USD Partners (USDP) 10-Q 6 Nov 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Nov. 02, 2018
Document Information [Line Items]
Entity Registrant Name	USD Partners LP
Trading Symbol	USDP
Entity Central Index Key	1,610,682
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Entity Emerging Growth Company	true
Entity Small Business	true
Entity Ex Transition Period	true
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q3
Amendment Flag	false
Common Units
Document Information [Line Items]
Entity Shares Outstanding		21,915,642
Subordinated Units
Document Information [Line Items]
Entity Shares Outstanding		4,185,418
Class A Units
Document Information [Line Items]
Entity Shares Outstanding		38,750
General Partner
Document Information [Line Items]
Entity Shares Outstanding		461,136

CONSOLIDATED STATEMENTS OF INCO

CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Revenues
Revenues	$ 22,660	$ 21,036	$ 69,845	$ 69,280
Fleet leases	0	643	0	1,929
Total revenues	29,586	27,004	88,896	81,942
Operating costs
Fleet leases	984	1,656	2,961	4,723
Operating and maintenance	1,360	749	3,553	2,050
Selling, general and administrative	2,463	2,221	7,912	6,898
Depreciation and amortization	5,271	5,254	15,807	15,164
Total operating costs	21,764	19,788	65,813	56,574
Operating income	7,822	7,216	23,083	25,368
Interest expense	2,827	2,388	8,025	7,508
Loss (gain) associated with derivative instruments	(413)	667	(1,823)	1,279
Foreign currency transaction gain	(89)	(457)	(183)	(527)
Other expense (income), net	(1)	(52)	71	(65)
Income before income taxes	5,498	4,670	16,993	17,173
Benefit from income taxes	(430)	(605)	(2,247)	(1,806)
Net income	5,928	5,275	19,240	18,979
Net income attributable to limited partner interests	$ 5,719	$ 5,127	$ 18,616	$ 18,517
Weighted average units outstanding (in shares)	26,600	26,361	26,556	24,600
Common Units
Operating costs
Net income per unit (basic and diluted) (USD per share)	$ 0.21	$ 0.20	$ 0.72	$ 0.77
Weighted average units outstanding (in shares)	21,915	19,538	21,480	17,380
Subordinated Units
Operating costs
Net income per unit (basic and diluted) (USD per share)	$ 0.21	$ 0.19	$ 0.71	$ 0.76
Weighted average units outstanding (in shares)	4,185	6,278	4,569	6,661
Related party
Revenues
Revenues	$ 6,926	$ 5,968	$ 19,051	$ 12,662
Fleet leases	984	1,013	2,951	2,794
Operating costs
Selling, general and administrative	1,893	1,477	5,640	4,305
Terminalling services
Revenues
Revenues	21,728	19,805	65,560	65,463
Terminalling services | Related party
Revenues
Revenues	5,715	4,737	15,414	9,091
Fleet services
Revenues
Revenues	80	470	505	1,405
Fleet services | Related party
Revenues
Revenues	227	218	682	776
Freight and other reimbursables
Revenues
Revenues	852	118	3,780	483
Operating costs
Operating costs	852	118	3,784	484
Freight and other reimbursables | Related party
Revenues
Revenues	0	0	4	1
Subcontracted rail services
Operating costs
Operating costs	3,674	2,340	10,047	6,148
Pipeline fees
Operating costs
Operating costs	$ 5,267	$ 5,973	$ 16,109	$ 16,802

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Statement of Comprehensive Income [Abstract]
Net income	$ 5,928	$ 5,275	$ 19,240	$ 18,979
Other comprehensive income (loss) — foreign currency translation	997	2,105	(1,791)	4,021
Comprehensive income	$ 6,925	$ 7,380	$ 17,449	$ 23,000

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Cash flows from operating activities:
Net income	$ 19,240	$ 18,979
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	15,807	15,164
Loss (gain) associated with derivative instruments	(1,823)	1,279
Settlement of derivative contracts	(38)	242
Unit based compensation expense	4,333	2,962
Deferred income taxes	(3,269)	(293)
Other	719	664
Changes in operating assets and liabilities:
Accounts receivable	(3,459)	267
Accounts receivable — related party	2,450	(224)
Prepaid expenses and other assets	372	1,469
Other assets — related party	59	0
Accounts payable and accrued expenses	272	990
Accounts payable and accrued expenses — related party	(2,061)	(43)
Deferred revenue and other liabilities	(403)	(4,861)
Deferred revenue — related party	17	948
Net cash provided by operating activities	32,216	37,543
Cash flows from investing activities:
Additions of property and equipment	(443)	(26,708)
Proceeds from the sale of assets	236	0
Net cash used in investing activities	(207)	(26,708)
Cash flows from financing activities:
Distributions	(29,573)	(25,532)
Vested phantom units used for payment of participant taxes	(1,350)	(1,072)
Net proceeds from issuance of common units	0	33,700
Proceeds from long-term debt	20,000	44,000
Repayments of long-term debt	(21,000)	(66,342)
Net cash used in financing activities	(31,923)	(15,246)
Effect of exchange rates on cash	(679)	242
Net change in cash, cash equivalents and restricted cash	(593)	(4,169)
Cash, cash equivalents and restricted cash — beginning of period	13,788	17,138
Cash, cash equivalents and restricted cash — end of period	$ 13,195	$ 12,969

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Current assets
Cash and cash equivalents	$ 7,361	$ 7,874
Restricted cash	5,834	5,914
Accounts receivable, net	7,601	4,171
Accounts receivable — related party	903	410
Prepaid expenses	1,848	2,545
Other current assets	172	43
Other current assets — related party	79	79
Total current assets	23,798	21,036
Property and equipment, net	142,117	146,573
Intangible assets, net	89,857	99,312
Goodwill	33,589	33,589
Other non-current assets	2,364	328
Other non-current assets — related party	114	174
Total assets	291,839	301,012
Current liabilities
Accounts payable and accrued expenses	2,995	2,670
Accounts payable and accrued expenses — related party	795	244
Deferred revenue	3,071	3,291
Deferred revenue — related party	1,968	1,986
Other current liabilities	2,491	2,339
Total current liabilities	11,320	10,530
Long-term debt, net	200,247	200,627
Deferred income tax liabilities, net	1,107	4,490
Other non-current liabilities	386	475
Total liabilities	213,060	216,122
Commitments and contingencies
Partners’ capital
General partner units (461,136 outstanding at September 30, 2018 and December 31, 2017)	3,403	180
Accumulated other comprehensive income	43	1,834
Total partners’ capital	78,779	84,890
Total liabilities and partners’ capital	291,839	301,012
Common Units
Partners’ capital
Partners’ capital	112,782	136,645
Class A Units
Partners’ capital
Partners’ capital	987	1,468
Subordinated Units
Partners’ capital
Partners’ capital	$ (38,436)	$ (55,237)

