partners LP [Member] | |||
Limited Partners [Member] | Underwriters' Over-allotment Option [Member] | Initial Public Offering [Member] | ||||||
Limited Partners [Member] | ||||||||
Organization [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' |
Limited liability company interest | ' | ' | ' | ' | 10.30% | ' | ' | ' |
Common units issued in initial public offering | ' | ' | 6,786,869 | 786,869 | ' | ' | ' | ' |
Common units issued, per unit | ' | ' | $19 | ' | ' | ' | ' | ' |
Purchase of LNG Interest from an affiliate | ' | $165,000 | ' | ' | ' | $72,700,000 | ' | ' |
Net proceeds from Offering | 120,200,000 | ' | ' | ' | ' | ' | ' | ' |
Cash distribution | ' | ' | ' | ' | ' | ' | 29,800,000 | ' |
Intercompany payables | ' | ' | ' | ' | ' | ' | ' | 6,600,000 |
Restated Credit Facility | ' | $6,000,000 | ' | ' | ' | ' | ' | ' |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies - Additional Information (Detail) (USD $) | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
Segment | |||
Location | |||
Schedule Of Accounting Policies [Line Items] | ' | ' | ' |
Understatement of net cash used in investing and operating activities due to misclassification | $1,300,000 | ' | ' |
Uncollectible reserves | 0 | ' | 0 |
Write-offs of uncollectible receivables | 0 | 0 | ' |
Number of terminal locations | 2 | ' | ' |
Impairment charges | 0 | 0 | ' |
Capitalized debt issuance cost | 1,700,000 | ' | 1,700,000 |
Number of reportable segment | 1 | ' | ' |
Property, Plant and Equipment, Net [Member] | ' | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' | ' |
Undivided ownership interest on assets | 50.00% | ' | ' |
Percentage of aggregate fair value of assets at the time of acquisition | 50.00% | ' | ' |
Maximum [Member] | Property, Plant and Equipment, Net [Member] | ' | ' | ' |
Schedule Of Accounting Policies [Line Items] | ' | ' | ' |
Capitalized interest | $100,000 | $100,000 | ' |
Summary_of_Significant_Account3
Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property, Plant and Equipment (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
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 $) | 3 Months Ended | 12 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Goodwill And Intangible Assets Disclosure [Abstract] | ' | ' |
Beginning Balance | $15,162 | $6,730 |
Goodwill acquired | ' | 8,432 |
Impairment | ' | ' |
Ending Balance | $15,162 | $15,162 |
Acquisitions_Additional_Inform
Acquisitions - Additional Information (Detail) (USD $) | 3 Months Ended | 2 Months Ended | 1 Months Ended | 2 Months Ended | 3 Months Ended | 1 Months Ended | |||
Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Mar. 31, 2013 | Feb. 28, 2013 | Mar. 31, 2013 | Mar. 31, 2014 | Feb. 28, 2013 | |
Brooklyn [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Motiva Enterprises LLC [Member] | |||||
Business Acquisition [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 | ' | ' | ' | ' | 30,000,000 | ' | ' | ' |
Identifiable assets acquired, fair value | ' | ' | ' | ' | ' | 76,600,000 | ' | ' | 38,800,000 |
Goodwill | ' | 15,162,000 | 15,162,000 | 6,730,000 | ' | 8,432,000 | ' | ' | ' |
Transaction costs | ' | ' | ' | ' | ' | 1,900,000 | ' | ' | ' |
Earnout payments | ' | ' | ' | ' | ' | 5,000,000 | ' | 0 | ' |
Earnout payments condition | ' | ' | ' | ' | ' | ' | ' | 'Throughput activity of one customer through December 31, 2016 | ' |
Total revenue | ' | ' | ' | ' | 400,000 | ' | 2,700,000 | ' | ' |
Operating income | ' | ' | ' | ' | 200,000 | ' | 1,600,000 | ' | ' |
Bargain purchase gain | 11,777,000 | ' | ' | ' | ' | ' | ' | ' | 11,777,000 |
Transaction costs | ' | ' | ' | ' | ' | ' | ' | ' | $1,500,000 |
Acquisitions_Summary_of_Consid
Acquisitions - Summary of Consideration Paid and Amounts of Assets Acquired (Detail) (USD $) | 3 Months Ended | 1 Months Ended | ||||
In Thousands, unless otherwise specified | Mar. 31, 2013 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Feb. 28, 2013 | Feb. 28, 2013 |
Gulf Coast Asphalt Company, L.L.C. [Member] | Motiva Enterprises LLC [Member] | |||||
Consideration: | ' | ' | ' | ' | ' | ' |
Cash paid to seller | ' | ' | ' | ' | $25,000 | $27,000 |
Debt assumed | ' | ' | ' | ' | 30,000 | ' |
Preferred units issued | ' | ' | ' | ' | 30,000 | ' |
Total consideration | ' | ' | ' | ' | 85,000 | ' |
Allocation of purchase price: | ' | ' | ' | ' | ' | ' |
Property and equipment | ' | ' | ' | ' | 39,242 | 36,749 |
Inventory | ' | ' | ' | ' | ' | 19 |
Intangible assets | ' | ' | ' | ' | 37,326 | 2,009 |
Goodwill | ' | 15,162 | 15,162 | 6,730 | 8,432 | ' |
Bargain purchase gain | -11,777 | ' | ' | ' | ' | -11,777 |
Net assets acquired | ' | ' | ' | ' | 85,000 | ' |
Net assets acquired | ' | ' | ' | ' | ' | $27,000 |
Acquisitions_Pro_Forma_Financi
Acquisitions - Pro Forma Financial Results (Detail) (USD $) | 3 Months Ended |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2013 |
