Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2016 | Jul. 29, 2016 | |
Entity Registrant Name | Enviva Partners, LP | |
Entity Central Index Key | 1,592,057 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q2 | |
Common Units | ||
Entity Common Stock, Shares Outstanding | 12,867,775 | |
Subordinated Unitholder | ||
Entity Common Stock, Shares Outstanding | 11,905,138 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 19,806 | $ 2,175 |
Accounts receivable, net of allowance for doubtful accounts of $72 as of June 30, 2016 and $85 as of December 31, 2015 | 47,556 | 38,684 |
Related party receivables | 462 | 94 |
Inventories | 21,262 | 24,245 |
Prepaid expenses and other current assets | 1,928 | 2,123 |
Total current assets | 91,014 | 67,321 |
Property, plant and equipment, net of accumulated depreciation of $77.4 million as of June 30, 2016 and $64.7 million as of December 31, 2015 | 398,139 | 405,582 |
Intangible assets, net of accumulated amortization of $8.3 million as of June 30, 2016 and $7.0 million as of December 31, 2015 | 2,165 | 3,399 |
Goodwill | 85,615 | 85,615 |
Other long-term assets | 429 | 7,063 |
Total assets | 577,362 | 568,980 |
Current liabilities: | ||
Accounts payable | 9,789 | 9,303 |
Related party payables | 6,302 | 11,013 |
Accrued and other current liabilities | 21,065 | 13,059 |
Deferred revenue and deposits | 9,341 | 485 |
Current portion of long-term debt and capital lease obligations | 3,649 | 6,523 |
Related party current portion of long-term debt | 3,187 | 150 |
Total current liabilities | 53,333 | 40,533 |
Long-term debt and capital lease obligations | 199,903 | 186,294 |
Related party long-term debt | 14,664 | |
Long-term interest payable | 841 | 751 |
Other long-term liabilities | 874 | 586 |
Total liabilities | 254,951 | 242,828 |
Commitments and contingencies | ||
Partners' capital: | ||
Common unitholders - public (11,520,614 and 11,502,934 units issued and outstanding at June 30, 2016 and December 31, 2015, respectively) | 209,272 | 210,488 |
Common unitholder - sponsor (1,347,161 units issued and outstanding at June 30, 2016 and December 31, 2015) | 19,367 | 19,619 |
Subordinated unitholder - sponsor (11,905,138 units issued and outstanding at June 30, 2016 and December 31, 2015) | 131,202 | 133,427 |
General partner interest (no outstanding units) | (40,373) | (40,373) |
Total Enviva Partners, LP partners' capital | 319,468 | 323,161 |
Noncontrolling partners' interests | 2,943 | 2,991 |
Total partners' capital | 322,411 | 326,152 |
Total liabilities and partners' capital | $ 577,362 | $ 568,980 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
Accounts receivable, allowance for doubtful accounts | $ 72 | $ 85 |
Property, plant and equipment, accumulated depreciation | 77,372 | 64,738 |
Intangible assets, accumulated amortization | $ 8,285 | $ 7,051 |
Common Unitholders-Public | ||
Limited partner units issued | 11,520,614 | 11,502,934 |
Limited partner units outstanding | 11,520,614 | 11,502,934 |
Common Unitholder-Sponsor | ||
Limited partner units issued | 1,347,161 | 1,347,161 |
Limited partner units outstanding | 1,347,161 | 1,347,161 |
Subordinated Unitholder | ||
Limited partner units issued | 11,905,138 | 11,905,138 |
Limited partner units outstanding | 11,905,138 | 11,905,138 |
General Partner | ||
General partner units outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Product sales | $ 116,247 | $ 107,195 | $ 219,692 | $ 220,776 |
Other revenue | 3,462 | 2,464 | 7,269 | 3,197 |
Net revenue | 119,709 | 109,659 | 226,961 | 223,973 |
Cost of goods sold, excluding depreciation and amortization | 92,983 | 86,175 | 177,599 | 180,575 |
Depreciation and amortization | 7,114 | 8,225 | 13,995 | 16,484 |
Total cost of goods sold | 100,097 | 94,400 | 191,594 | 197,059 |
Gross margin | 19,612 | 15,259 | 35,367 | 26,914 |
General and administrative expenses | 4,392 | 4,623 | 9,409 | 8,393 |
Income from operations | 15,220 | 10,636 | 25,958 | 18,521 |
Other income (expense): | ||||
Interest expense | (3,039) | (2,791) | (6,220) | (4,708) |
Related party interest expense | (301) | (296) | (510) | (1,097) |
Early retirement of debt obligation | (4,699) | (4,699) | ||
Other income | 140 | 15 | 271 | 26 |
Total other expense, net | (3,200) | (7,771) | (6,459) | (10,478) |
Income before income tax expense | 12,020 | 2,865 | 19,499 | 8,043 |
Income tax expense | 2,667 | |||
Net income | 12,020 | 2,865 | 19,499 | 5,376 |
Less net loss attributable to noncontrolling partners' interests | 33 | 8 | 48 | 16 |
Net income attributable to Enviva Partners, LP | $ 12,053 | $ 2,873 | $ 19,547 | $ 5,392 |
Net income per unit: | ||||
Common - basic (in dollars per unit) | $ 0.48 | $ 0.24 | $ 0.77 | $ 0.24 |
Common - diluted (in dollars per unit) | 0.47 | 0.24 | 0.76 | 0.24 |
Subordinated - basic (in dollars per unit) | 0.48 | 0.24 | 0.77 | 0.24 |
Subordinated - diluted (in dollars per unit) | $ 0.47 | $ 0.24 | $ 0.76 | $ 0.24 |
Weighted average number of limited partner units outstanding | ||||
Common - basic (in units) | 12,862 | 11,905 | 12,857 | 11,905 |
Common - diluted (in units) | 13,445 | 12,159 | 13,391 | 12,159 |
Subordinated - basic and diluted (in units) | 11,905 | 11,905 | 11,905 | 11,905 |
General Partner | ||||
Other income (expense): | ||||
Net income attributable to Enviva Partners, LP | $ 1,839 | $ 1,839 | ||
Limited Partners | ||||
Other income (expense): | ||||
Net income attributable to Enviva Partners, LP | 5,685 | 5,685 | ||
Southampton Dropdown | ||||
Total cost of goods sold | (1,854) | (1,854) | ||
Gross margin | 1,854 | 1,854 | ||
Other income (expense): | ||||
Net income | 1,839 | 1,839 | ||
Southampton Dropdown | General Partner | ||||
Other income (expense): | ||||
Net income attributable to Enviva Partners, LP | 1,839 | 1,839 | ||
Enviva, LP and Subsidiaries | ||||
Other income (expense): | ||||
Net income attributable to Enviva Partners, LP | (4,651) | (2,132) | ||
Enviva Partners, LP Excluding Predecessor And Southampton Drop-Down | ||||
Other income (expense): | ||||
Net income attributable to Enviva Partners, LP | $ 12,053 | $ 5,685 | $ 19,547 | $ 5,685 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Changes in Partners' Capital - 6 months ended Jun. 30, 2016 - USD ($) $ in Thousands | General Partner | Common Unitholders-Public | Common Unitholder-Sponsor | Subordinated Unitholder | Noncontrolling Partner's Interests | Total |
Balance at the beginning of the period at Dec. 31, 2015 | $ (40,373) | $ 210,488 | $ 19,619 | $ 133,427 | $ 2,991 | $ 326,152 |
Balance at the beginning of the period (in units) at Dec. 31, 2015 | 11,502,934 | 1,347,161 | 11,905,138 | |||
Changes in Partners' Capital | ||||||
Distributions to unitholders, distribution equivalent rights and incentive distribution rights | (156) | $ (11,729) | $ (1,307) | $ (11,548) | (24,740) | |
Issuance of units through Long-Term Incentive Plan | $ 353 | 353 | ||||
Issuance of units through Long-Term Incentive Plan (in units) | 18,000 | |||||
Unit-based compensation | $ 1,147 | 1,147 | ||||
Net income | 156 | 9,013 | 1,055 | 9,323 | (48) | 19,499 |
Balance at the end of the period at Jun. 30, 2016 | $ (40,373) | $ 209,272 | $ 19,367 | $ 131,202 | $ 2,943 | $ 322,411 |
Balance at the end of the period (in units) at Jun. 30, 2016 | 11,520,614 | 1,347,161 | 11,905,138 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Cash flows from operating activities: | ||
Net income | $ 19,499 | $ 5,376 |
Adjustment to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 14,013 | 16,507 |
Amortization of debt issuance costs and original issue discount | 892 | 875 |
General and administrative expense incurred by Enviva Holdings, LP | 475 | |
Allocation of income tax expense from Enviva Cottondale Acquisition I, LLC | 2,663 | |
Early retirement of debt obligation | 4,699 | |
Loss on disposals of property, plant and equipment | 156 | 27 |
Unit-based compensation expense | 1,500 | 183 |
Change in fair value of interest rate swap derivatives | 23 | |
Change in operating assets and liabilities: | ||
Accounts receivable, net | (8,872) | (2,609) |
Related party receivables | (368) | (705) |
Prepaid expenses and other current assets | 660 | (1,318) |
Inventories | 2,776 | (2,502) |
Other long-term assets | 6,635 | 398 |
Accounts payable and accrued liabilities | 7,819 | 6,095 |
Related party payables | 94 | 1,321 |
Accrued interest | 90 | 1,933 |
Deferred revenue | 8,856 | 477 |
Other liabilities | (109) | 19 |
Net cash provided by operating activities | 53,641 | 33,937 |
Cash flows from investing activities: | ||
Purchases of property, plant and equipment | (4,586) | (2,494) |
Payment of acquisition related costs | (3,573) | |
Proceeds from the sale of equipment | 53 | |
Net cash used in investing activities | (4,586) | (6,014) |
Cash flows from financing activities: | ||
Principal payments on debt and capital lease obligations | (36,125) | (182,394) |
Principle payments on related party debt | (204) | |
Cash paid related to debt issuance costs | (5,123) | |
Termination payment for interest rate swap derivative | (146) | |
Release of cash restricted for debt service | 11,640 | |
IPO proceeds, net | 215,050 | |
Cash paid for deferred offering costs | (224) | (1,340) |
Proceeds from debt issuance | 34,500 | 178,505 |
Distributions to unitholders, distribution equivalent rights and incentive distribution rights | (24,369) | |
Distributions to sponsor | (5,002) | (174,552) |
Proceeds from contributions from sponsor | 10,236 | |
Net cash (used in) provided by financing activities | (31,424) | 51,876 |
Net increase in cash and cash equivalents | 17,631 | 79,799 |
Cash and cash equivalents, beginning of period | 2,175 | 592 |
Cash and cash equivalents, end of period | 19,806 | 80,391 |
Non-cash investing and financing activities: | ||
The Partnership acquired property, plant and equipment in non-cash transactions: Property, plant and equipment acquired included in accounts payable and accrued liabilities | 1,247 | 405 |
The Partnership acquired property, plant and equipment in non-cash transactions: Property, plant and equipment acquired under capital leases | 44 | |
The Partnership acquired property, plant and equipment in non-cash transactions: Property, plant and equipment transferred from prepaid expenses | 173 | |
Depreciation capitalized to inventories | 145 | 247 |
Contribution of Cottondale non-cash assets | 122,529 | |
Application of IPO costs to Partners' capital | 5,913 | |
Related party long-term debt transferred to third-party long-term debt | 14,757 | |
Third-party long-term debt transferred to related party long-term debt | 3,316 | |
Offering costs included in accounts payable and accrued liabilities | 241 | 370 |
Distribution of Cottondale assets to sponsor | 319 | |
Distributions included in liabilities | 371 | |
Inventory transferred to fixed assets | 63 | |
Non-Cash adjustments to financed insurance and prepaid expenses | 105 | |
Non-cash capital contributions from sponsor | 304 | |
Supplemental information: | ||
Interest paid | $ 5,745 | $ 2,956 |
Description of Business and Bas
Description of Business and Basis of Presentation | 6 Months Ended |
Jun. 30, 2016 | |
Description of Business and Basis of Presentation | |