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares	Sep. 30, 2018	Dec. 31, 2017
General partners' units outstanding (in shares)	461,136	461,136
Common Units
Limited partners' units outstanding (in shares)	21,915,359	19,537,971
Class A Units
Limited partners' units outstanding (in shares)	38,750	82,500
Subordinated Units
Limited partners' units outstanding (in shares)	4,185,418	6,278,127

CONSOLIDATED STATEMENTS OF PART

CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL - USD ($) $ in Thousands	Total	Accumulated other comprehensive income (loss)	Class A Units	Limited PartnerCommon Units	Limited PartnerClass A Units	Limited PartnerSubordinated Units	General Partner
Partners' capital account beginning balance (in units) at Dec. 31, 2016			138,750	14,185,599	138,750	8,370,836	461,136
Partners' capital account beginning balance at Dec. 31, 2016	$ 58,526	$ (1,726)		$ 128,903	$ 1,929	$ (70,936)	$ 356
Increase (Decrease) in Partners' Capital [Roll Forward]
Conversion of units (in units)				2,162,084	46,250	2,092,709
Conversion of units				$ (19,047)	$ (606)	$ 19,653
Common units issued for vested phantom units (in units)				190,016
Common units issued for vested phantom units				$ (1,072)
Issuance of common units (in shares)				3,000,000
Issuance of common units				$ 33,700
Net income	18,979			13,421	75	5,021	462
Unit based compensation expense				2,677	$ 356	23	1
Forfeited units (in shares)			(10,000)		(10,000)
Forfeited units					$ (247)
Distributions				$ (17,594)	$ (109)	$ (7,294)	$ (535)
Cumulative translation adjustment	4,021	4,021
Partners' capital account ending balance (in units) at Sep. 30, 2017			82,500	19,537,699	82,500	6,278,127	461,136
Partners' capital account ending balance at Sep. 30, 2017	91,432	2,295		$ 140,988	$ 1,398	$ (53,533)	$ 284
Partners' capital account beginning balance (in units) at Dec. 31, 2017			82,500	19,537,971	82,500	6,278,127	461,136
Partners' capital account beginning balance at Dec. 31, 2017	84,890	1,834		$ 136,645	$ 1,468	$ (55,237)	$ 180
Increase (Decrease) in Partners' Capital [Roll Forward]
Conversion of units (in units)				2,131,459	38,750	2,092,709
Conversion of units				$ (18,245)	$ (674)	$ 18,919
Common units issued for vested phantom units (in units)				245,929
Common units issued for vested phantom units				$ (1,350)
Capital contribution							3,366
Net income	19,240			15,337	33	3,246	624
Unit based compensation expense				3,753	$ 144	26	1
Forfeited units (in shares)			(5,000)		(5,000)
Forfeited units					$ 73
Distributions				$ (23,358)	$ (57)	$ (5,390)	$ (768)
Cumulative translation adjustment	(1,791)	(1,791)
Partners' capital account ending balance (in units) at Sep. 30, 2018			38,750	21,915,359	38,750	4,185,418	461,136
Partners' capital account ending balance at Sep. 30, 2018	$ 78,779	$ 43		$ 112,782	$ 987	$ (38,436)	$ 3,403

ORGANIZATION AND BASIS OF PRESE

ORGANIZATION AND BASIS OF PRESENTATION	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
ORGANIZATION AND BASIS OF PRESENTATION	ORGANIZATION AND BASIS OF PRESENTATION USD Partners LP and its consolidated subsidiaries, collectively referred to herein as we, us, our, the Partnership and USDP, is a fee-based, growth-oriented master limited partnership formed in 2014 by US Development Group, LLC, or USD, through its wholly-owned subsidiary, USD Group LLC, or USDG. We were formed to acquire, develop and operate midstream infrastructure and complementary logistics solutions for crude oil, biofuels and other energy-related products. We generate substantially all of our operating cash flows from multi-year, take-or-pay contracts with primarily investment grade customers, including major integrated oil companies, refiners and marketers. Our network of crude oil terminals facilitate the transportation of heavy crude oil from Western Canada to key demand centers across North America. Our operations include railcar loading and unloading, storage and blending in onsite tanks, inbound and outbound pipeline connectivity, truck transloading, as well as other related logistics services. We also provide our customers with leased railcars and fleet services to facilitate the transportation of liquid hydrocarbons and biofuels by rail. We do not generally take ownership of the products that we handle, nor do we receive any payments from our customers based on the value of such products. We may on occasion enter into buy-sell arrangements in which we take temporary title to commodities while in our terminals. We expect such arrangements to be at fixed prices where we do not take commodity price exposure. Our common units are traded on the New York Stock Exchange, or NYSE, under the symbol USDP. Basis of Presentation Our accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP, for interim consolidated financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all the information and disclosures required by GAAP for complete consolidated financial statements. In the opinion of our management, they contain all adjustments, consisting only of normal recurring adjustments, which our management considers necessary to present fairly our financial position as of September 30, 2018 , our results of operations for the three and nine months ended September 30, 2018 and 2017 , and our cash flows for the nine months ended September 30, 2018 and 2017 . We derived our consolidated balance sheet as of December 31, 2017 from the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . Our results of operations for the three and nine months ended September 30, 2018 and 2017 should not be taken as indicative of the results to be expected for the full year due to fluctuations in the supply of and demand for crude oil and biofuels, timing and completion of acquisitions, if any, and the impact of fluctuations in foreign currency exchange rates. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes thereto presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . Effective January 1, 2018, we adopted the requirements of Accounting Standards Update 2014-09, or ASU 2014-09, Revenue from Contracts with Customers, or ASC 606, and Accounting Standards Update 2016-18, or ASU 2016-18, Statement of Cash Flows, Restricted Cash, as discussed in Note 2. Recent Accounting Pronouncements . All amounts and disclosures set forth in this Form 10-Q have been updated to comply with the new standards. Foreign Currency Translation We conduct a substantial portion of our operations in Canada, which we account for in the local currency, the Canadian dollar. We translate most Canadian dollar denominated balance sheet accounts into our reporting currency, the U.S. dollar, at the end of period exchange rate, while most income statement accounts are translated into our reporting currency based on the average exchange rate for each monthly period. Fluctuations in the exchange rate between the Canadian dollar and the U.S. dollar can create variability in the amounts we translate and report in U.S. dollars. Within these consolidated financial statements, we denote amounts denominated in Canadian dollars with “C$” immediately prior to the stated amount. US Development Group, LLC USD and its affiliates are engaged in designing, developing, owning and managing large-scale multi-modal logistics centers and energy-related infrastructure across North America. USD is the indirect owner of our general partner through its direct ownership of USDG and is currently owned by Energy Capital Partners, Goldman Sachs and certain of USD’s management team members. Comparative Amounts We have made certain reclassifications to the amounts reported in the prior year to conform with the current year presentation. None of these reclassifications have an impact on our operating results, cash flows or financial position.