Business Combinations [Abstract] | ' |
Total revenues | $11,133 |
Operating income | 3,180 |
Net Income | 13,347 |
Less: Net income attributable to preferred units | 600 |
Net income attributable to partners' capital | $12,747 |
Earnings per unit - Basic: | ' |
Common and Subordinated | $2.17 |
Earnings per unit - Diluted: | ' |
Common and Subordinated | $1.78 |
Investment_in_Unconsolidated_A2
Investment in Unconsolidated Affiliate - Additional Information (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Schedule of Investments [Line Items] | ' |
IPO purchase price of LNG Interest | $165,000 |
Maximum [Member] | ' |
Schedule of Investments [Line Items] | ' |
Percentage of investments | 50.00% |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ' |
Schedule of Investments [Line Items] | ' |
IPO purchase price of LNG Interest | 72,700,000 |
Carrying value of LNG Interest | 64,100,000 |
Purchase price excess paid over the carrying value | $8,600,000 |
Long lived assets useful life | '28 years |
Investment_in_Unconsolidated_A3
Investment in Unconsolidated Affiliate - Schedule of Investments in Unconsolidated Affiliate (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Investments In And Advances To Affiliates Schedule Of Investments [Abstract] | ' |
Beginning balance | $72,046 |
Equity earnings | 2,437 |
Contributions | 165 |
Distributions | -1,751 |
Amortization of premium | -77 |
Other comprehensive loss | -88 |
Ending balance | $72,732 |
Investment_in_Unconsolidated_A4
Investment in Unconsolidated Affiliate - Schedule of Estimated Aggregate Amortization of Premium (Detail) (Gulf LNG Holdings Group, LLC Acquisition [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2014 |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ' |
Business Acquisition [Line Items] | ' |
Estimated future amortization expense, 2014 | $231 |
Estimated future amortization expense, 2015 | 309 |
Estimated future amortization expense, 2016 | 309 |
Estimated future amortization expense, 2017 | 309 |
Estimated future amortization expense, 2018 | 309 |
Estimated future amortization expense, Thereafter | 7,140 |
Property, plant and equipment, net | $8,607 |
Investment_in_Unconsolidated_A5
Investment in Unconsolidated Affiliate - Summarized Financial Information for the LNG Interest (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 |
Balance sheets | ' | ' | ' |
Current assets | $10,400 | ' | $10,658 |
Total assets | 338,979 | ' | 339,366 |
Current liabilities | 5,834 | ' | 6,411 |
Total liabilities and partners' capital | 338,979 | ' | 339,366 |
Income statement | ' | ' | ' |
Revenues | 13,213 | 9,608 | ' |
Total operating costs and expenses | 12,829 | 9,624 | ' |
Operating income | 384 | -16 | ' |
Net income | 1,861 | 9,512 | ' |
Gulf LNG Holdings Group, LLC Acquisition [Member] | ' | ' | ' |
Balance sheets | ' | ' | ' |
Current assets | 8,814 | ' | 8,694 |
Noncurrent assets | 942,709 | ' | 952,630 |
Total assets | 951,523 | ' | 961,324 |
Current liabilities | 74,452 | ' | 81,173 |
Long-term liabilities | 762,619 | ' | 773,115 |
Member's equity | 114,452 | ' | 107,036 |
Total liabilities and partners' capital | 951,523 | ' | 961,324 |
Income statement | ' | ' | ' |
Revenues | 46,561 | 46,522 | ' |
Total operating costs and expenses | 14,280 | 14,284 | ' |
Operating income | 32,281 | 32,238 | ' |
Net income | $23,656 | $23,213 | ' |
Property_Plant_and_Equipment_S
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $220,372 | $218,328 |
Less: Accumulated depreciation | -18,549 | -16,851 |
Property, plant and equipment, net | 201,823 | 201,477 |
Land [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 51,175 | 51,175 |
Building and Site Improvements [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 34,712 | 34,660 |
Tanks and Trim [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 93,314 | 92,337 |
Machinery and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 33,249 | 32,819 |
Office Furniture and Equipment [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | 2,409 | 2,334 |
Construction in Progress [Member] | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' |
Property, plant and equipment, gross | $5,513 | $5,003 |
Intangible_Assets_Summary_of_P
Intangible Assets - Summary of Partnership's Intangible Assets (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ' | ' |
Intangible assets, gross | $45,426 | $45,426 |
Less: Accumulated amortization | -8,381 | -7,119 |
Intangible assets, net | 37,045 | 38,307 |
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 | 39,900 |
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 | $741 |
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 $) | Mar. 31, 2014 |
In Millions, unless otherwise specified | |
Goodwill And Intangible Assets Disclosure [Abstract] | ' |
Estimated future amortization expense, 2014 | $3.90 |