Description of Business and Basis of Presentation | (1) Description of Business and Basis of Presentation Description of Business Enviva Partners, LP (the "Partnership") is a publicly traded Delaware limited partnership formed on November 12, 2013, as a wholly owned subsidiary of Enviva Holdings, LP (the "sponsor"). Through its interests in Enviva, LP (the "Predecessor") and Enviva GP, LLC, the general partner of the Predecessor, the Partnership supplies utility-grade wood pellets to major power generators under long-term, take-or-pay off-take contracts. The Partnership procures wood fiber and processes it into utility-grade wood pellets. The Partnership loads the finished wood pellets into railcars, trucks and barges that are transported to deep-water marine terminals, where they are received, stored and ultimately loaded onto oceangoing vessels for transport to the Partnership's principally Northern European customers. The Partnership operates six industrial-scale wood pellet production plants located in the Mid-Atlantic and Gulf Coast regions of the United States. Wood pellets are exported from a wholly owned deep-water marine terminal in Chesapeake, Virginia and from third-party deep-water marine terminals in Mobile, Alabama and Panama City, Florida under long-term contracts. Basis of Presentation On May 4, 2015, the Partnership completed an initial public offering (the "IPO") of common units representing limited partner interests in the Partnership (see Note 3, Initial Public Offering ). Prior to the closing of the IPO, the sponsor contributed to the Partnership its interests in the Predecessor, Enviva GP, LLC, and Enviva Cottondale Acquisition II, LLC ("Acquisition II"), which was the owner of Enviva Pellets Cottondale, LLC ("Cottondale"), which owns a wood pellet production plant in Cottondale, Florida (the "Cottondale plant"). The primary assets contributed to the Partnership by the sponsor included five industrial-scale wood pellet production plants, a wholly owned deep-water marine terminal and long-term contractual arrangements to sell the wood pellets produced at the plants to third parties. Until April 9, 2015, Enviva MLP Holdco, LLC, a wholly owned subsidiary of the sponsor, was the owner of the Predecessor, and Enviva Cottondale Acquisition I, LLC ("Acquisition I"), a wholly owned subsidiary of the sponsor, was the owner of Acquisition II. On January 5, 2015, the sponsor acquired Green Circle Bio Energy, Inc. ("Green Circle"), which owned the Cottondale plant. Acquisition I contributed Green Circle to the Partnership in April 2015 in exchange for subordinated units in the Partnership. Prior to such contribution, the sponsor converted Green Circle into a Delaware limited liability company and changed the name of the entity to "Enviva Pellets Cottondale, LLC." On April 9, 2015, the Partnership, the Predecessor and the sponsor executed a series of transactions that were accounted for as common control transactions and are referred to as the "Reorganization": • Under a Contribution Agreement, the Predecessor conveyed 100% of the outstanding limited liability company interests in Enviva Pellets Southampton, LLC ("Southampton"), which owns a wood pellet production plant in Southampton County, Virginia (the "Southampton Plant"), to a joint venture between the sponsor and certain affiliates of John Hancock Life Insurance Company (the "Hancock JV"), which is consolidated by the sponsor; and • Under a separate Contribution Agreement by and among the sponsor, Enviva MLP Holdco, LLC, Acquisition I, the Predecessor and the Partnership, the parties executed the following transactions: • The Predecessor distributed cash and cash equivalents of $1.7 million and accounts receivable of $2.4 million to the sponsor; • The sponsor contributed to the Partnership 100% of the outstanding limited liability company interest in Acquisition II, the former owner of Cottondale (formerly Green Circle), which owns the Cottondale plant; and • The sponsor contributed 100% of the outstanding interests in each of the Predecessor and Enviva GP, LLC to the Partnership. As a result of the Reorganization, the Partnership became the owner of the Predecessor, Enviva GP, LLC and Acquisition II. In connection with the closing of the IPO, under a Contribution Agreement by and among the sponsor, Enviva MLP Holdco, LLC, Acquisition I, the Predecessor and the Partnership, Acquisition II merged into the Partnership and the Partnership contributed its interest in Cottondale to the Predecessor. On December 11, 2015, under the terms of a Contribution Agreement by and among the Partnership and the Hancock JV, the Hancock JV contributed to Enviva, LP, all of the issued and outstanding limited liability interests in Southampton for total consideration of $131.0 million. The acquisition (the "Southampton Drop-Down") included the Southampton Plant, a ten-year 500,000 metric tons per year ("MTPY") take-or-pay off-take contract and a matching ten-year shipping contract. The Partnership accounted for the Southampton Drop-Down as a combination of entities under common control at historical cost in a manner similar to a pooling of interests. Accordingly, the unaudited condensed consolidated financial statements for the periods prior to the Southampton Drop-Down were retrospectively recast to reflect the acquisition as if it had occurred on April 9, 2015, the date Southampton was originally conveyed to the Hancock JV. The accompanying unaudited interim condensed consolidated financial statements ("interim statements") of the Partnership include the accounts of the Predecessor and its subsidiaries and were prepared using the Predecessor's historical basis. Prior to the IPO, certain of the assets and liabilities of the Predecessor were transferred to the Partnership within the sponsor's consolidated group in a transaction under common control and, as such, the unaudited condensed consolidated historical financial statements of the Predecessor are presented as the Partnership's historical financial statements as the Partnership believes they provide a representation of management's ability to execute and manage the Partnership's business plan. As entities under common control, the contributed assets were recorded on the balance sheet at the Predecessor's historical basis rather than fair value. The financial statements were prepared using the Predecessor's historical basis in the assets and liabilities, and include all revenues, costs, assets and liabilities attributed to the Predecessor. The financial statements for periods prior to the Reorganization reflect the contribution of the sponsor's interests in the Predecessor and Enviva GP, LLC as if the contributions occurred at the beginning of the periods presented and the contribution of the sponsor's interests in Acquisition II as if the contribution occurred on January 5, 2015, the date Green Circle was acquired by the sponsor. The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the U.S. Securities and Exchange Commission (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, the accompanying unaudited condensed consolidated financial statements include all adjustments and accruals that are necessary for a fair presentation of the results of all interim periods presented herein and are of a normal recurring nature. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year. These interim statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto included in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the SEC. During interim periods, the Partnership follows the accounting policies disclosed in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2015. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the amounts reported in the Partnership's unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. Summary of Significant Accounting Policies Debt Issuance Costs Effective January 1, 2016, the Partnership adopted the Financial Accounting Standards Board's ("FASB") Accounting Standards Update ("ASU") No. 2015-03, Interest—Imputation of Interest (Topic 835-30): Simplifying the Presentation of Debt Issuance Costs . The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard requires retrospective application and represents a change in accounting principle. The adoption of ASU 2015-03 resulted in a $5.6 million retrospective reduction of both the Partnership's assets (debt issuance costs) and long term debt and capital lease obligations as of December 31, 2015. The adoption had no impact on the Partnership's consolidated statements of income or cash flows. The accounting policies are set forth in the Notes to Consolidated Financial Statements in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2015. Other than the adoption of ASU No. 2015-03, there have been no significant changes to these policies during the six months ended June 30, 2016. Recent and Pending Accounting Pronouncements In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation . The new standard identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Partnership does not expect the adoption of the new standard to have a material effect on the accounting for the Partnership's equity awards. In February 2016, the FASB issued ASU No. 2016-02, Leases . Under the new pronouncement, an entity is required to recognize assets and liabilities arising from a lease for all leases with a maximum possible term of more than 12 months. A lessee is required to recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the leased asset (the underlying asset) for the lease term. For most leases of assets other than property (for example, equipment, aircraft, cars, trucks), a lessee would recognize a right-of-use asset and a lease liability, initially measured at the present value of lease payments and recognize the unwinding of the discount on the lease liability as interest separately from the amortization of the right-of-use asset. For most leases of property (that is, land and/or a building or part of a building), a lessee would recognize a right-of-use asset and a lease liability, initially measured at the present value of lease payments and recognize a single lease cost, combining the unwinding of the discount on the lease liability with the amortization of the right-of-use asset, on a straight-line basis. The new guidance is effective for public entities for fiscal year and interim periods within those fiscal years beginning after December 15, 2018. Upon adoption, a lessee and a lessor would recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Early adoption is permitted. The Partnership is in the process of evaluating the impact of adoption on the Partnership's consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers . The new standard provides new guidance on the recognition of revenue and states that an entity should recognize revenue when control of the goods or services transfers to the customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, as opposed to recognizing revenue when the risks and rewards transfer to the customer under the existing revenue guidance. The new standard also requires significantly expanded disclosure regarding qualitative and quantitative information about the nature, timing and uncertainty of revenue and cash flow arising from contracts with customers. On July 9, 2015, the FASB approved a one-year delay in the effective date of ASU No. 2014-09. The new guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers—Principal versus Agent Considerations . The new standard clarifies the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers—Identifying Performance Obligations and Licensing . The new standard clarifies the guidance for identifying performance obligations. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606) , which provides narrow scope improvements and practical expedients related to ASU No. 2014-09. The improvements address completed contracts and contract modifications at transition, noncash consideration, the presentation of sales taxes and other taxes collected from customers, and assessment of collectability when determining whether a transaction represents a valid contract. ASU No. 2014-09 permits the application retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASUs at the date of initial application. The Partnership is in the process of evaluating the impact of adoption on its consolidated financial statements and has not determined which implementation method will be adopted. |
Transactions Between Entities U
Transactions Between Entities Under Common Control | 6 Months Ended |
Jun. 30, 2016 | |
Transactions Between Entities Under Common Control. | |
Transactions Between Entities Under Common Control | (2) Transactions Between Entities Under Common Control Recast of Historical Financial Statements The financial statements as of June 30, 2015 and for the three and six months ended June 30, 2015 have been recast to reflect the Southampton Drop-Down as if it had occurred on April 9, 2015, the date Southampton was originally conveyed to the Hancock JV. The following table presents the changes to previously reported amounts in the unaudited condensed consolidated balance sheet as of June 30, 2015 included in the Partnership's quarterly report on Form 10-Q for the quarter ended June 30, 2015: As of June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Cash and cash equivalents $ $ $ Accounts receivable, net Related party receivables ) Inventories Prepaid expenses and other current assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total current assets Property, plant and equipment, net of accumulated depreciation Other long-term assets — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued liabilities $ $ $ Related party payables ) Total long-term debt Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities Partners' capital ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities and partners' capital $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following table presents the changes to previously reported amounts in the unaudited condensed consolidated statements of operations for the three and six months ended June 30, 2015 included in the Partnership's quarterly report on Form 10-Q for the quarter ended June 30, 2015: Three Months Ended June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Net revenue $ $ — $ Total cost of goods sold ) Gross margin Net income Less net loss attributable to noncontrolling partners' interests — Net loss attributable to Predecessor ) — ) Net income attributable to general partner — Net income attributable to limited partners — Six Months Ended June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Net revenue $ $ — $ Total cost of goods sold ) Gross margin Net income Less net loss attributable to noncontrolling partners' interests — Net loss attributable to Predecessor ) — ) Net income attributable to general partner — Net income attributable to limited partners — The following table presents the changes to previously reported amounts in the unaudited condensed consolidated statement of cash flows for the six months ended June 30, 2015 included in the Partnership's quarterly report on Form 10-Q for the quarter ended June 30, 2015: Six Months Ended June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Net cash provided by operating activities $ $ $ Net cash used in investing activities ) ) ) Net cash provided by financing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase in cash and cash equivalents $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Initial Public Offering