RECENT ACCOUNTING PROUNOUNCEMEN

RECENT ACCOUNTING PROUNOUNCEMENTS	9 Months Ended
	Sep. 30, 2018
Accounting Policies [Abstract]
RECENT ACCOUNTING PROUNOUNCEMENTS	Recently Adopted Accounting Pronouncements ASU No. 2016-18 In November 2016, the Financial Accounting Standards Board, or FASB, issued ASU No. 2016-18, which amends the FASB Accounting Standards Codification, or ASC, Topic 230 to require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents are included with cash and cash equivalents when we reconcile the beginning-of-period and end-of-period total amounts shown on our consolidated statements of cash flows. We adopted the provisions of ASU 2016-18 retrospectively on January 1, 2018. As a result of including restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts presented on the consolidated statements of cash flows, net cash flows for the nine months ended September 30, 2017 increased by $5.1 million . ASU No. 2014-09 In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers, or ASC 606, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most previously required revenue recognition guidance, including industry-specific guidance. We adopted the provisions of ASC 606 using the full retrospective method on January 1, 2018. We applied the standard’s right-to-invoice practical expedient on contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. We revised our consolidated financial statements from amounts previously reported due to our adoption of ASC 606 as presented in the following discussion and tables: Terminalling Services Revenue and Deferred Revenue — Terminalling services revenue decreased by $2.0 million and $1.8 million for the three and nine months ended September 30, 2017 , respectively, due to our adoption of ASC 606. The changes to our Terminalling services revenue represent the recognition of previously deferred revenue in connection with payments we receive from customers of our Hardisty terminal for their minimum monthly volume commitments for the respective periods in connection with our adoption of ASC 606. We have historically deferred recognition of all such amounts due to the make-up rights we have granted customers of our Hardisty terminal for periods up to six months following the month for which the minimum volume commitments were paid. Historically, breakage associated with these make-up rights options has approximated 100% . Breakage rates are regularly evaluated and modified as necessary to reflect our current expectations and experience. The balance of our deferred revenue at December 31, 2017 , decreased by $21.9 million due to our adoption of ASC 606. Pipeline Fees and Prepaid Expenses — Our “Pipeline fees” expense decreased by $0.4 million for both the three and nine months ended September 30, 2017 . We have historically recorded amounts paid to Gibson Energy Partnership, or Gibson, for pipeline fees as a prepaid expense, which we have recognized as expense concurrently with our recognition of revenue associated with the expiration of the make-up rights we granted to customers of our Hardisty terminal. As a result of our recognition of a portion of the previously deferred revenue, we concurrently recognized a proportionate amount of the prepaid pipeline fees as expense in connection with our adoption of ASC 606. The balance of prepaid expenses at December 31, 2017 , decreased by $6.4 million due to our adoption of ASC 606. Provision for Income Taxes and Non-current Deferred Income Tax Liability — Our benefit from income taxes increased by $0.4 million for both the three and nine months ended September 30, 2017 . The change in our benefit for income taxes is attributable to the lower income resulting from changes in “Pipeline fees” and “Terminalling services revenue” associated with our adoption of ASC 606 as discussed above, which affected our benefit for income taxes and the related non-current deferred income tax liability. The balance of our deferred income tax liability at December 31, 2017 , increased by $3.9 million due to our adoption of ASC 606. Other Comprehensive Income (Loss) — Foreign Currency Translation and Accumulated Other Comprehensive Income (Loss) — Our translation of the foregoing items within the consolidated income statements and balance sheets of our Canadian subsidiaries resulted in changes to the amounts reported in our consolidated statements of comprehensive income for “Other comprehensive income (loss) — foreign currency translation” and the related amount for “Accumulated other comprehensive income” included in our consolidated balance sheets. The functional currency of our Hardisty terminal is the Canadian dollar, which we translate into U.S. dollars for reporting in our consolidated financial statements. We had an increase of $0.4 million and $0.9 million in our “Other comprehensive income (loss) — foreign currency translation” for the three and nine months ended September 30, 2017 , respectively. The balance of “Accumulated other comprehensive income” at December 31, 2017 , increased by $0.2 million due to our adoption of ASC 606. Cash Flows From Operating Activities — Our adoption of ASC 606 did not affect the amount we reported as Cash flows from operating activities, as our adoption of this standard did not affect our cash flow. However, the components that comprise “Net cash provided by operating activities” within our consolidated statements of cash flows changed to reflect the revised amounts presented in our consolidated statements of income and consolidated balance sheets as discussed above. The following tables show the adjustments for our adoption of ASC 606 and the resulting balances for each affected line item in our consolidated statements of income for the period indicated: Three months ended September 30, 2017 As reported Adjustments As adjusted (in thousands) Revenues $ 28,981 $ (1,977 ) $ 27,004 Operating costs 20,182 (394 ) 19,788 Operating income 8,799 (1,583 ) 7,216 Other income, net (48 ) (4 ) (52 ) Income before income taxes 6,249 (1,579 ) 4,670 Benefit from income taxes (178 ) (427 ) (605 ) Net income 6,427 (1,152 ) 5,275 Nine months ended September 30, 2017 As reported Adjustments As adjusted (in thousands) Revenues $ 83,722 $ (1,780 ) $ 81,942 Operating costs 56,925 (351 ) 56,574 Operating income 26,797 (1,429 ) 25,368 Other income, net (40 ) (25 ) (65 ) Income before income taxes 18,577 (1,404 ) 17,173 Benefit from income taxes (1,427 ) (379 ) (1,806 ) Net income 20,004 (1,025 ) 18,979 The following table shows the adjustments for our adoption of ASC 606 and ASU 2016-18 and the resulting balance for