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, 2018 | 3.9 |
Estimated future amortization expense, thereafter | $17.20 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 1 Months Ended | 3 Months Ended | ||||||||||||||
In Millions, unless otherwise specified | Nov. 12, 2013 | Mar. 31, 2014 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Mar. 31, 2014 | Jan. 31, 2012 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Nov. 12, 2013 | Feb. 28, 2013 | Mar. 31, 2014 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 |
Standby Letters of Credit [Member] | Minimum [Member] | Maximum [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] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Terminal Credit Facility [Member] | Term Loan [Member] | |||
Senior Notes [Member] | Maximum [Member] | Base Rate [Member] | Base Rate [Member] | London Interbank Offered Rate (LIBOR) [Member] | London Interbank Offered Rate (LIBOR) [Member] | One-Month LIBOR Rate [Member] | Federal Funds Rate [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Motiva [Member] | ||||||||||||
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | ||||||||||||||||||
Line of Credit Facility [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit, initiation date | ' | ' | ' | ' | ' | ' | 31-Jan-12 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Line of Credit Facility, amount | ' | $40.30 | ' | ' | ' | $175 | ' | $40 | ' | ' | ' | ' | ' | ' | ' | ' | $65 | ' | ' | ' | $65 |
Credit facility borrowing amount | ' | 105.6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 22 | ' | ' | ' |
Amount of commitments under the Credit Facility | 100 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublimit for issuance of swing line loans | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Sublimit for letters of credit | ' | ' | 10 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Credit Facility, maturity date | ' | 12-Nov-18 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Basis points spread on floating rate debt | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | 2.00% | 2.00% | 3.00% | 1.00% | 0.50% | ' | ' | ' | ' | ' |
Commitment fee percentage on unused portion of facility | ' | ' | ' | 0.38% | 0.50% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of increase in interest rate on default exists | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum Credit Facility to be maintained as per credit facility | ' | ' | ' | ' | ' | 4.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | 3.75 | ' | ' | ' |
Increase in Partnership leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | 5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Future issuance of debt | ' | ' | ' | ' | ' | ' | ' | ' | 200 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Minimum fixed charge ratio | ' | ' | ' | ' | ' | 2.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Maximum secured leverage ratio | ' | ' | ' | ' | ' | 3.5 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Revolving line of credit loan term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' |
Credit facility borrowing amount | ' | 6 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 20 | ' | ' | ' |
Decrease in Partnership leverage ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 4 | 3.5 | ' | ' | ' |
Minimum fixed charge ratio | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.25 | 1.25 | ' | ' | ' |
Credit facility, term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | ' | ' |
Additional credit facility amount borrowed | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $55 | $27 | ' |
Preferred_Units_Additional_Inf
Preferred Units - Additional Information (Detail) (USD $) | 3 Months Ended | 1 Months Ended | 3 Months Ended | ||
Mar. 31, 2014 | Mar. 31, 2013 | Mar. 31, 2013 | Feb. 28, 2013 | Mar. 31, 2013 | |
Preferred Units [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | 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 | ' | $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% | ' | ' | ' | ' |
Common units | ' | ' | ' | ' | 779 |
Subordinated units | ' | ' | ' | ' | 58,426 |
Cash | ' | ' | ' | ' | 29,000,000 |
Cash distributions to preferred unit holders | ' | ' | $0 | ' | ' |
Partners_Capital_and_Distribut2
Partners' Capital and Distributions - Additional Information (Detail) (USD $) | 3 Months Ended |
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2014 |
Limited Partners' Capital Account [Line Items] | ' |
Initial pro rata cash distribution, total amount | $2.70 |
Initial pro rata cash distribution, per unit | $0.21 |
Cash distribution payment date | 18-Feb-14 |
Cash distribution date of record | 10-Feb-14 |
Cash distribution after period end of each quarter | '60 days |
Common and subordinated units distribution | 'Partnership expects to distribute to the holders of common and subordinated units on a quarterly basis at least the minimum quarterly distribution of $0.3875 per unit, or $1.55 per unit on an annualized basis |