Initial Public Offering | 6 Months Ended |
Jun. 30, 2016 | |
Initial Public Offering. | |
Initial Public Offering | (3) Initial Public Offering On May 4, 2015, the Partnership completed an IPO of 11,500,000 common units, which included a 1,500,000 common unit over-allotment option that was exercised in full by the underwriters, representing limited partner interests in the Partnership at a price to the public of $20.00 per unit ($18.80 per common unit, net of underwriting discounts and commissions) and constituting approximately 48.3% of the Partnership's outstanding limited partner interests. The net proceeds from the IPO of approximately $215.1 million after deducting the underwriting discount and structuring fee were used to (i) repay intercompany indebtedness related to the acquisition of Green Circle in the amount of approximately $83.0 million and (ii) distribute approximately $86.7 million to the sponsor related to its contribution of assets to the Partnership in connection with the IPO, with the Partnership retaining $45.4 million for general partnership purposes, including offering expenses. |
Significant Risks and Uncertain
Significant Risks and Uncertainties, Including Business and Credit Concentrations | 6 Months Ended |
Jun. 30, 2016 | |
Significant Risks and Uncertainties, Including Business and Credit Concentrations | |
Significant Risks and Uncertainties, Including Business and Credit Concentrations | (4) Significant Risks and Uncertainties Including Business and Credit Concentrations The Partnership's business is significantly impacted by greenhouse gas emission and renewable energy legislation and regulations in the European Union (the "E.U.") as well as its member states. If the E.U. or its member states significantly modify such legislation or regulations, then the Partnership's ability to enter into new contracts as the current contracts expire may be materially affected. The Partnership's primary industrial customers are located in the United Kingdom and Belgium. Two customers accounted for 93% of the Partnership's product sales during the three months ended June 30, 2016 and 92% during the six months ended June 30, 2016. Three customers accounted for 92% of the Partnership's product sales during the three months ended June 30, 2015 and 97% during the six months ended June 30, 2015. The following table shows product sales to third-party customers that accounted for 10% or a greater share of consolidated product sales for: Three Months Ended June 30, Six Months Ended June 30, 2016 2015 (Recast) 2016 2015 (Recast) Customer A % % % % Customer B % % % % Customer C — % % — % % The Partnership's cash and cash equivalents are placed in or with various financial institutions. The Partnership has not experienced any losses on such accounts and does not believe it has any significant risk in this area. |
Property, Plant and Equipment
Property, Plant and Equipment | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment | |
Property, Plant and Equipment | (5) Property, Plant and Equipment Property, plant and equipment consisted of the following at: June 30, 2016 December 31, 2015 Land $ $ Land improvements Buildings Machinery and equipment Vehicles Furniture and office equipment ​ ​ ​ ​ ​ ​ ​ ​ Less accumulated depreciation ) ) ​ ​ ​ ​ ​ ​ ​ ​ Construction in progress ​ ​ ​ ​ ​ ​ ​ ​ Total property, plant and equipment, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total depreciation expense was $6.7 million and $12.8 million for the three and six months ended June 30, 2016, respectively, and $6.2 million and $12.2 million for the three and six months ended June 30, 2015, respectively. |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2016 | |
Inventories | |
Inventories | (6) Inventories Inventories consisted of the following at: June 30, 2016 December 31, 2015 Raw materials and work-in-process $ $ Consumable tooling Finished goods ​ ​ ​ ​ ​ ​ ​ ​ Total inventories $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | (7) Fair Value Measurements The amounts reported in the unaudited condensed consolidated balance sheets as cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, related party payables and accrued and other current liabilities approximate fair value because of the short-term nature of these instruments. Long-term and short-term debt are classified as Level 2 instruments due to the usage of market prices not quoted on active markets and other observable market data. The carrying amount of the Level 2 instruments approximates fair value as of June 30, 2016 and December 31, 2015 due primarily to the variable interest rate feature of the debt. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | (8) Goodwill and Other Intangible Assets Intangible Assets Intangible assets consisted of the following at: June 30, 2016 December 31, 2015 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Favorable customer contracts 3 years $ $ ) $ $ $ ) $ Wood pellet contract 6 years ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ $ ) $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Intangible assets include favorable customer contracts associated with the acquisition of Green Circle in January 2015. The Partnership also recorded payments made to acquire a six-year wood pellet contract with a European utility in 2010 as an intangible asset. These costs are recoverable through the future revenue streams generated from the customer contracts and are closely related to the revenue from the customer contracts. The Partnership amortizes the customer contract intangible assets as deliveries are completed during the respective contract terms. During the three and six months ended June 30, 2016, amortization of $0.4 million and $1.2 million, respectively, was included in cost of goods sold in the accompanying unaudited condensed consolidated statements of income. During the three and six months ended June 30, 2015, these amortization amounts were $2.1 million and $4.3 million, respectively. The estimated aggregate maturities of amortization expense for the next five years are as follows: July 1, 2016 through December 31, 2016 $ Year ending December 31, 2017 Year ending December 31, 2018 Year ending December 31, 2019 — Year ending December 31, 2020 — Thereafter — ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Deferred Revenue and Deposits
Deferred Revenue and Deposits | 6 Months Ended |
Jun. 30, 2016 | |
Deferred Revenue and Deposits | |
Deferred Revenue and Deposits | (9) Deferred Revenue and Deposits Deferred revenue and deposits at June 30, 2016 primarily consists of an $8.7 million payment received from a customer for a shipment of wood pellets. |
Long-Term Debt and Capital Leas
Long-Term Debt and Capital Lease Obligations | 6 Months Ended |
Jun. 30, 2016 | |
Long-Term Debt and Capital Lease Obligations. | |
Long-Term Debt and Capital Lease Obligations | (10) Long-Term Debt and Capital Lease Obligations Long-term debt, including related party long-term debt, at carrying value which approximates fair value, and capital lease obligations is composed of the following: June 30, 2016 December 31, 2015 Senior Secured Credit Facilities, Tranche A-1 Advances, net of unamortized discount and debt issuance costs of $3.1 million as of June 30, 2016 and $3.6 million as of December 31, 2015, 5.10% at June 30, 2016 $ $ Senior Secured Credit Facilities, Tranche A-2 Advances, net of unamortized discount and debt issuance costs of $2.2 million as of June 30, 2016 and $2.5 million as of December 31, 2015, 5.25% at June 30, 2016 Senior Secured Credit Facilities, Tranche A-3 Advances, net of unamortized discount and debt issuance costs of $0.6 million as of June 30, 2016 and December 31, 2015, 5.10% at June 30, 2016. Senior Secured Credit Facilities, Tranche A-4 Advances, net of unamortized discount and debt issuance costs of $0.8 million as of June 30, 2016 and $0.9 million as of December 31, 2015, 5.25% at June 30, 2016. Other loans Capital leases ​ ​ ​ ​ ​ ​ ​ ​ Total long-term debt and capital lease obligations Less current portion of long-term debt and capital lease obligations ) ) ​ ​ ​ ​ ​ ​ ​ ​ Long-term debt and capital lease obligations, excluding current installments $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Senior Secured Credit Facilities On April 9, 2015, the Partnership entered into a Credit Agreement (the "Credit Agreement") providing for $199.5 million aggregate principal amount of senior secured credit facilities (the "Original Credit Facilities"). The Original Credit Facilities consist of (i) $99.5 million aggregate principal amount of Tranche A-1 advances, (ii) $75.0 million aggregate principal amount of Tranche A-2 advances and (iii) revolving credit commitments in an aggregate principal amount at any time outstanding, taken together with the face amount of letters of credit, not in excess of $25.0 million. The Partnership is also able to request loans under incremental facilities under the Credit Agreement on the terms and conditions and in the maximum aggregate principal amounts set forth therein, provided that lenders provide commitments to make loans under such incremental facilities. On December 11, 2015, the Partnership entered into the First Incremental Term Loan Assumption Agreement (the "Assumption Agreement") providing for $36.5 million of incremental borrowings (the "Incremental Term Advances" and, together with the Original Credit Facilities, the "Senior Secured Credit Facilities") under the Credit Agreement. The Incremental Term Advances consist of (i) $10.0 million aggregate principal amount of Tranche A-3 advances and (ii) $26.5 million aggregate principal amount of Tranche A-4 advances. Enviva FiberCo, LLC, an affiliate and a wholly owned subsidiary of the Partnership's sponsor ("Enviva FiberCo"), became a lender pursuant to the Credit Agreement with a purchase of $15.0 million aggregate principal amount of the Tranche A-4 advances, net of a 1.0% lender fee. On June 30, 2016, Enviva FiberCo assigned all of its rights and obligations in its capacity as a lender to a third party. During the three and six months ended June 30, 2016, the Partnership recorded $0.2 million and $0.4 million, respectively, as interest expense related to this indebtedness. The Senior Secured Credit Facilities mature in April 2020. Borrowings under the Senior Secured Credit Facilities bear interest, at the Partnership's option, at either a base rate plus an applicable margin or at a Eurodollar rate (with a 1.00% floor for term loan borrowings) plus an applicable margin. Principal and interest are payable quarterly. The Partnership had $4.0 million of letters of credit under the revolving credit commitments as of June 30, 2016 and $5.0 million as of December 31, 2015. The letters of credit were issued in connection with contracts between the Partnership and third parties, in the ordinary course of business. As of June 30, 2016, the Partnership was in compliance with all covenants and restrictions associated with, and no events of default existed under, the Credit Agreement. The obligations under the Credit Agreement are guaranteed by certain of the Partnership's subsidiaries and secured by liens on substantially all of its assets. Related Party Notes Payable In connection with the January 5, 2015 acquisition of Green Circle, the sponsor made a term advance of $36.7 million to Green Circle under a revolving note. Cottondale repaid $4.8 million of the outstanding principal on this revolving note in March 2015. The revolving note accrued interest at an annual rate of 4.0%. In connection with the acquisition of Green Circle, the sponsor also advanced its wholly owned subsidiary, Acquisition II, $50.0 million under a note payable accruing interest at an annual rate of 4.0%. During the three and six months ended June 30, 2015, the Company incurred $0.3 million and $1.1 million, respectively, of related party interest expense associated with the related party notes payable. In connection with the closing of the IPO on May 4, 2015, the related party notes payable outstanding principal of $81.9 million and related accrued interest of $1.1 million were repaid by the Partnership to the sponsor. On January 22, 2016, a non-controlling interest holder in Enviva Pellets Wiggins, LLC ("Enviva Pellets Wiggins"), which is a joint venture controlled and consolidated by the Partnership, became the holder of the $3.3 million Enviva Pellets Wiggins construction loan and working capital line, due October 18, 2016. There were no changes to the terms of the loans. Related party interest expense associated with the related party notes payable was insignificant during the three and six months ended June 30, 2016. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2016 | |