each affected line item in our consolidated statements of cash flow for the period indicated: Nine months ended September 30, 2017 As reported Adjustments As adjusted (in thousands) Net income $ 20,004 $ (1,025 ) $ 18,979 Deferred income taxes 86 (379 ) (293 ) Prepaid expenses and other assets 1,819 (350 ) 1,469 Deferred revenue and other liabilities (6,733 ) 1,872 (4,861 ) Deferred revenue — related party 1,066 (118 ) 948 Net cash provided by operating activities 38,228 (685 ) 37,543 Effect of exchange rates on cash (148 ) 390 242 Net change in cash, cash equivalents and restricted cash (3,874 ) (295 ) (4,169 ) Cash, cash equivalents and restricted cash — beginning of period 11,705 5,433 17,138 Cash, cash equivalents and restricted cash — end of period 7,831 5,138 12,969 The following table shows the adjustments for our adoption of ASC 606 and the resulting balance for each affected line item in our consolidated balance sheet for the period indicated: December 31, 2017 As reported Adjustments As adjusted (in thousands) Assets: Accounts receivable, net $ 4,137 $ 34 $ 4,171 Prepaid expenses 8,957 (6,412 ) 2,545 Liabilities: Deferred revenue 22,011 (18,720 ) 3,291 Deferred revenue — related party 5,115 (3,129 ) 1,986 Deferred income tax liabilities, net 614 3,876 4,490 The cumulative effect of the change on our partners’ capital accounts at January 1, 2017 was as follows: Partners ’ Capital Account Amount As reported Cumulative Effect Retrospectively Adjusted Amount (in thousands) Common units $ 122,802 $ 6,101 $ 128,903 Class A units 1,811 118 1,929 Subordinated units (76,749 ) 5,813 (70,936 ) General partner 111 245 356 Accumulated other comprehensive loss (1,157 ) (569 ) (1,726 ) Total partners’ capital $ 46,818 $ 11,708 $ 58,526 Please refer to Note 4. Revenues for additional information regarding our adoption of ASC 606. Recent Accounting Pronouncements Not Yet Adopted Compensation — Stock Compensation In June 2018, the FASB issued Accounting Standards Update No. 2018-07, or ASU 2018-07, which amends ASC Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The amendment specifies that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The provisions of this standard will affect the manner in which we value the phantom units we grant to our directors and consultants domiciled in the United States, but it is not expected to have a material impact on our operating results, cash flows or financial position. This pronouncement is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Although early adoption of ASU 2018-07 is permitted, we do not expect to early adopt the provisions of this standard. Intangibles — Goodwill and Other In January 2017, the FASB issued Accounting Standards Update No. 2017-04, or ASU 2017-04, which amends ASC Topic 350 to modify the concept of impairment from the condition that exists when the carrying amount of goodwill exceeds its implied fair value to the condition that exists when the carrying amount of a reporting unit exceeds its fair value. Pursuant to the provisions of ASU 2017-04, an entity will no longer determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Rather, an entity will recognize an impairment loss for the amount by which the carrying amount of a reporting unit exceeds the reporting unit’s fair value. However, the loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. The pronouncement is effective for fiscal years beginning after December 15, 2019, or for any interim impairment testing within those fiscal years and is required to be applied prospectively, with early adoption permitted. We do not expect to early adopt the provisions of this standard. Any impairment assessment we perform subsequent to our adoption of the standard could produce an impairment of goodwill in a different amount than would result under current guidance to the extent the carrying amount of a reporting unit exceeds its fair value. Leases In February 2016, the FASB issued Accounting Standards Update No. 2016-02, or ASU 2016-02, which amends ASC Topic 842 to require balance sheet recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. The amendment provides an option that permits us to elect not to recognize the lease assets and liabilities for leases with a term of 12 months or less. The pronouncement is effective for years beginning after December 15, 2018, and early adoption is permitted. In July 2018, the FASB issued ASU 2018-11 providing another transition method in addition to the existing transition method by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, or prospectively. Additionally, the FASB has issued and is likely to continue issuing Accounting Standards Updates to clarify application of the guidance in the original standard and to provide practical expedients for implementing the standard, all of which will be effective upon adoption. We continue to assess the impact our adoption of ASU 2016-02 will have on our consolidated financial statements, but we currently cannot reasonably estimate the effect. We do not currently recognize operating leases in our balance sheets as will be required by ASU 2016-02, but we record payments for operating leases as rent expense as incurred. Our process for implementing ASU 2016-02 involves evaluating all of our existing leases with terms greater than 12 months to quantify the impact to our financial statements, developing accounting policies and internal control processes to address adherence to the requirements of the standard, evaluating the capability of existing accounting systems and any enhancements needed, determining the need to modify any bank or debt compliance requirements, and training and educating our workforce and the investment community regarding the financial statement impact that application of the standard will have. We have completed steps to identify, accumulate and categorize our lease agreements into homogeneous groups to evaluate the particular terms and conditions for each type of agreement in relation to the requirements of ASU 2016-02 and are evaluating the accounting impact, commonly referred to as an “Impact Assessment.” We have also progressed with the development of accounting policies and internal control processes for lease items identified in the performance of our impact assessment. Additionally, we are developing resources to facilitate management of the information necessary to properly account for and report new and existing leases pursuant to the provisions of ASC 842. We will adopt the provisions of this standard on January 1, 2019, prospectively, pursuant to the provisions of ASU 2018-11.