Annualized minimum quarterly distribution on each outstanding common and subordinated units | 150.00% |
Common and subordinated units for each three consecutive, non-overlapping four quarter periods | $2.33 |
Common and subordinated units on incentive distribution rights four-quarter period | $1.55 |
Conversion basis | 'When the subordination period ends, all subordinated units will convert into common units on a one-for-one basis, and all common units thereafter will no longer be entitled to arrearages. |
Common Units [Member] | ' |
Limited Partners' Capital Account [Line Items] | ' |
Cash distribution received, per unit | $0.39 |
Subordinated Units [Member] | ' |
Limited Partners' Capital Account [Line Items] | ' |
Cash distribution received, per unit | $0.39 |
All Unitholders [Member] | ' |
Limited Partners' Capital Account [Line Items] | ' |
Cash distribution received, per unit | $0.45 |
Partners_Capital_and_Distribut3
Partners' Capital and Distributions - Percentage of Incentive Distribution Rights to Partnership's Unitholders and General Partner (Detail) | 3 Months Ended |
Mar. 31, 2014 | |
Unitholders [Member] | Above $0.3875 up to $0.4456 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 100.00% |
Unitholders [Member] | Above $0.4456 up to $0.4844 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 85.00% |
Unitholders [Member] | Above $0.4844 up to $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 75.00% |
Unitholders [Member] | Above $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 50.00% |
General Partner [Member] | Above $0.3875 up to $0.4456 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 0.00% |
General Partner [Member] | Above $0.4456 up to $0.4844 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 15.00% |
General Partner [Member] | Above $0.4844 up to $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 25.00% |
General Partner [Member] | Above $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Marginal Percentage Interest in Distributions | 50.00% |
Partners_Capital_and_Distribut4
Partners' Capital and Distributions - Percentage of Incentive Distribution Rights to Partnership's Unitholders and General Partner (Parenthetical) (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2014 | |
Minimum [Member] | Above $0.3875 up to $0.4456 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.39 |
Minimum [Member] | Above $0.4456 up to $0.4844 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.45 |
Minimum [Member] | Above $0.4844 up to $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.48 |
Minimum [Member] | Above $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.58 |
Maximum [Member] | Above $0.3875 up to $0.4456 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.45 |
Maximum [Member] | Above $0.4456 up to $0.4844 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.48 |
Maximum [Member] | Above $0.4844 up to $0.5813 [Member] | ' |
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ' |
Cash distribution per unit target | $0.58 |
Earnings_Per_Unit_Schedule_of_
Earnings Per Unit - Schedule of Earnings Per Unit (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Earnings Per Share, Diluted, by Common Class, Including Two Class Method [Line Items] | ' | ' |
Net income | $1,861 | $9,859 |
Less: preferred unit distributions | ' | 347 |
Less: earnings attributable to preferred units | ' | 1,143 |
Undistributed earnings | 1,861 | 8,369 |
Numerator for basic and diluted earnings per limited partner unit: | ' | ' |
Net income allocated to unitholders | 1,861 | 8,369 |
Denominator for basic and diluted earnings per limited partner unit: | ' | ' |
Total basic units outstanding | 12,949 | 6,103 |
Common Units [Member] | ' | ' |
Numerator for basic and diluted earnings per limited partner unit: | ' | ' |
Net income allocated to unitholders | 987 | 110 |
Denominator for basic and diluted earnings per limited partner unit: | ' | ' |
Total basic units outstanding | 6,868 | 80 |
Earnings per limited partner unit: | ' | ' |
Earnings per limited partner unit, basic and diluted | $0.14 | $1.37 |
Subordinated Units [Member] | ' | ' |
Numerator for basic and diluted earnings per limited partner unit: | ' | ' |
Net income allocated to unitholders | $874 | $8,259 |
Denominator for basic and diluted earnings per limited partner unit: | ' | ' |
Total basic units outstanding | 6,081 | 6,023 |
Earnings per limited partner unit: | ' | ' |
Earnings per limited partner unit, basic and diluted | $0.14 | $1.37 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | 3 Months Ended | |||||||||||||||
Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Feb. 28, 2013 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2014 | Jan. 31, 2014 | Jan. 31, 2014 | 31-May-13 | 31-May-11 | Feb. 28, 2010 | Mar. 31, 2014 | Mar. 31, 2014 | Mar. 31, 2013 | Dec. 31, 2013 | |