Related Party Transactions | |
Related Party Transactions | (11) Related Party Transactions Management Services Agreement On April 9, 2015, the Partnership, the general partner, the Predecessor, Enviva GP, LLC and certain subsidiaries of the Predecessor (collectively, the "Service Recipients") entered into a five-year Management Services Agreement (the "MSA") with Enviva Management Company, LLC (the "Provider"), a wholly owned subsidiary of Enviva Holdings, LP, pursuant to which the Provider provides the Service Recipients with operations, general administrative, management and other services (the "Services"). Under the terms of the MSA, the Service Recipients are required to reimburse the Provider the amount of all direct or indirect, internal or third-party expenses incurred by the Provider in connection with its provision of the Services, including without limitation: (i) the portion of the salary and benefits of the employees engaged in providing the Services reasonably allocable to the Service Recipients; (ii) the charges and expenses of any third party retained to provide any portion of the Services; (iii) office rent and expenses and other overhead costs incurred in connection with, or reasonably allocable to, providing the Services; (iv) amounts related to the payment of taxes related to the business of the Service Recipients; and (v) costs and expenses incurred in connection with the formation, capitalization, business or other activities of the Provider pursuant to the MSA. Direct or indirect, internal or third-party expenses incurred are either directly identifiable or allocated to the Partnership by the Provider. The Provider estimates the percentage of salary, benefits, third-party costs, office rent and expenses and any other overhead costs incurred by the Provider associated with the Services to be provided to the Partnership. Each month, the Provider allocates the actual costs accumulated in the financial accounting system using these estimates. The Provider charges the Partnership for any directly identifiable costs such as goods or services provided at the Partnership's request. During the three and six months ended June 30, 2016, the Partnership incurred $12.7 million and $23.3 million, respectively, related to the MSA. Of this amount, during the three and six months ended June 30, 2016, $9.7 million and $17.7 million, respectively, is included in cost of goods sold and $2.7 million and $5.3 million, respectively, is included in general and administrative expenses on the unaudited condensed consolidated statement of income. At June 30, 2016, $0.3 million incurred under the MSA is included in finished goods inventory. During the three and six months ended June 30, 2015, the Partnership incurred $3.3 million related to the MSA and is included in general and administrative expenses on the unaudited condensed consolidated statement of income. As of June 30, 2016, the Partnership had $6.3 million included in related party payables primarily related to the MSA. As of December 31, 2015, the Partnership had $11.0 million in related party payables which included $6.0 million primarily related to the MSA and $5.0 million due to the sponsor in connection with the Southampton Drop-Down. Prior Management Services Agreement On November 9, 2012, the Predecessor entered into a six-year management services agreement (the "Prior MSA") with Enviva Holdings, LP (the "Prior Provider") to provide the Predecessor with general administrative and management services and other similar services (the "Prior Services"). Under the Prior MSA, the Predecessor incurred the following costs: • A maximum annual fee in the amount of $7.2 million could be charged by the Prior Provider. Under the Prior MSA, during the three and six months ended June 30, 2015, the Predecessor incurred $0 and $2.2 million, respectively, for the annual fee to the Prior Provider. These amounts are included in general and administrative expenses on the unaudited condensed consolidated statement of income. • The Predecessor reimbursed the Prior Provider for all direct or indirect costs and expenses (collectively, "Reimbursable Expenses") incurred by the Prior Provider in connection with the Prior Services. During the three and six months ended June 30, 2015, the Predecessor incurred $0 and $0.8 million, respectively, of Reimbursable Expenses payable to the Prior Provider of which $0.8 million is included in general and administrative expenses and an insignificant amount is included in cost of goods sold. During the three and six months ended June 30, 2015, the Predecessor capitalized $0 and $0.9 million, respectively, of deferred issuance costs that were paid by the Prior Provider. These costs, which consist of direct incremental legal and professional accounting fees related to the IPO, were recognized as an offset against the proceeds of the IPO. During the three and six months ended June 30, 2015, the Predecessor recorded $0 and $0.5 million, respectively, of general and administrative expenses that were incurred by the Prior Provider and recorded as a capital contribution. The Prior MSA automatically terminated on April 9, 2015. Common Control Transactions On January 5, 2015, the sponsor acquired Green Circle, which owned the Cottondale plant. Acquisition I contributed Green Circle to the Partnership in April 2015 in exchange for subordinated units in the Partnership. Prior to such contribution, the sponsor converted Green Circle into a Delaware limited liability company and changed the name of the entity to "Enviva Pellets Cottondale, LLC" (see Note 1, Description of Business and Basis of Presentation ). On December 11, 2015, the Hancock JV contributed to Enviva, LP, all of the issued and outstanding limited liability interests in Southampton for total consideration of $131.0 million (see Note 1, Description of Business and Basis of Presentation ). Related Party Indebtedness and Notes Payable Related party indebtedness and notes payable have been included in Note 10, Long-Term Debt and Capital Lease Obligations . |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2016 | |
Income Taxes | |
Income Taxes | (12) Income Taxes The Partnership's U.S. operations are organized as limited partnerships and entities that are disregarded entities for federal and state income tax purposes. As a result, the Partnership is not subject to U.S. federal and most state income taxes. The partners and unitholders of the Partnership are liable for these income taxes on their share of the Partnership's taxable income. Some states impose franchise and capital taxes on the Partnership. Such taxes are not material to the consolidated financial statements and have been included in other income (expense) as incurred. As of June 30, 2016, the only periods subject to examination for federal and state income tax returns are 2012 through 2015. The Partnership believes its income tax filing positions, including its status as a pass-through entity, would be sustained on audit and does not anticipate any adjustments that would result in a material change to its consolidated balance sheet. Therefore, no reserves for uncertain tax positions, nor interest and penalties, have been recorded. For the three and six months ended June 30, 2016 and 2015, no provision for federal or state income taxes has been recorded in the consolidated financial statements. The Partnership's consolidated statement of income for the three and six months ended June 30, 2015 includes income tax expense of $2.7 million related to the activities of the Cottondale plant from the date of acquisition on January 5, 2015 through April 8, 2015. This amount was recorded as a capital contribution. During this period, Green Circle was a corporate subsidiary of Acquisition II. Prior to the contribution of Acquisition II to the Partnership on April 9, 2015, the financial results of Acquisition II and Green Circle were included in the consolidated federal income tax return of the tax paying entity, Acquisition I. |
Partners' Capital
Partners' Capital | 6 Months Ended |
Jun. 30, 2016 | |
Partners' Capital. | |
Partners' Capital | (13) Partners' Capital Allocations of Net Income The Partnership's First Amended and Restated Agreement of Limited Partnership (the "Partnership Agreement") contains provisions for the allocation of net income and loss to the unitholders of the Partnership and the general partner. For purposes of maintaining partner capital accounts, the Partnership Agreement specifies that items of income and loss shall be allocated among the partners of the Partnership in accordance with their respective percentage ownership interest. Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions allocated 100% to the general partner. Incentive Distribution Rights Incentive distribution rights ("IDRs") represent the right to receive increasing percentages (ranging from 15.0% to 50.0%) of quarterly distributions from operating surplus after distributions in amounts exceeding specified target distribution levels have been achieved. The general partner currently holds the IDRs, but may transfer these rights at any time. Cash Distributions to Unitholders Distributions that have been paid or declared related to the reporting period are considered in the determination of earnings per unit. The following table details the cash distribution paid or declared (in millions, except per unit amounts): Quarter Ended Declaration Date Record Date Payment Date Distribution Per Unit Total Payment to Limited Partners Total Payment to General Partner for Incentive Distribution Rights June 30, 2015 July 29, 2015 August 14, 2015 August 31, 2015 $ $ $ — September 30, 2015 October 28, 2015 November 17, 2015 November 27, 2015 $ $ $ — December 31, 2015 February 3, 2016 February 17, 2016 February 29, 2016 $ $ $ — March 31, 2016 May 4, 2016 May 16, 2016 May 27, 2016 $ $ $ June 30, 2016 August 3, 2016 August 15, 2016 August 29, 2016 $ $ $ The following provides a reconciliation of net income and the assumed allocation of net income under the two-class method for purposes of computing net income per unit for the three and six months ended June 30, 2016: Three Months Ended June 30, 2016 Common Units Subordinated Units General Partner Total (in thousands, except per unit amounts) Distributions declared $ $ $ $ Earnings less than distributions ) ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to partners $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average units outstanding—basic Weighted average units outstanding—diluted Net income per limited partner unit—basic $ $ Net income per limited partner unit—diluted $ $ Six Months Ended June 30, 2016 Common Units Subordinated Units General Partner Total (in thousands, except per unit amounts) Distributions declared $ $ $ $ Earnings less than distributions ) ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to partners $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average units outstanding—basic Weighted average units outstanding—diluted Net income per limited partner unit—basic $ $ Net income per limited partner unit—diluted $ $ No distributions were declared or paid related to IDRs for the three and six months ended June 30, 2015. |
Equity-Based Awards
Equity-Based Awards | 6 Months Ended |
Jun. 30, 2016 | |
Equity-Based Awards | |