NET INCOME PER LIMITED PARTNER

NET INCOME PER LIMITED PARTNER INTEREST	9 Months Ended
	Sep. 30, 2018
Earnings Per Share [Abstract]
NET INCOME PER LIMITED PARTNER INTEREST	NET INCOME PER LIMITED PARTNER INTEREST We allocate our net income among our general partner and limited partners using the two-class method in accordance with applicable authoritative accounting guidance. Under the two-class method, we allocate our net income and any net income in excess of distributions to our limited partners, our general partner and the holder of the incentive distribution rights, or IDRs, according to the distribution formula for available cash as set forth in our partnership agreement. We allocate any distributions in excess of earnings for the period to our limited partners and general partner based on their respective proportionate ownership interests in us, as set forth in our partnership agreement after taking into account distributions to be paid with respect to the IDRs. The formula for distributing available cash as set forth in our partnership agreement is as follows: Distribution Targets Portion of Quarterly Distribution Per Unit Percentage Distributed to Limited Partners Percentage Distributed to General Partner (including IDRs) (1) Minimum Quarterly Distribution Up to $0.2875 98% 2% First Target Distribution > $0.2875 to $0.330625 98% 2% Second Target Distribution > $0.330625 to $0.359375 85% 15% Third Target Distribution > $0.359375 to $0.431250 75% 25% Thereafter Amounts above $0.431250 50% 50% (1) Assumes our general partner maintains a 2% general partner interest in us. Our computation of net income per limited partner unit excludes the effects of 1,239,488 phantom unit awards outstanding for the three and nine months ended September 30, 2018 and 1,135,223 phantom unit awards outstanding for the three and nine months ended September 30, 2017 , as they were anti-dilutive for each of the periods presented. We determined basic and diluted net income per limited partner unit as set forth in the following tables: Three Months Ended September 30, 2018 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 4,794 $ 916 $ 9 $ 209 $ 5,928 Less: Distributable earnings (2) 8,200 1,566 14 280 10,060 Distributions in excess of earnings $ (3,406 ) $ (650 ) $ (5 ) $ (71 ) $ (4,132 ) Weighted average units outstanding (3) 21,915 4,185 39 461 26,600 Distributable earnings per unit (4) $ 0.37 $ 0.37 $ 0.36 Overdistributed earnings per unit (5) (0.16 ) (0.16 ) (0.13 ) Net income per limited partner unit (basic and diluted) $ 0.21 $ 0.21 $ 0.23 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $107 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the distributions payable for the period based upon the quarterly distribution amount of $0.3575 per unit, or $1.43 per unit on an annualized basis. Amounts presented for each class of units include a proportionate amount of the $443 thousand distributable to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Amended and Restated Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period. Three Months Ended September 30, 2017 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 3,911 $ 1,200 $ 16 $ 148 $ 5,275 Less: Distributable earnings (2) 7,030 $ 2,260 29 223 9,542 Distributions in excess of earnings $ (3,119 ) $ (1,060 ) $ (13 ) $ (75 ) $ (4,267 ) Weighted average units outstanding (3) 19,538 6,278 84 461 26,361 Distributable earnings per unit (4) $ 0.36 $ 0.36 $ 0.35 Overdistributed earnings per unit (5) (0.16 ) (0.17 ) (0.16 ) Net income per limited partner unit (basic and diluted) $ 0.20 $ 0.19 $ 0.19 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $57 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the distributions paid for the period based upon the quarterly distribution of $0.345 per unit, or $1.38 per unit on an annualized basis. Amounts presented for each class of units include a proportionate amount of the $392 thousand distributed to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period. For the Nine Months Ended September 30, 2018 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 15,337 $ 3,246 $ 33 $ 624 $ 19,240 Less: Distributable earnings (2) 24,432 4,665 42 805 29,944 Distributions in excess of earnings $ (9,095 ) $ (1,419 ) $ (9 ) $ (181 ) $ (10,704 ) Weighted average units outstanding (3) 21,480 4,569 46 461 26,556 Distributable earnings per unit (4) $ 1.14 $ 1.02 $ 0.91 Overdistributed earnings per unit (5) (0.42 ) (0.31 ) (0.20 ) Net income per limited partner unit (basic and diluted) $ 0.72 $ 0.71 $ 0.71 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $291 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the per unit distributions paid of $0.3525 per unit for the three months ended March 31, 2018, $0.355 per unit for the three months ended June 30, 2018, and $0.3575 per unit distributable for the three months ended September 30, 2018 , representing a year-to-date distribution amount of $1.065 per unit. Amounts presented for each class of units include a proportionate amount of the $881 thousand distributed and $443 thousand distributable to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Amended and Restated Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period. For the Nine Months Ended September 30, 2017 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 13,421 $ 5,021 $ 75 $ 462 $ 18,979 Less: Distributable earnings (2) 19,782 6,697 91 600 27,170 Distributions in excess of earnings $ (6,361 ) $ (1,676 ) $ (16 ) $ (138 ) $ (8,191 ) Weighted average units outstanding (3) 17,380 6,661 98 461 24,600 Distributable earnings per unit (4) $ 1.14 $ 1.01 $ 0.93 Overdistributed earnings per unit (5) (0.37 ) (0.25 ) (0.16 ) Net income per limited partner unit (basic and diluted) $ 0.77 $ 0.76 $ 0.77 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $109 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the distributions paid for the period based upon the quarterly distribution amount of $0.335 per unit for the three months ended March 31, 2017, $0.34 per unit for the three months ended June 30, 2017 and $0.345 per unit for the three months ended September 30, 2017 , representing a year-to-date distribution amount of $1.02 per unit. Amounts presented for each class of units include a proportionate amount of the $1,177 thousand distributed to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period.