bbl | Minimum [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | Gulf Coast Asphalt Company, L.L.C. [Member] | LCP Oregon Holdings LLC [Member] | Portland Terminal [Member] | Fifth Anniversary [Member] | Tenth Anniversary [Member] | Gulf LNG Holdings [Member] | Center Oil [Member] | Lightfoot Capital Partners LP [Member] | Lightfoot Capital Partners GP LLC [Member] | Limited Partners [Member] | Limited Partners [Member] | Limited Partners [Member] | Limited Partners [Member] | General Partner [Member] | General Partner [Member] | General Partner [Member] | |||
Boe | Terminal | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | Center Oil [Member] | ||||||||||||||||
Related Party Transaction [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Selling, general and administrative expenses-affiliate | $884,000 | $614,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | $900,000 | $600,000 | ' |
Due to general partner | 214,000 | ' | 127,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 200,000 | ' | 100,000 |
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. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of ownership in Gulf LNG Holdings | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 10.30% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Proceeds from the IPO | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 72,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership's Credit Facility | 40,300,000 | ' | ' | ' | 20,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash paid for Partnership acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 35,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of terminals acquired | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 7 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership units issued on acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 750,000 | ' | ' | ' |
Written notification for termination of agreement | ' | ' | ' | ' | 'These agreements can be mutually extended by both parties as long as the extension is agreed to 180 days prior to the end of the initial termination date, otherwise the Partnership has the right to lease the storage capacity to any third party. | ' | ' | ' | ' | ' | ' | 'The term of the storage and throughput agreement extends through June 2017. The agreement can be terminated by either party upon written notification of such party's intent to terminate this agreement at the expiration of such applicable term and must be received by the other party not later than eighteen months prior to the expiration of the applicable term. | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement extension, month and year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2017-06 | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Agreement renewal term | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '3 years | ' | ' | '1 year | '1 year | '1 year | ' | ' | ' | ' |
Valuation percentage of assets at the time of acquisition | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 50.00% | ' | ' | ' | ' |
Agreement renewal, month and year | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '2015-05 | '2015-05 | ' | ' | ' | ' |
Number of barrels of storage tanks | ' | ' | ' | ' | ' | 150,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Initial term of agreement | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of investment in subsidiary | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 6.60% | 1.50% | ' | ' | ' | ' | ' | ' | ' |
Initial term of lease agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '15 years | ' | ' | ' | ' | ' | ' | ' |
Additional term for lease agreement | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | ' | ' | ' | ' |
Lease agreement rent expenses | 230,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease agreement rent expenses for future period | 417,522 | ' | ' | ' | ' | ' | ' | 65,700,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Rent amount increase effective date | '2014-08 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Construction costs estimated | ' | ' | ' | ' | ' | ' | 10,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Description of increase in base rent | ' | ' | ' | ' | ' | ' | 'Increase each month starting with the month of August 2014 by a factor of 0.00958 of the specified construction costs incurred by LCP Oregon Holdings LLC ("LCP Oregon") at the Portland Terminal | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating leases, Rent expense increased | 95,800 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of change in the consumer price index | ' | ' | ' | 2.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Number of barrels per day of oil equivalent | 12,500 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Percentage of variable rate on base rent | 30.