Equity - Based Awards | (14) Equity-Based Awards The following table summarizes information regarding phantom unit awards under the Enviva Partners, LP Long-Term Incentive Plan ("LTIP") to employees of the Provider who provide the Services to the Partnership (the "Affiliate Grants"): Phantom Units Performance Based Phantom Units Total Affiliate Grant Phantom Units Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Nonvested December 31, 2015 $ $ $ Granted $ $ $ Forfeitures ) $ ) $ ) $ Vested — $ — — $ — — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonvested June 30, 2016 $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. The following table summarizes information regarding phantom unit awards under the LTIP to certain non-employee directors of the general partner (the "Director Grants"): Phantom Units Performance Based Phantom Units Total Director Grant Phantom Units Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Nonvested December 31, 2015 $ — $ — $ Granted $ — $ — $ Forfeitures — $ — — $ — — $ — Vested ) $ — $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonvested June 30, 2016 $ — $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. On May 4, 2016, the Director Grants that were nonvested at March 31, 2016 vested and common units were issued. Director Grant phantom units valued at $0.4 million were granted May 4, 2016 and vest on the first anniversary of the grant date, May 4, 2017. The distribution equivalent rights ("DERs") associated with the Director Grants and the Affiliate Grants entitle the recipients to receive payments equal to any distributions made by the Partnership to the holders of common units. The DERs associated with the Director Grants and the time-based Affiliate Grants will be paid within 60 days following the record date for such distributions. The DERs associated with the performance-based Affiliate Grants will remain outstanding and unpaid from the grant date until the earlier of the settlement or forfeiture of the related phantom units. Distributions paid related to DERs for the three and six months ended June 30, 2016 were paid by an affiliate and were $0.2 million and $0.4 million, respectively. At June 30, 2016, $0.2 million of DERs is included in related party payables. No distributions were paid related to DERs for the three and six months ended June 30, 2015. |
Net Income per Limited Partner
Net Income per Limited Partner Unit | 6 Months Ended |
Jun. 30, 2016 | |
Net Income per Limited Partner Unit. | |
Net Income per Limited Partner Unit | (15) Net Income per Limited Partner Unit Net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units. Pursuant the Partnership Agreement, the Partnership's net income is allocated to the limited partners in accordance with their respective ownership percentages, after giving effect to priority income allocations for incentive distributions, which are declared and paid following the close of each quarter to the holders of the IDRs. Earnings per unit is only calculated for the Partnership for the periods following the IPO as no units were outstanding prior to the IPO on May 4, 2015. Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to the Partnership's unitholders are determined in relation to actual distributions declared and are not based on the net income allocations used in the calculation of earnings per unit. In addition to the common and subordinated units, the Partnership has also identified the IDRs and phantom units as participating securities and uses the two-class method when calculating the net income per unit applicable to limited partners, which is based on the weighted-average number of common units outstanding during the period. Diluted net income per unit includes the effects of potentially dilutive time-based and performance-based phantom units on the Partnership's common units. Basic and diluted earnings per unit applicable to subordinated limited partners are the same because there are no potentially dilutive subordinated units outstanding. |
Description of Business and B22
Description of Business and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2016 | |
Description of Business and Basis of Presentation | |
Basis of Presentation | Basis of Presentation On May 4, 2015, the Partnership completed an initial public offering (the "IPO") of common units representing limited partner interests in the Partnership (see Note 3, Initial Public Offering ). Prior to the closing of the IPO, the sponsor contributed to the Partnership its interests in the Predecessor, Enviva GP, LLC, and Enviva Cottondale Acquisition II, LLC ("Acquisition II"), which was the owner of Enviva Pellets Cottondale, LLC ("Cottondale"), which owns a wood pellet production plant in Cottondale, Florida (the "Cottondale plant"). The primary assets contributed to the Partnership by the sponsor included five industrial-scale wood pellet production plants, a wholly owned deep-water marine terminal and long-term contractual arrangements to sell the wood pellets produced at the plants to third parties. Until April 9, 2015, Enviva MLP Holdco, LLC, a wholly owned subsidiary of the sponsor, was the owner of the Predecessor, and Enviva Cottondale Acquisition I, LLC ("Acquisition I"), a wholly owned subsidiary of the sponsor, was the owner of Acquisition II. On January 5, 2015, the sponsor acquired Green Circle Bio Energy, Inc. ("Green Circle"), which owned the Cottondale plant. Acquisition I contributed Green Circle to the Partnership in April 2015 in exchange for subordinated units in the Partnership. Prior to such contribution, the sponsor converted Green Circle into a Delaware limited liability company and changed the name of the entity to "Enviva Pellets Cottondale, LLC." On April 9, 2015, the Partnership, the Predecessor and the sponsor executed a series of transactions that were accounted for as common control transactions and are referred to as the "Reorganization": • Under a Contribution Agreement, the Predecessor conveyed 100% of the outstanding limited liability company interests in Enviva Pellets Southampton, LLC ("Southampton"), which owns a wood pellet production plant in Southampton County, Virginia (the "Southampton Plant"), to a joint venture between the sponsor and certain affiliates of John Hancock Life Insurance Company (the "Hancock JV"), which is consolidated by the sponsor; and • Under a separate Contribution Agreement by and among the sponsor, Enviva MLP Holdco, LLC, Acquisition I, the Predecessor and the Partnership, the parties executed the following transactions: • The Predecessor distributed cash and cash equivalents of $1.7 million and accounts receivable of $2.4 million to the sponsor; • The sponsor contributed to the Partnership 100% of the outstanding limited liability company interest in Acquisition II, the former owner of Cottondale (formerly Green Circle), which owns the Cottondale plant; and • The sponsor contributed 100% of the outstanding interests in each of the Predecessor and Enviva GP, LLC to the Partnership. As a result of the Reorganization, the Partnership became the owner of the Predecessor, Enviva GP, LLC and Acquisition II. In connection with the closing of the IPO, under a Contribution Agreement by and among the sponsor, Enviva MLP Holdco, LLC, Acquisition I, the Predecessor and the Partnership, Acquisition II merged into the Partnership and the Partnership contributed its interest in Cottondale to the Predecessor. On December 11, 2015, under the terms of a Contribution Agreement by and among the Partnership and the Hancock JV, the Hancock JV contributed to Enviva, LP, all of the issued and outstanding limited liability interests in Southampton for total consideration of $131.0 million. The acquisition (the "Southampton Drop-Down") included the Southampton Plant, a ten-year 500,000 metric tons per year ("MTPY") take-or-pay off-take contract and a matching ten-year shipping contract. The Partnership accounted for the Southampton Drop-Down as a combination of entities under common control at historical cost in a manner similar to a pooling of interests. Accordingly, the unaudited condensed consolidated financial statements for the periods prior to the Southampton Drop-Down were retrospectively recast to reflect the acquisition as if it had occurred on April 9, 2015, the date Southampton was originally conveyed to the Hancock JV. The accompanying unaudited interim condensed consolidated financial statements ("interim statements") of the Partnership include the accounts of the Predecessor and its subsidiaries and were prepared using the Predecessor's historical basis. Prior to the IPO, certain of the assets and liabilities of the Predecessor were transferred to the Partnership within the sponsor's consolidated group in a transaction under common control and, as such, the unaudited condensed consolidated historical financial statements of the Predecessor are presented as the Partnership's historical financial statements as the Partnership believes they provide a representation of management's ability to execute and manage the Partnership's business plan. As entities under common control, the contributed assets were recorded on the balance sheet at the Predecessor's historical basis rather than fair value. The financial statements were prepared using the Predecessor's historical basis in the assets and liabilities, and include all revenues, costs, assets and liabilities attributed to the Predecessor. The financial statements for periods prior to the Reorganization reflect the contribution of the sponsor's interests in the Predecessor and Enviva GP, LLC as if the contributions occurred at the beginning of the periods presented and the contribution of the sponsor's interests in Acquisition II as if the contribution occurred on January 5, 2015, the date Green Circle was acquired by the sponsor. The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X issued by the U.S. Securities and Exchange Commission (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, the accompanying unaudited condensed consolidated financial statements include all adjustments and accruals that are necessary for a fair presentation of the results of all interim periods presented herein and are of a normal recurring nature. The results reported in these interim statements are not necessarily indicative of the results that may be reported for the entire year. These interim statements should be read in conjunction with the annual audited consolidated financial statements and notes thereto included in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the SEC. During interim periods, the Partnership follows the accounting policies disclosed in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2015. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the amounts reported in the Partnership's unaudited condensed consolidated financial statements and accompanying notes. Actual results could differ materially from those estimates. |
Debt Issuance Costs | Debt Issuance Costs Effective January 1, 2016, the Partnership adopted the Financial Accounting Standards Board's ("FASB") Accounting Standards Update ("ASU") No. 2015-03, Interest—Imputation of Interest (Topic 835-30): Simplifying the Presentation of Debt Issuance Costs . The amendments in ASU 2015-03 require that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The standard requires retrospective application and represents a change in accounting principle. The adoption of ASU 2015-03 resulted in a $5.6 million retrospective reduction of both the Partnership's assets (debt issuance costs) and long term debt and capital lease obligations as of December 31, 2015. The adoption had no impact on the Partnership's consolidated statements of income or cash flows. The accounting policies are set forth in the Notes to Consolidated Financial Statements in the Partnership's Annual Report on Form 10-K for the year ended December 31, 2015. Other than the adoption of ASU No. 2015-03, there have been no significant changes to these policies during the six months ended June 30, 2016. |