REVENUES

REVENUES	9 Months Ended
	Sep. 30, 2018
Revenue from Contract with Customer [Abstract]
REVENUES	REVENUES We recognize revenue from contracts with customers by applying the provisions of ASC 606, Revenue from Contracts with Customers . We recognize revenue under the core principle to depict the transfer of control to our customers of goods or services in an amount reflecting the consideration for which we expect to be entitled. In order to achieve the core principle, we apply the following five step approach: (1) identify the contract with a customer; (2) identify the performance obligations in the contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract; and (5) recognize revenue when a performance obligation is satisfied. We define a performance obligation as a promise in a contract to transfer a distinct good or service to the customer, which also represents the unit of account under ASC 606. We allocate the transaction price in a contract to each distinct performance obligation, which we recognize as revenue when, or as, the performance obligation is satisfied. For contracts with multiple performance obligations, we allocate the transaction price in the contract to each performance obligation using our best estimate of the standalone selling price for each distinct good or service in the contract, utilizing market-based and cost-plus margin inputs. We have elected to account for sales taxes received from customers on a net basis. We applied the right-to-invoice practical expedient to contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Disaggregated Revenues We manage our business in two reportable segments: Terminalling services and Fleet services. Our segments offer different services and are managed accordingly. Our chief operating decision maker, or CODM, regularly reviews financial information about both segments in order to allocate resources and evaluate performance. As such, we have concluded that disaggregating revenue by reporting segments appropriately depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. Refer to Note 13. Segment Reporting for our disaggregated revenues by segment. Additionally, the below tables summarize the geographic data for our revenues: Three Months Ended September 30, 2018 U.S. Canada Total (in thousands) Third party $ 10,802 $ 11,858 $ 22,660 Related party $ 2,199 $ 4,727 $ 6,926 Three Months Ended September 30, 2017 U.S. Canada Total (in thousands) Third party $ 8,749 $ 12,287 $ 21,036 Related party $ 1,231 $ 4,737 $ 5,968 Nine Months Ended September 30, 2018 U.S. Canada Total (in thousands) Third party $ 33,970 $ 35,875 $ 69,845 Related party $ 5,013 $ 14,038 $ 19,051 Nine Months Ended September 30, 2017 U.S. Canada Total (in thousands) Third party $ 29,824 $ 39,456 $ 69,280 Related party $ 3,571 $ 9,091 $ 12,662 Terminalling Services Revenues We derive a majority of our revenues from contracts to provide terminalling services, which include pipeline transportation, storage, loading and unloading of crude oil and related products from and into railcars and trucks, as well as the transloading of biofuels from railcars into trucks. Our terminalling services agreements for crude oil and related products are generally established under multi-year, take-or-pay provisions that require monthly payments from our customers for their minimum monthly volume commitments in exchange for our performance of the terminalling services enumerated above. Our terminalling services for biofuels typically require monthly payments for actual volumes handled. Variable consideration, such as volume-based pricing, included in our agreements is typically resolved within the applicable accounting period. We recognize revenue for the terminalling services we provide based upon the contractual rates set forth in our agreements related to throughput volumes. We recognize revenue over time as we render services based on the throughput delivered as this best represents the value we provide to customers for our services. Substantially all of the contracted capacity at our Casper, Hardisty and Stroud terminals is contracted under multi-year agreements that contain “take-or-pay” provisions where we are entitled to the payment of minimum monthly commitment fees from our customers, regardless of whether the specified throughput to which the customer committed is achieved. Our terminalling services agreements generally grant our customers make-up rights that allow them to load volumes in excess of their minimum monthly commitment in future periods, without additional charge, to the extent capacity is available for the excess volume. With respect to the Casper terminal, the make-up rights generally expire within the three-month period, representing a calendar quarter, for which the volumes were originally committed. With respect to the Hardisty and Stroud terminals, the make-up rights typically expire, if unused, in subsequent periods up to six months following the period for which the volumes were originally committed. We currently recognize substantially all of the amounts we receive for minimum commitment fees as revenue when collected, since breakage associated with these make-up rights options approximates 100% based on our experience and expectations around usage of these options. Breakage rates are regularly evaluated and modified as necessary to reflect our current expectations and experience. If we do not expect to be entitled to a breakage amount, we defer the recognition of revenue associated with volumes that are below the minimum monthly commitment until we determine that the likelihood that the customer will be able to make up the minimum volume is remote. If we expect to be entitled to a breakage amount, we estimate the expected breakage and recognize the expected breakage amount as revenue in proportion to the trend of rights exercised by the customer. Fleet Services Revenues Fleet services contracts provide for the sourcing of railcar fleets and related logistics and maintenance services. We allocate revenue between the lease and service components based on relative standalone values, typically utilizing market-based and cost-plus margin estimates, and account for each component under the applicable accounting guidance. We record revenues for fleet leases on a gross basis, since we are deemed the primary obligor for the services. We recognize revenue for fleet leases and related party administrative services ratably over the lease contract period as services are consistently provided throughout the period. Revenue for reimbursable costs is recognized on a gross basis on our consolidated statements of income as “Freight and other reimbursables,” as the costs are incurred. We have deferred revenues for amounts collected in advance from customers in our Fleet services segment, which will be recognized as revenue as the underlying services are performed pursuant to the terms of our lease contracts. We have prepaid rent associated with these deferred revenues on our railcar leases, which we will recognize as expense as these railcars are used. Railroad Incentives In December 2013, USD Terminals Canada ULC, or USDTC, entered into a binding agreement with Canadian Pacific Railway Limited, which we refer to as CP, effective with the commencement of the Hardisty terminal operations in June 2014, whereby in consideration for CP being the sole rail freight transportation service provider at the Hardisty terminal for certain customers, CP agreed to pay USDTC an average incentive payment amount of C $100 per railcar shipped up to a maximum of C $12.5 million through mid-2017. We recognized the amounts we received in “Other income, net” in our consolidated statements of income, as we utilized the services of CP pursuant to the terms of the agreement. Such amounts were not material for any period presented herein and the agreement terminated in June 2017. Remaining Performance Obligations The transaction price allocated to the remaining performance obligations associated with our terminalling and fleet services agreements as of September 30, 2018 are as follows for the periods indicated: For the three months ended December 31, 2018 2019 2020 Thereafter Total (in thousands) Terminalling Services (1) (2) $ 24,513 $ 91,692 $ 57,458 $ 80,668 $ 254,331 Fleet Services 257 1,030 1,030 2,324 4,641 Total $ 24,770 $ 92,722 $ 58,488 $ 82,992 $ 258,972 (1) The majority of our terminalling services agreements are denominated in Canadian dollars. We have converted the remaining performance obligations provided herein using the year-to-date average exchange rate of 0.7769 U.S. dollars per one Canadian dollar at September 30, 2018 . (2) Includes fixed monthly minimum commitment fees per contracts and excludes constrained variable consideration for rate-escalation associated with an index, such as the consumer price index, as well as any incremental revenue associated with volume activity above the minimum volumes set forth within the contracts. We have applied the practical expedient that allows us to exclude disclosure of performance obligations that are part of a contract that has an expected duration of one year or less. In addition, we have also applied the practical expedient that allows us not to disclose the amount of transaction price allocated to the remaining performance obligations for all reporting periods presented prior to our adoption of ASC 606. Contract Assets Our contract assets represent cumulative revenue that has been recognized in advance of billing the customer due to tiered billing provisions. In such arrangements, revenue is recognized using a blended rate based on the billing tiers of the agreement, as the services are consistently provided throughout the duration of the contractual arrangement. We have included contract assets of $188 thousand and $34 thousand as of September 30, 2018 and December 31, 2017 , respectively, in “ Other non - current assets ” on our consolidated balance sheets. Contract Liabilities Our contract liabilities consist of amounts collected in advance from customers associated with their terminalling and fleet services agreements, which will be recognized as revenue when earned pursuant to the terms of our contractual arrangements. We have included contract liabilities with third-party customers of $3.1 million and $3.3 million as of September 30, 2018 and December 31, 2017 , respectively, in “ Deferred revenue. ” We have included contract liabilities with related party customers of $1.6 million as of September 30, 2018 and December 31, 2017 , in “ Deferred revenue — related party ” on our consolidated balance sheets. The following table presents the changes associated with the balance of our contract liabilities for the nine months ended September 30, 2018 : December 31, 2017 Cash Additions for Customer Prepayments Revenue Recognized September 30, 2018 (in thousands) Customer prepayments $ 3,291 $ 3,071 $ (3,291 ) $ 3,071 Customer prepayments — related party (1) $ 1,576 $ 1,558 $ (1,576 ) $ 1,558 (1) Includes contract liabilities associated with customer prepayments from related parties. Refer to Note 11. Transactions with Related Parties for additional discussion of deferred revenues associated with related parties. Deferred Revenue — Fleet Leases Our deferred revenue also includes advance lease payments from customers of our Fleet services business, which will be recognized as revenue when earned pursuant to the terms of our contractual arrangements. We have likewise prepaid the rent on railcar leases that are associated with the fleet services deferred revenues, which we will recognize as expense concurrently with our recognition of the associated revenue. We have included $0.4 million at September 30, 2018 and December 31, 2017 in “ Deferred revenue — related party ” on our consolidated balance sheets associated with customer prepayments for our fleet lease agreements.