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lease agreement notice period | ' | ' | ' | ' | ' | ' | ' | 'So long as Arc Terminals Holdings is not in default under the Lease Agreement, it shall have the right to purchase the Portland Terminal at the end of the third year of the Lease Agreement and at the end of any month thereafter by delivery of 90 days' notice ("Purchase Option"). The purchase price shall be the greater of (i) nine times the total of base rent and variable rent for the 12 months immediately preceding the notice or (ii) $65.7 million. | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating lease termination notice | ' | ' | ' | ' | ' | ' | ' | '12 months | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Operating lease termination fee | ' | ' | ' | ' | ' | ' | ' | ' | $4,000,000 | $6,000,000 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Related_Party_Transactions_Sch
Related Party Transactions - Schedule of Revenue from Related Parties (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2014 | Mar. 31, 2013 |
Related Party Transaction [Line Items] | ' | ' |
Related parties | $2,338 | $2,123 |
Gulf Coast Asphalt Company, L.L.C. [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related parties | 453 | 74 |
Center Oil [Member] | ' | ' |
Related Party Transaction [Line Items] | ' | ' |
Related parties | $1,885 | $2,049 |
Related_Party_Transactions_Sch1
Related Party Transactions - Schedule of Accounts Receivable due from Related Parties (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Notes Receivable Related Parties [Line Items] | ' | ' |
Due from related parties | $905 | $722 |
Gulf Coast Asphalt Company, L.L.C. [Member] | ' | ' |
Notes Receivable Related Parties [Line Items] | ' | ' |
Due from related parties | 297 | 186 |
Center Oil [Member] | ' | ' |
Notes Receivable Related Parties [Line Items] | ' | ' |
Due from related parties | $608 | $536 |
Major_Customers_Additional_Inf
Major Customers - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2014 | Mar. 31, 2013 | |
Revenue, Major Customer [Line Items] | ' | ' |
Number of customers accounted for partnership's revenues and receivables | 0 | ' |
Revenues [Member] | Minimum [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Total percentages associated with significant customers | 10.00% | ' |
Revenues [Member] | Center Oil [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Total percentages associated with significant customers | 14.00% | 21.00% |
Receivables [Member] | Center Oil [Member] | ' | ' |
Revenue, Major Customer [Line Items] | ' | ' |
Total percentages associated with significant customers | 12.00% | 10.00% |
Commitments_and_Contingencies_1
Commitments and Contingencies - Additional Information (Detail) (USD $) | Mar. 31, 2014 | Dec. 31, 2013 | Mar. 31, 2014 |
Gulf Coast Asphalt Company, L.L.C. [Member] | |||
Customer | |||
Operating Leased Assets [Line Items] | ' | ' | ' |
Accruals for environmental losses | $0 | $0 | ' |
Contingent cash earnout payments | ' | ' | 5,000,000 |
Additional cash earnout payments | ' | ' | $0 |
Number of customers | ' | ' | 1 |
Commitments_and_Contingencies_2
Commitments and Contingencies - Schedule of Future Non-Cancelable Commitments Related to Certain Contractual Obligations (Detail) (USD $) | Mar. 31, 2014 |
In Thousands, unless otherwise specified | |
Contractual Obligation Fiscal Year Maturity Schedule [Abstract] | ' |
Long-term debt obligations, Total | $105,563 |
Long-term debt obligations, 2014 | ' |
Long-term debt obligations, 2015 | ' |
Long-term debt obligations, 2016 | ' |
Long-term debt obligations, 2017 | ' |
Long-term debt obligations, 2018 | 105,563 |
Operating lease obligations, Total | 33,101 |
Operating lease obligations, 2014 | 3,665 |
Operating lease obligations, 2015 | 6,310 |
Operating lease obligations, 2016 | 6,292 |
Operating lease obligations, 2017 | 6,160 |
Operating lease obligations, 2018 | 10,674 |
Contractual obligations, Total | 138,664 |
Contractual obligations, 2014 | 3,665 |
Contractual obligations, 2015 | 6,310 |
Contractual obligations, 2016 | 6,292 |
Contractual obligations, 2017 | 6,160 |
Contractual obligations, 2018 | $116,237 |
Subsequent_Events_Additional_I
Subsequent Events - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Mar. 31, 2014 | Apr. 30, 2014 | Apr. 30, 2014 | Apr. 30, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
Quarterly Cash Distribution [Member] | Annual Cash Distribution [Member] | |||
Subsequent Event [Line Items] | ' | ' | ' | ' |
Cash distribution, declaration month and year | ' | '2014-04 | ' | ' |
Cash distribution, per unit | $0.21 | ' | $0.39 | $1.55 |
Cash distribution, total amount | $2.70 | $5 | ' | ' |
Cash distribution payment date | 18-Feb-14 | 16-May-14 | ' | ' |
Cash distribution date of record | 10-Feb-14 | 9-May-14 | ' | ' |