Recent and Pending Accounting Pronouncements | Recent and Pending Accounting Pronouncements In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation . The new standard identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. The Partnership does not expect the adoption of the new standard to have a material effect on the accounting for the Partnership's equity awards. In February 2016, the FASB issued ASU No. 2016-02, Leases . Under the new pronouncement, an entity is required to recognize assets and liabilities arising from a lease for all leases with a maximum possible term of more than 12 months. A lessee is required to recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the leased asset (the underlying asset) for the lease term. For most leases of assets other than property (for example, equipment, aircraft, cars, trucks), a lessee would recognize a right-of-use asset and a lease liability, initially measured at the present value of lease payments and recognize the unwinding of the discount on the lease liability as interest separately from the amortization of the right-of-use asset. For most leases of property (that is, land and/or a building or part of a building), a lessee would recognize a right-of-use asset and a lease liability, initially measured at the present value of lease payments and recognize a single lease cost, combining the unwinding of the discount on the lease liability with the amortization of the right-of-use asset, on a straight-line basis. The new guidance is effective for public entities for fiscal year and interim periods within those fiscal years beginning after December 15, 2018. Upon adoption, a lessee and a lessor would recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. Early adoption is permitted. The Partnership is in the process of evaluating the impact of adoption on the Partnership's consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers . The new standard provides new guidance on the recognition of revenue and states that an entity should recognize revenue when control of the goods or services transfers to the customer in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, as opposed to recognizing revenue when the risks and rewards transfer to the customer under the existing revenue guidance. The new standard also requires significantly expanded disclosure regarding qualitative and quantitative information about the nature, timing and uncertainty of revenue and cash flow arising from contracts with customers. On July 9, 2015, the FASB approved a one-year delay in the effective date of ASU No. 2014-09. The new guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers—Principal versus Agent Considerations . The new standard clarifies the implementation guidance on principal versus agent considerations. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers—Identifying Performance Obligations and Licensing . The new standard clarifies the guidance for identifying performance obligations. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606) , which provides narrow scope improvements and practical expedients related to ASU No. 2014-09. The improvements address completed contracts and contract modifications at transition, noncash consideration, the presentation of sales taxes and other taxes collected from customers, and assessment of collectability when determining whether a transaction represents a valid contract. ASU No. 2014-09 permits the application retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASUs at the date of initial application. The Partnership is in the process of evaluating the impact of adoption on its consolidated financial statements and has not determined which implementation method will be adopted. |
Transactions Between Entities23
Transactions Between Entities Under Common Control (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Transactions Between Entities Under Common Control. | |
Schedule of changes to previously reported amounts of the Predecessor's condensed consolidated balance sheets | As of June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Cash and cash equivalents $ $ $ Accounts receivable, net Related party receivables ) Inventories Prepaid expenses and other current assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total current assets Property, plant and equipment, net of accumulated depreciation Other long-term assets — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accounts payable and accrued liabilities $ $ $ Related party payables ) Total long-term debt Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities Partners' capital ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities and partners' capital $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of changes to previously reported amounts of the Predecessor's condensed consolidated statement of operations | Three Months Ended June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Net revenue $ $ — $ Total cost of goods sold ) Gross margin Net income Less net loss attributable to noncontrolling partners' interests — Net loss attributable to Predecessor ) — ) Net income attributable to general partner — Net income attributable to limited partners — Six Months Ended June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Net revenue $ $ — $ Total cost of goods sold ) Gross margin Net income Less net loss attributable to noncontrolling partners' interests — Net loss attributable to Predecessor ) — ) Net income attributable to general partner — Net income attributable to limited partners — |
Schedule of changes to previously reported amounts of the Predecessor's condensed consolidated cash flow statements | Six Months Ended June 30, 2015 As Reported Southampton Drop-Down Total (Recast) Net cash provided by operating activities $ $ $ Net cash used in investing activities ) ) ) Net cash provided by financing activities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net increase in cash and cash equivalents $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Significant Risks and Uncerta24
Significant Risks and Uncertainties, Including Business and Credit Concentrations (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Significant Risks and Uncertainties, Including Business and Credit Concentrations | |
Schedule of revenue from major customers | Three Months Ended June 30, Six Months Ended June 30, 2016 2015 (Recast) 2016 2015 (Recast) Customer A % % % % Customer B % % % % Customer C — % % — % % |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment | |
Schedule of property, plant and equipment | June 30, 2016 December 31, 2015 Land $ $ Land improvements Buildings Machinery and equipment Vehicles Furniture and office equipment ​ ​ ​ ​ ​ ​ ​ ​ Less accumulated depreciation ) ) ​ ​ ​ ​ ​ ​ ​ ​ Construction in progress ​ ​ ​ ​ ​ ​ ​ ​ Total property, plant and equipment, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Inventories | |
Schedule of inventories | June 30, 2016 December 31, 2015 Raw materials and work-in-process $ $ Consumable tooling Finished goods ​ ​ ​ ​ ​ ​ ​ ​ Total inventories $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Goodwill and Other Intangible27
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Goodwill and Other Intangible Assets | |
Schedule of intangible assets | June 30, 2016 December 31, 2015 Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Favorable customer contracts 3 years $ $ ) $ $ $ ) $ Wood pellet contract 6 years ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ $ ) $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of future amortization expense | July 1, 2016 through December 31, 2016 $ Year ending December 31, 2017 Year ending December 31, 2018 Year ending December 31, 2019 — Year ending December 31, 2020 — Thereafter — ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Long-Term Debt and Capital Le28
Long-Term Debt and Capital Lease Obligations (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Long-Term Debt and Capital Lease Obligations. | |
Schedule of long-term debt and capital lease obligations | June 30, 2016 December 31, 2015 Senior Secured Credit Facilities, Tranche A-1 Advances, net of unamortized discount and debt issuance costs of $3.1 million as of June 30, 2016 and $3.6 million as of December 31, 2015, 5.10% at June 30, 2016 $ $ Senior Secured Credit Facilities, Tranche A-2 Advances, net of unamortized discount and debt issuance costs of $2.2 million as of June 30, 2016 and $2.5 million as of December 31, 2015, 5.25% at June 30, 2016 Senior Secured Credit Facilities, Tranche A-3 Advances, net of unamortized discount and debt issuance costs of $0.6 million as of June 30, 2016 and December 31, 2015, 5.10% at June 30, 2016. Senior Secured Credit Facilities, Tranche A-4 Advances, net of unamortized discount and debt issuance costs of $0.8 million as of June 30, 2016 and $0.9 million as of December 31, 2015, 5.25% at June 30, 2016. Other loans Capital leases ​ ​ ​ ​ ​ ​ ​ ​ Total long-term debt and capital lease obligations Less current portion of long-term debt and capital lease obligations ) ) ​ ​ ​ ​ ​ ​ ​ ​ Long-term debt and capital lease obligations, excluding current installments $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Partners' Capital (Tables)
Partners' Capital (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Partners' Capital. | |
Schedule of cash distributions paid or declared | The following table details the cash distribution paid or declared (in millions, except per unit amounts): Quarter Ended Declaration Date Record Date Payment Date Distribution Per Unit Total Payment to Limited Partners Total Payment to General Partner for Incentive Distribution Rights June 30, 2015 July 29, 2015 August 14, 2015 August 31, 2015 $ $ $ — September 30, 2015 October 28, 2015 November 17, 2015 November 27, 2015 $ $ $ — December 31, 2015 February 3, 2016 February 17, 2016 February 29, 2016 $ $ $ — March 31, 2016 May 4, 2016 May 16, 2016 May 27, 2016 $ $ $ June 30, 2016 August 3, 2016 August 15, 2016 August 29, 2016 $ $ $ |
Schedule of basic earnings (loss) per common, subordinated and general partner units | Three Months Ended June 30, 2016 Common Units Subordinated Units General Partner Total (in thousands, except per unit amounts) Distributions declared $ $ $ $ Earnings less than distributions ) ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to partners $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average units outstanding—basic Weighted average units outstanding—diluted Net income per limited partner unit—basic $ $ Net income per limited partner unit—diluted $ $ Six Months Ended June 30, 2016 Common Units Subordinated Units General Partner Total (in thousands, except per unit amounts) Distributions declared $ $ $ $ Earnings less than distributions ) ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net income attributable to partners $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average units outstanding—basic Weighted average units outstanding—diluted Net income per limited partner unit—basic $ $ Net income per limited partner unit—diluted $ $ |
Equity-Based Awards (Tables)
Equity-Based Awards (Tables) | 6 Months Ended |
Jun. 30, 2016 | |
Affiliate Grants | |
Schedule of phantom unit awards | Phantom Units Performance Based Phantom Units Total Affiliate Grant Phantom Units Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Nonvested December 31, 2015 $ $ $ Granted $ $ $ Forfeitures ) $ ) $ ) $ Vested — $ — — $ — — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonvested June 30, 2016 $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. |
Director Grants | |
Schedule of phantom unit awards | Phantom Units Performance Based Phantom Units Total Director Grant Phantom Units Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Units Weighted Average Grant Date Fair Value (per unit)(1) Nonvested December 31, 2015 $ — $ — $ Granted $ — $ — $ Forfeitures — $ — — $ — — $ — Vested ) $ — $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonvested June 30, 2016 $ — $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Determined by dividing the aggregate grant date fair value of awards by the number of awards issued. |
Description of Business and B31
Description of Business and Basis of Presentation (Details) $ in Millions | Dec. 11, 2015USD ($)T | Apr. 09, 2015USD ($) | Jun. 30, 2016item | May 04, 2015item |
Number of industrial-scale production wood pellet production plants in operation | item | 6 | |||
Number of industrial-scale production wood pellet production plants contributed to the Partnership | item | 5 | |||
Enviva Pellets Southampton | ||||
Consideration paid | $ 131 | |||
Contract period | 10 years | |||
Annual volume of contract | T | 500,000 | |||
Shipping contract period | 10 years | |||
Acquisition II | ||||
Percentage of interest in subsidiaries | 100.00% | |||
Predecessor And Enviva GP, LLC | ||||
Percentage of interest in subsidiaries | 100.00% | |||
Enviva, LP and Subsidiaries | Enviva Pellets Southampton | ||||
Percentage of interest in subsidiaries | 100.00% | |||
Enviva, LP and Subsidiaries | Enviva Holdings, LP | ||||
Cash and cash equivalents distributed to sponsor | $ 1.7 | |||
Accounts receivable distributed to sponsor | $ 2.4 |
Description of Business and B32
Description of Business and Basis of Presentation - Adoption of ASU No.2015-03 (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 |
New Accounting Pronouncements or Change in Accounting Principle | ||
Long-term debt and capital lease obligations | $ 199,903 | $ 186,294 |
Accounting Standards Update No. 2015-03 | Scenario, Adjustment | ||
New Accounting Pronouncements or Change in Accounting Principle | ||
Debt issuance costs, net of accumulated amortization | (5,600) | |
Long-term debt and capital lease obligations | $ (5,600) |
Transactions Between Entities33
Transactions Between Entities Under Common Control (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Transactions Between Entities Under Common Control [Line Items] | ||||||
Cash and cash equivalents | $ 19,806 | $ 80,391 | $ 19,806 | $ 80,391 | $ 2,175 | $ 592 |
Accounts receivable, net | 47,556 | 37,776 | 47,556 | 37,776 | 38,684 | |
Related party receivables | 462 | 705 | 462 | 705 | 94 | |