RESTRICTED CASH

RESTRICTED CASH	9 Months Ended
	Sep. 30, 2018
Cash and Cash Equivalents [Abstract]
RESTRICTED CASH	RESTRICTED CASH We include in restricted cash on our consolidated balance sheets amounts representing a cash account for which the use of funds is restricted by a facilities connection agreement among us and Gibson that we entered into during 2014 in connection with the development of our Hardisty terminal. The collaborative arrangement is further discussed in Note 9. Collaborative Arrangement . The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within our consolidated balance sheets to the amounts shown in our consolidated statements of cash flows for the specified periods: September 30, 2018 2017 (in thousands) Cash and cash equivalents $ 7,361 $ 7,831 Restricted Cash 5,834 5,138 Total cash, cash equivalents and restricted cash $ 13,195 $ 12,969

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	9 Months Ended
	Sep. 30, 2018
Property, Plant and Equipment [Abstract]
PROPERTY AND EQUIPMENT	PROPERTY AND EQUIPMENT Our property and equipment consist of the following as of the dates indicated: September 30, 2018 December 31, 2017 Estimated Depreciable Lives (Years) (in thousands) Land $ 10,162 $ 10,245 N/A Trackage and facilities 126,561 128,568 10-30 Pipeline 16,336 16,336 20-25 Equipment 16,522 12,926 3-20 Furniture 66 67 5-10 Total property and equipment 169,647 168,142 Accumulated depreciation (28,207 ) (22,369 ) Construction in progress (1) 677 800 Property and equipment, net $ 142,117 $ 146,573 (1) The amounts classified as “Construction in progress” are excluded from amounts being depreciated. These amounts represent property that is not yet ready to be placed into productive service as of the respective consolidated balance sheet date. Depreciation expense associated with Property and equipment totaled $2.1 million for the three months ended September 30, 2018 and 2017 , and $6.4 million and $5.7 million for the nine months ended September 30, 2018 and 2017 , respectively.

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS	9 Months Ended
	Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
GOODWILL AND INTANGIBLE ASSETS	GOODWILL AND INTANGIBLE ASSETS Goodwill Goodwill represents the excess of the purchase price of an entity over the estimated fair value of the assets acquired and liabilities assumed. Our goodwill originated from our acquisition of the Casper terminal, which is included in our Terminalling services segment. As of September 30, 2018 , the carrying amount of our goodwill was $33.6 million . We test goodwill for impairment annually based on the carrying values of our reporting units on the first day of the third quarter of each year or more frequently if events or changes in circumstances suggest that the fair value of a reporting unit is less than its carrying value. During the third quarter of 2018, we completed our annual goodwill impairment analysis and determined that the fair value of the Casper terminal reporting unit exceeded its carrying value at July 1, 2018. An impairment charge would have resulted if our estimate of the fair value of the Casper terminal reporting unit was approximately 20% less than the amount determined. The critical assumptions used in our analysis include the following: (1) A weighted average cost of capital of 11% ; (2) A capital structure consisting of approximately 40% debt and 60% equity; (3) A range of EBITDA multiples derived from equity prices of public companies with similar operating and investment characteristics, from 8.25x to 9.25x ; and (4) A range of EBITDA multiples for transactions based on actual sales and purchases of comparable businesses, from 9.0x to 10.0x . We measured the fair value of our Casper terminal reporting unit by using an income analysis, market analysis and transaction analysis with weightings of 50% , 25% and 25% , respectively. Our estimate of fair value required us to use significant unobservable inputs representative of a Level 3 fair value measurement, including assumptions related to the future performance of our Casper terminal. We have not observed any events or circumstances subsequent to our analysis that would suggest the fair value of our Casper terminal is below its carrying amount as of September 30, 2018. Intangible Assets The composition, gross carrying amount and accumulated amortization of our identifiable intangible assets are as follows as of the dates indicated: September 30, 2018 December 31, 2017 (in thousands) Carrying amount: Customer service agreements $ 125,960 $ 125,960 Other 106 106 Total carrying amount 126,066 126,066 Accumulated amortization: Customer service agreements (36,178 ) (26,731 ) Other (31 ) (23 ) Total accumulated amortization (36,209 ) (26,754 ) Total intangible assets, net $ 89,857 $ 99,312 Amortization expense associated with intangible assets totaled $3.2 million for each of the three months ended September 30, 2018 and 2017 and $9.5 million for each of the nine months ended September 30, 2018 and 2017 .