Inventories | 21,262 | 26,908 | 21,262 | 26,908 | 24,245 | |
Prepaid expenses and other current assets | 1,928 | 3,498 | 1,928 | 3,498 | 2,123 | |
Total current assets | 91,014 | 149,278 | 91,014 | 149,278 | 67,321 | |
Property, plant and equipment, net of accumulated depreciation | 398,139 | 414,107 | 398,139 | 414,107 | 405,582 | |
Other long-term assets | 429 | 96,238 | 429 | 96,238 | 7,063 | |
Total assets | 577,362 | 659,623 | 577,362 | 659,623 | 568,980 | |
Accounts payable and accrued liabilities | 23,176 | 23,176 | ||||
Related party payables | 6,302 | 3,674 | 6,302 | 3,674 | 11,013 | |
Total long-term debt | 178,565 | 178,565 | ||||
Other liabilities | 3,656 | 3,656 | ||||
Total liabilities | 254,951 | 209,071 | 254,951 | 209,071 | 242,828 | |
Partners' capital | 322,411 | 450,552 | 322,411 | 450,552 | 326,152 | |
Total liabilities and partners' capital | 577,362 | 659,623 | 577,362 | 659,623 | $ 568,980 | |
Net revenue | 119,709 | 109,659 | 226,961 | 223,973 | ||
Total cost of goods sold | 100,097 | 94,400 | 191,594 | 197,059 | ||
Gross margin | 19,612 | 15,259 | 35,367 | 26,914 | ||
Net income | 12,020 | 2,865 | 19,499 | 5,376 | ||
Less net loss attributable to noncontrolling partners' interests | 33 | 8 | 48 | 16 | ||
Net income (loss) | $ 12,053 | 2,873 | 19,547 | 5,392 | ||
Net cash provided by operating activities | 53,641 | 33,937 | ||||
Net cash used in investing activities | (4,586) | (6,014) | ||||
Net cash provided by financing activities | (31,424) | 51,876 | ||||
Net increase in cash and cash equivalents | $ 17,631 | 79,799 | ||||
General Partner | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Net income (loss) | 1,839 | 1,839 | ||||
Limited Partners | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Net income (loss) | 5,685 | 5,685 | ||||
Enviva, LP and Subsidiaries | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Net income (loss) | (4,651) | (2,132) | ||||
As Previously Reported | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Cash and cash equivalents | 76,668 | 76,668 | ||||
Accounts receivable, net | 37,650 | 37,650 | ||||
Related party receivables | 998 | 998 | ||||
Inventories | 22,552 | 22,552 | ||||
Prepaid expenses and other current assets | 3,340 | 3,340 | ||||
Total current assets | 141,208 | 141,208 | ||||
Property, plant and equipment, net of accumulated depreciation | 323,590 | 323,590 | ||||
Other long-term assets | 96,238 | 96,238 | ||||
Total assets | 561,036 | 561,036 | ||||
Accounts payable and accrued liabilities | 20,008 | 20,008 | ||||
Related party payables | 5,063 | 5,063 | ||||
Total long-term debt | 177,512 | 177,512 | ||||
Other liabilities | 3,586 | 3,586 | ||||
Total liabilities | 206,169 | 206,169 | ||||
Partners' capital | 354,867 | 354,867 | ||||
Total liabilities and partners' capital | 561,036 | 561,036 | ||||
Net revenue | 109,659 | 223,973 | ||||
Total cost of goods sold | 96,254 | 198,913 | ||||
Gross margin | 13,405 | 25,060 | ||||
Net income | 1,026 | 3,537 | ||||
Less net loss attributable to noncontrolling partners' interests | 8 | 16 | ||||
Net income (loss) | (4,651) | (2,132) | ||||
Net cash provided by operating activities | 32,248 | |||||
Net cash used in investing activities | (5,921) | |||||
Net cash provided by financing activities | 49,749 | |||||
Net increase in cash and cash equivalents | 76,076 | |||||
As Previously Reported | Limited Partners | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Net income (loss) | 5,685 | 5,685 | ||||
Southampton Dropdown | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Cash and cash equivalents | 3,723 | 3,723 | ||||
Accounts receivable, net | 126 | 126 | ||||
Related party receivables | (293) | (293) | ||||
Inventories | 4,356 | 4,356 | ||||
Prepaid expenses and other current assets | 158 | 158 | ||||
Total current assets | 8,070 | 8,070 | ||||
Property, plant and equipment, net of accumulated depreciation | 90,517 | 90,517 | ||||
Total assets | 98,587 | 98,587 | ||||
Accounts payable and accrued liabilities | 3,168 | 3,168 | ||||
Related party payables | (1,389) | (1,389) | ||||
Total long-term debt | 1,053 | 1,053 | ||||
Other liabilities | 70 | 70 | ||||
Total liabilities | 2,902 | 2,902 | ||||
Partners' capital | 95,685 | 95,685 | ||||
Total liabilities and partners' capital | 98,587 | 98,587 | ||||
Total cost of goods sold | (1,854) | (1,854) | ||||
Gross margin | 1,854 | 1,854 | ||||
Net income | 1,839 | 1,839 | ||||
Net cash provided by operating activities | 1,689 | |||||
Net cash used in investing activities | (93) | |||||
Net cash provided by financing activities | 2,127 | |||||
Net increase in cash and cash equivalents | 3,723 | |||||
Southampton Dropdown | General Partner | ||||||
Transactions Between Entities Under Common Control [Line Items] | ||||||
Net income (loss) | $ 1,839 | $ 1,839 |
Initial Public Offering (Detail
Initial Public Offering (Details) - USD ($) $ / shares in Units, $ in Thousands | May 04, 2015 | Jun. 30, 2015 |
Initial Public Offering | ||
Ownership interest by Non-controlling interest (as a percent) | 48.30% | |
Net proceeds from issuance | $ 215,100 | $ 215,050 |
Repayment of intercompany indebtedness | 83,000 | |
Distributions to partnership sponsor | 86,700 | |
Amount retained for general purposes | $ 45,400 | |
IPO | Common Units | ||
Initial Public Offering | ||
Shares issued | 11,500,000 | |
Share price (in dollars per share) | $ 20 | |
Share price, net of underwriting discounts (in dollars per share) | $ 18.8 | |
Over-Allotment Option | Common Units | ||
Initial Public Offering | ||
Shares issued | 1,500,000 |
Significant Risks and Uncerta35
Significant Risks and Uncertainties, Including Business and Credit Concentrations (Details) - customer | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Customer A | ||||
Concentration Risk | ||||
Concentration risk (as a percent) | 72.00% | 51.00% | 74.00% | 51.00% |
Customer B | ||||
Concentration Risk | ||||
Concentration risk (as a percent) | 21.00% | 22.00% | 18.00% | 17.00% |
Customer C | ||||
Concentration Risk | ||||
Concentration risk (as a percent) | 19.00% | 29.00% | ||
Product Sales | Customer | Two major customers | ||||
Concentration Risk | ||||
Number of customers | 2 | 2 | ||
Concentration risk (as a percent) | 93.00% | 92.00% | ||
Product Sales | Customer | Three major customers | ||||
Concentration Risk | ||||
Number of customers | 3 | 3 | ||
Concentration risk (as a percent) | 92.00% | 97.00% |
Property, Plant and Equipment36
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | |
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | $ 471,253 | $ 471,253 | $ 468,825 | ||
Less accumulated depreciation | (77,372) | (77,372) | (64,738) | ||
Property, plant and equipment excluding construction in progress | 393,881 | 393,881 | 404,087 | ||
Construction in progress | 4,258 | 4,258 | 1,495 | ||
Total property, plant and equipment, net | 398,139 | $ 414,107 | 398,139 | $ 414,107 | 405,582 |
Total depreciation expense | 6,700 | $ 6,200 | 12,800 | $ 12,200 | |
Land | |||||
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | 13,564 | 13,564 | 13,564 | ||
Land improvements | |||||
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | 36,453 | 36,453 | 36,431 | ||
Buildings | |||||
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | 77,649 | 77,649 | 77,581 | ||
Machinery and equipment | |||||
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | 340,754 | 340,754 | 338,592 | ||
Vehicles | |||||
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | 514 | 514 | 515 | ||
Furniture and office equipment | |||||
Components of Property, plant and equipment | |||||
Property, plant and equipment, gross | $ 2,319 | $ 2,319 | $ 2,142 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 |
Inventories | |||
Raw materials and work-in-progress | $ 8,549 | $ 5,632 | |
Consumable tooling | 10,494 | 9,932 | |
Finished goods | 2,219 | 8,681 | |
Total inventories | $ 21,262 | $ 24,245 | $ 26,908 |
Goodwill and Other Intangible38
Goodwill and Other Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2010 | |
Acquired Intangible Assets | ||||||
Gross Carrying Amount | $ 10,450 | $ 10,450 | $ 10,450 | |||
Accumulated Amortization | (8,285) | (8,285) | (7,051) | |||
Net Carrying Amount | 2,165 | 2,165 | 3,399 | |||
Amortization expense | 400 | $ 2,100 | 1,200 | $ 4,300 | ||
Maturities of amortization expense | ||||||
July 1, 2016 through December 31, 2016 | 307 | 307 | ||||
Year ending December 31, 2017 | 1,516 | 1,516 | ||||
Year ending December 31, 2018 | 342 | 342 | ||||
Net Carrying Amount | 2,165 | 2,165 | 3,399 | |||
Goodwill. | ||||||
Goodwill | 85,615 | $ 85,615 | $ 85,615 | |||
Favorable customer contracts | ||||||
Acquired Intangible Assets | ||||||
Amortization Period | 3 years | 3 years | ||||
Gross Carrying Amount | 8,700 | $ 8,700 | $ 8,700 | |||
Accumulated Amortization | (6,786) | (6,786) | (5,698) | |||
Net Carrying Amount | 1,914 | 1,914 | 3,002 | |||
Maturities of amortization expense | ||||||
Net Carrying Amount | 1,914 | $ 1,914 | $ 3,002 | |||
Wood pellet contract | ||||||
Acquired Intangible Assets | ||||||
Amortization Period | 6 years | 6 years | ||||
Gross Carrying Amount | 1,750 | $ 1,750 | $ 1,750 | |||
Accumulated Amortization | (1,499) | (1,499) | (1,353) | |||
Net Carrying Amount | 251 | 251 | 397 | |||
Maturities of amortization expense | ||||||
Net Carrying Amount | $ 251 | $ 251 | $ 397 | |||
Enviva, LP and Subsidiaries | ||||||
Acquired Intangible Assets | ||||||
Period of wood pellet contract | 6 years |
Deferred Revenue and Deposits (
Deferred Revenue and Deposits (Details) $ in Millions | Jun. 30, 2016USD ($) |
Deferred Revenue and Deposits | |
Customer payment | $ 8.7 |
Long-Term Debt and Capital Le40
Long-Term Debt and Capital Lease Obligations - Capital Lease Obligation Table (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 |
Long term debt | |||
Long-term debt | $ 178,565 | ||
Capital leases | $ 305 | $ 329 | |
Total long-term debt and capital lease obligations | 206,739 | 207,631 | |
less current portion of long-term debt and capital lease obligations | (6,836) | (6,673) | |
Long-term debt and capital lease obligations, excluding current installments | 199,903 | 200,958 | |
Other loans | |||
Long term debt | |||
Long-term debt | 5,950 | 6,107 | |
Senior Secured Credit Facilities | Tranche A-1 advances | |||
Long term debt | |||
Long-term debt | 93,866 | 94,444 | |
Unamortized discount and debt issuance costs | $ 3,100 | 3,600 | |
Interest rate (as a percent) | 5.10% | ||
Senior Secured Credit Facilities | Tranche A-2 advances | |||
Long term debt | |||
Long-term debt | $ 71,832 | 71,913 | |
Unamortized discount and debt issuance costs | $ 2,200 | 2,500 | |
Interest rate (as a percent) | 5.25% | ||
Senior Secured Credit Facilities | Tranche A-3 advances | |||
Long term debt | |||
Long-term debt | $ 9,276 | 9,300 | |
Unamortized discount and debt issuance costs | $ 600 | 600 | |
Interest rate (as a percent) | 5.10% | ||
Senior Secured Credit Facilities | Tranche A-4 advances | |||
Long term debt | |||
Long-term debt | $ 25,510 | 25,538 | |
Unamortized discount and debt issuance costs | $ 800 | $ 900 | |
Interest rate (as a percent) | 5.25% |
Long-Term Debt and Capital Le41
Long-Term Debt and Capital Lease Obligations - Note Disclosure (Details) - USD ($) $ in Thousands | May 04, 2015 | Mar. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jan. 22, 2016 | Dec. 31, 2015 | Dec. 11, 2015 | Apr. 09, 2015 | Jan. 05, 2015 |
Long term debt and capital lease obligations | |||||||||||
Interest expense | $ 3,039 | $ 2,791 | $ 6,220 | $ 4,708 | |||||||
Long-term debt | 178,565 | 178,565 | |||||||||
Related party interest expense | 301 | $ 296 | 510 | $ 1,097 | |||||||
Repayment of notes payable related party | 204 | ||||||||||
Related party notes payable repaid | $ 81,900 | ||||||||||
Accrued interest paid | $ 1,100 | ||||||||||
Green Circle | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Effective rate (as a percent) | 4.00% | ||||||||||
Notes payable related party | $ 36,700 | ||||||||||
Repayment of notes payable related party | $ 4,800 | ||||||||||
Acquisition II | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Effective rate (as a percent) | 4.00% | ||||||||||
Notes payable related party | $ 50,000 | ||||||||||
Enviva Pellets Wiggins construction loan and working capital line | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Long-term debt | $ 3,300 | ||||||||||
Senior Secured Credit Facilities | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Aggregate principal amount | $ 199,500 | ||||||||||
Floor rate for Eurodollar term loan borrowings | 1.00% | ||||||||||
Senior Secured Credit Facilities | Tranche A-1 advances | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Aggregate principal amount | $ 99,500 | ||||||||||
Long-term debt | 93,866 | 93,866 | $ 94,444 | ||||||||
Senior Secured Credit Facilities | Tranche A-2 advances | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Aggregate principal amount | 75,000 | ||||||||||
Long-term debt | 71,832 | 71,832 | 71,913 | ||||||||
Senior Secured Credit Facilities | Tranche A-3 advances | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Long-term debt | 9,276 | 9,276 | 9,300 | ||||||||
Senior Secured Credit Facilities | Tranche A-4 advances | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Long-term debt | 25,510 | 25,510 | 25,538 | ||||||||
Senior Secured Credit Facilities | Revolving credit commitments | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Letters of credit outstanding | 4,000 | 4,000 | $ 5,000 | ||||||||
Senior Secured Credit Facilities | Maximum | Revolving credit commitments | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Aggregate principal amount | $ 25,000 | ||||||||||
First Incremental Term Loan | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Face amount | $ 36,500 | ||||||||||
First Incremental Term Loan | Tranche A-3 advances | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Face amount | 10,000 | ||||||||||
First Incremental Term Loan | Tranche A-4 advances | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Face amount | 26,500 | ||||||||||
First Incremental Term Loan | Tranche A-4 advances | Enviva Fiber Co. LLC | |||||||||||
Long term debt and capital lease obligations | |||||||||||
Face amount | $ 15,000 | ||||||||||
Unamortized discount rate (as a percent) | 1.00% | ||||||||||
Interest expense | $ 200 | $ 400 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | Dec. 11, 2015 | May 04, 2015 | Apr. 09, 2015 | Nov. 09, 2012 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jan. 22, 2016 | Dec. 31, 2015 |
Related Party Transaction | ||||||||||
Amount due to related party | $ 6,302 | $ 3,674 | $ 6,302 | $ 3,674 | $ 11,013 | |||||
Related party notes payable repaid | $ 81,900 | |||||||||
Accrued interest paid | $ 1,100 | |||||||||
Interest expense | 301 | 296 | 510 | 1,097 | ||||||
Long-term debt | 178,565 | 178,565 | ||||||||
Related party payable | ||||||||||
Related Party Transaction | ||||||||||
Amount due to related party | 11,000 | |||||||||
New MSA | ||||||||||
Related Party Transaction | ||||||||||
MSA related expenses incurred | 12,700 | 23,300 | ||||||||
New MSA | Inventory finished goods | ||||||||||
Related Party Transaction | ||||||||||
MSA related expenses incurred | 300 | |||||||||
New MSA | Related party payable | ||||||||||
Related Party Transaction | ||||||||||
Amount due to related party | 6,300 | 6,300 | 6,000 | |||||||
New MSA | General and administrative expenses | ||||||||||
Related Party Transaction | ||||||||||
MSA related expenses incurred | 2,700 | 3,300 | 5,300 | 3,300 | ||||||
New MSA | Cost of goods sold. | ||||||||||
Related Party Transaction | ||||||||||
MSA related expenses incurred | $ 9,700 | $ 17,700 | ||||||||
New MSA | Enviva Management Company, LLC | ||||||||||
Related Party Transaction | ||||||||||
Term of agreement | 5 years | |||||||||
Enviva, LP and Subsidiaries | Prior MSA | Enviva Holdings, LP. | ||||||||||
Related Party Transaction | ||||||||||
Term of agreement | 6 years | |||||||||
Reimbursable expenses incurred | 0 | 800 | ||||||||
Capitalized deferred issuance costs | 0 | 900 | ||||||||
Capital contributions | 0 | 500 | ||||||||
Enviva, LP and Subsidiaries | Prior MSA | Enviva Holdings, LP. | General and administrative expenses | ||||||||||
Related Party Transaction | ||||||||||
Annual fee | 0 | 2,200 | ||||||||
Reimbursable expenses incurred | 800 | |||||||||
Enviva, LP and Subsidiaries | Prior MSA | Enviva Holdings, LP. | Maximum | ||||||||||
Related Party Transaction | ||||||||||
Annual fee | $ 7,200 | |||||||||
Enviva Pellets Wiggins construction loan and working capital line | ||||||||||
Related Party Transaction | ||||||||||
Long-term debt | $ 3,300 | |||||||||
First Incremental Term Loan | ||||||||||
Related Party Transaction | ||||||||||
Face amount | $ 36,500 | |||||||||
First Incremental Term Loan | Tranche A-4 advances | ||||||||||
Related Party Transaction | ||||||||||
Face amount | 26,500 | |||||||||
Enviva Fiber Co. LLC | First Incremental Term Loan | Tranche A-4 advances | ||||||||||
Related Party Transaction | ||||||||||
Face amount | 15,000 | |||||||||
Enviva Pellets Southampton | ||||||||||
Related Party Transaction | ||||||||||
Consideration paid | $ 131,000 | |||||||||
Southampton Dropdown | ||||||||||
Related Party Transaction | ||||||||||
Amount due to related party | (1,389) | (1,389) | ||||||||
Long-term debt | $ 1,053 | $ 1,053 | ||||||||
Southampton Dropdown | Related party payable | ||||||||||
Related Party Transaction | ||||||||||
Amount due to related party | $ 5,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | |
Provision for income tax | $ 0 | $ 0 | $ 0 |
Reserves for uncertain tax position | 0 | ||
Reserves interest and penalties | $ 0 | ||
Income tax expense | 2,667 | ||
Acquisition II | |||
Income tax expense | $ 2,700 | $ 2,700 |
Partners' Capital - Ownership a
Partners' Capital - Ownership and Shares (Details) | 6 Months Ended |
Jun. 30, 2016 | |
Partners' Capital. | |
Allocations to partners (as a percent) | 100.00% |
Partners' Capital - Incentive D
Partners' Capital - Incentive Distribution Rights (Details) - General Partner | 6 Months Ended |
Jun. 30, 2016 | |
Minimum | |
Incentive Distribution Rights | |
Quarterly distribution of operating surplus (as a percent) | 15.00% |
Maximum | |
Incentive Distribution Rights | |
Quarterly distribution of operating surplus (as a percent) | 50.00% |
Partners' Capital - Cash Distri
Partners' Capital - Cash Distributions to Unitholders (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 03, 2016 | May 04, 2016 | Feb. 03, 2016 | Oct. 28, 2015 | Jul. 29, 2015 | Jun. 30, 2015 | Jun. 30, 2015 |
Partners' Capital. | |||||||
Cash distribution declared | $ 13,000 | $ 12,600 | $ 11,400 | $ 10,500 | $ 6,300 | ||
Cash distribution declared (in dollars per unit) | $ 0.5250 | $ 0.5100 | $ 0.4600 | $ 0.4400 | $ 0.2630 | ||
Incentive distribution paid | $ 300 | $ 200 | $ 0 | $ 0 |
Partners' Capital - Net Income
Partners' Capital - Net Income Per Limited Partner Unit Net Income Table (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 03, 2016 | May 04, 2016 | May 03, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Net Income per Limited Partner Unit | |||||||
Distributions declared | $ 13,263 | $ 0 | $ 26,045 | $ 0 | |||
Earnings less than distributions | (1,210) | (6,498) | |||||
Net income attributable to partners | 12,053 | 2,873 | 19,547 | 5,392 | |||
Incentive distribution paid | $ 300 | $ 200 | 0 | 0 | |||
Weighted average units outstanding - basic | 0 | ||||||
Common Units | |||||||
Net Income per Limited Partner Unit | |||||||
Distributions declared | 6,756 | 13,310 | |||||
Earnings less than distributions | $ (630) | $ (3,376) | |||||
Weighted average units outstanding - basic | 12,862,000 | 12,857,000 | |||||
Weighted average units outstanding - diluted | 13,445,000 | 13,391,000 | |||||
Net income per limited partner unit - basic | $ 0.48 | $ 0.77 | |||||
Net income per limited partner unit - diluted | $ 0.47 | $ 0.76 | |||||
Subordinated Unitholder | |||||||
Net Income per Limited Partner Unit | |||||||
Distributions declared | $ 6,250 | $ 12,322 | |||||
Earnings less than distributions | $ (580) | $ (3,122) | |||||
Weighted average units outstanding - basic | 11,905,000 | 11,905,000 | |||||
Weighted average units outstanding - diluted | 11,905,000 | 11,905,000 | |||||
Net income per limited partner unit - basic | $ 0.48 | $ 0.77 | |||||
Net income per limited partner unit - diluted | $ 0.47 | $ 0.76 | |||||
General Partner | |||||||
Net Income per Limited Partner Unit | |||||||
Distributions declared | $ 257 | $ 413 | |||||
Enviva Partners, LP Excluding Predecessor And Southampton Drop-Down | |||||||
Net Income per Limited Partner Unit | |||||||
Net income attributable to partners | 12,053 | 5,685 | 19,547 | 5,685 | |||
Enviva Partners, LP Excluding Predecessor And Southampton Drop-Down | Common Units | |||||||
Net Income per Limited Partner Unit | |||||||
Net income attributable to partners | 6,126 | 9,934 | |||||
Enviva Partners, LP Excluding Predecessor And Southampton Drop-Down | Subordinated Unitholder | |||||||
Net Income per Limited Partner Unit | |||||||
Net income attributable to partners | 5,670 | 9,200 | |||||
Enviva Partners, LP Excluding Predecessor And Southampton Drop-Down | General Partner | |||||||
Net Income per Limited Partner Unit | |||||||
Net income attributable to partners | $ 257 | $ 413 | |||||
Limited Partners | |||||||
Net Income per Limited Partner Unit | |||||||
Net income attributable to partners | $ 5,685 | $ 5,685 |
Equity-Based Awards (Details)
Equity-Based Awards (Details) - USD ($) $ / shares in Units, $ in Thousands | May 04, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2016 | Jun. 30, 2015 |
Distribution Equivalent Rights | |||||
Weighted Average Grant Date Fair Value per Unit | |||||
Distributions paid related to DERs | $ 200 | $ 0 | $ 400 | $ 0 | |
Distribution Equivalent Rights | Related party payables | |||||
Weighted Average Grant Date Fair Value per Unit | |||||
Distributions paid related to DERs | $ 200 | ||||
Affiliate Grants | |||||
Number of Units | |||||
Nonvested at the beginning of the period (in units) | 269,924 | ||||
Granted (in units) | 307,575 | ||||
Forfeitures (in units) | (34,858) | ||||
Nonvested at the end of the period (in units) | 542,641 | 542,641 | |||
Weighted Average Grant Date Fair Value per Unit | |||||
Nonvested at the beginning of the period (in dollars per unit) | $ 20.51 | ||||
Granted (in dollars per unit) | 18.33 | ||||
Forfeitures (in dollar per unit) | 19.86 | ||||
Nonvested at the end of the period (in dollars per unit) | $ 19.32 | $ 19.32 | |||
Affiliate Grants | Phantom units | |||||
Number of Units | |||||
Nonvested at the beginning of the period (in units) | 188,121 | ||||
Granted (in units) | 207,404 | ||||
Forfeitures (in units) | (26,351) | ||||
Nonvested at the end of the period (in units) | 369,174 | 369,174 | |||
Weighted Average Grant Date Fair Value per Unit | |||||
Nonvested at the beginning of the period (in dollars per unit) | $ 20.58 | ||||
Granted (in dollars per unit) | 18.32 | ||||
Forfeitures (in dollar per unit) | 19.94 | ||||
Nonvested at the end of the period (in dollars per unit) | $ 19.36 | $ 19.36 | |||
Affiliate Grants | Performance Based Phantom units | |||||
Number of Units | |||||
Nonvested at the beginning of the period (in units) | 81,803 | ||||
Granted (in units) | 100,171 | ||||
Forfeitures (in units) | (8,507) | ||||
Nonvested at the end of the period (in units) | 173,467 | 173,467 | |||
Weighted Average Grant Date Fair Value per Unit | |||||
Nonvested at the beginning of the period (in dollars per unit) | $ 20.36 | ||||
Granted (in dollars per unit) | 18.35 | ||||
Forfeitures (in dollar per unit) | 19.59 | ||||
Nonvested at the end of the period (in dollars per unit) | $ 19.24 | $ 19.24 | |||
Affiliate Grants | Distribution Equivalent Rights | |||||
Weighted Average Grant Date Fair Value per Unit | |||||
Period in which distribution related to DERs are required to be paid | 60 days | ||||
Director Grants | |||||
Number of Units | |||||
Nonvested at the beginning of the period (in units) | 14,112 | ||||
Granted (in units) | 17,724 | ||||
Vested (in units) | (14,112) | ||||
Nonvested at the end of the period (in units) | 17,724 | 17,724 | |||
Weighted Average Grant Date Fair Value per Unit | |||||
Nonvested at the beginning of the period (in dollars per unit) | $ 21.26 | ||||
Granted (in dollars per unit) | 22.57 | ||||
Vested (in dollars per unit) | 21.26 | ||||
Nonvested at the end of the period (in dollars per unit) | $ 22.57 | $ 22.57 | |||
Director Grants | Phantom units | |||||
Number of Units | |||||
Nonvested at the beginning of the period (in units) | 14,112 | ||||
Granted (in units) | 17,724 | ||||
Vested (in units) | (14,112) | ||||
Nonvested at the end of the period (in units) | 17,724 | 17,724 | |||
Weighted Average Grant Date Fair Value per Unit | |||||
Nonvested at the beginning of the period (in dollars per unit) | $ 21.26 | ||||
Granted (in dollars per unit) | 22.57 | ||||
Vested (in dollars per unit) | 21.26 | ||||
Nonvested at the end of the period (in dollars per unit) | $ 22.57 | $ 22.57 | |||
Fair value of units granted | $ 400 | ||||
Director Grants | Distribution Equivalent Rights | |||||
Weighted Average Grant Date Fair Value per Unit | |||||
Period in which distribution related to DERs are required to be paid | 60 days |
Net Income per Limited Partne49
Net Income per Limited Partner Unit (Details) - shares | May 03, 2015 | Jun. 30, 2016 | Jun. 30, 2016 |
Number of basic units outstanding | 0 | ||
Subordinated Unitholder | |||
Number of basic units outstanding | 11,905,000 | 11,905,000 | |
Potentially dilutive subordinated units outstanding | 0 |