DEBT

DEBT	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
DEBT	DEBT We have a senior secured credit agreement, the Credit Agreement that consists of a $400 million revolving credit facility (subject to the limits set forth therein), the Revolving Credit Facility, with Citibank, N.A., as administrative agent, and a syndicate of lenders. The Credit Agreement is a five year committed facility that matures on October 15, 2019. On November 2, 2018, we amended and restated our Credit Agreement as discussed in more detail in Note 19. Subsequent Events . Previously, the Credit Agreement included a $300 million Revolving Credit Facility and a $100 million term loan (borrowed in Canadian dollars), the Term Loan Facility, which we repaid in March 2017. As we repaid amounts outstanding on the Term Loan Facility, the availability on our Revolving Credit Facility was automatically increased to the full $400 million of credit available under the Credit Agreement. Our Revolving Credit Facility and issuances of letters of credit are available for working capital, capital expenditures, permitted acquisitions and general partnership purposes, including distributions. We have the ability to increase the maximum amount of credit available under the Credit Agreement, as amended, by an aggregate amount of up to $100 million to a total facility size of $500 million , subject to receiving increased commitments from lenders or other financial institutions and satisfaction of certain conditions. The Revolving Credit Facility includes an aggregate $20 million sublimit for standby letters of credit and a $20 million sublimit for swingline loans. Obligations under the Revolving Credit Facility are guaranteed by our restricted subsidiaries (as such term is defined in our senior secured credit facility) and are secured by a first priority lien on our assets and those of our restricted subsidiaries, other than certain excluded assets. Our long-term debt balances included the following components as of the specified dates: September 30, 2018 December 31, 2017 (in thousands) Revolving Credit Facility 201,000 202,000 Less: Deferred financing costs, net (753 ) (1,373 ) Total long-term debt, net $ 200,247 $ 200,627 We determined the capacity available to us under the terms of our Credit Agreement was as follows as of the specified dates: September 30, 2018 December 31, 2017 (in millions) Aggregate borrowing capacity under Credit Agreement $ 400.0 $ 400.0 Less: Revolving Credit Facility amounts outstanding 201.0 202.0 Letters of credit outstanding — — Available under Credit Agreement (1) $ 199.0 $ 198.0 (1) Pursuant to the terms of our Credit Agreement, our borrowing capacity, currently, is limited to 4.5 times our trailing 12-month consolidated EBITDA. The average interest rate on our outstanding indebtedness was 4.72% and 4.00% at September 30, 2018 and December 31, 2017 , respectively. In addition to the interest we incur on our outstanding indebtedness, we pay commitment fees of 0.50% on unused commitments, which rate will vary based on our consolidated net leverage ratio, as defined in our Credit Agreement. At September 30, 2018 , we were in compliance with the covenants set forth in our Credit Agreement. Interest expense associated with our outstanding indebtedness was as follows for the specified periods: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Interest expense on the Credit Agreement $ 2,611 $ 2,172 $ 7,379 $ 6,862 Amortization of deferred financing costs 216 216 646 646 Total interest expense $ 2,827 $ 2,388 $ 8,025 $ 7,508

COLLABORATIVE ARRANGEMENT

COLLABORATIVE ARRANGEMENT	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
COLLABORATIVE ARRANGEMENT	COLLABORATIVE ARRANGEMENT We entered into a facilities connection agreement in 2014 with Gibson under which Gibson developed, constructed and operates a pipeline and related facilities connected to our Hardisty terminal. Gibson’s storage terminal is the exclusive means by which our Hardisty terminal receives crude oil. Subject to certain limited exceptions regarding manifest train facilities, our Hardisty terminal is the exclusive means by which crude oil from Gibson’s Hardisty storage terminal may be transported by rail. We remit pipeline fees to Gibson for the transportation of crude oil to our Hardisty terminal based on a predetermined formula. Pursuant to our arrangement with Gibson, we incurred $5.3 million and $6.0 million of expenses for the three months ended September 30, 2018 and 2017 , respectively, and $16.1 million and $16.8 million for the nine months ended September 30, 2018 and 2017 , respectively which are presented as “Pipeline fees” in our consolidated statements of income.

NONCONSOLIDATED VARIABLE INTERE

NONCONSOLIDATED VARIABLE INTEREST ENTITIES	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NONCONSOLIDATED VARIABLE INTEREST ENTITIES	NONCONSOLIDATED VARIABLE INTEREST ENTITIES We have entered into purchase, assignment and assumption agreements to assign payment and performance obligations for certain operating lease agreements with lessors, as well as customer fleet service payments related to these operating leases, with unconsolidated entities in which we have variable interests. These variable interest entities, or VIEs, include LRT Logistics Funding LLC, USD Fleet Funding LLC, USD Fleet Funding Canada Inc., and USD Logistics Funding Canada Inc. We treat these entities as variable interests under the applicable accounting guidance due to their having an insufficient amount of equity invested at risk to finance their activities without additional subordinated financial support. We are not the primary beneficiary of the VIEs, as we do not have the power to direct the activities that most significantly affect the economic performance of the VIEs, nor do we have the power to remove the managing member under the terms of the VIEs’ limited liability company agreements. Accordingly, we do not consolidate the results of the VIEs in our consolidated financial statements. The following table summarizes the total assets and liabilities between us and the VIEs as reflected in our consolidated balance sheets at September 30, 2018 and December 31, 2017 , as well as our maximum exposure to losses from entities in which we have a variable interest, but are not the primary beneficiary. Generally, our maximum exposure to losses is limited to amounts receivable for services we provided, reduced by any deferred revenue. September 30, 2018 Total assets Total liabilities Maximum exposure to loss (in thousands) Accounts receivable $ 27 $ — $ 7 Deferred revenue — 20 — $ 27 $ 20 $ 7 December 31, 2017 Total assets Total liabilities Maximum exposure to loss (in thousands) Accounts receivable $ 30 $ — $ — Deferred revenue — 284 — $ 30 $ 284 $ — We have assigned certain payment and performance obligations under the leases and master fleet service agreements for 1,983 railcars to the VIEs, but we have retained certain rights and obligations with respect to the servicing of these railcars. During the quarter ended September 30, 2018 , we provided no explicit or implicit financial or other support to these VIEs that were not previously contractually required.

TRANSACTIONS WITH RELATED PARTI

TRANSACTIONS WITH RELATED PARTIES	9 Months Ended
	Sep. 30, 2018
Related Party Transactions [Abstract]
TRANSACTIONS WITH RELATED PARTIES	TRANSACTIONS WITH RELATED PARTIES Nature of Relationship with Related Parties USD is engaged in designing, developing, owning and managing large-scale multi-modal logistics centers and other energy-related infrastructure across North America. USD is also the sole owner of USDG and the ultimate parent of our general partner. USD is owned by Energy Capital Partners, Goldman Sachs and certain members of its management. USDG is the sole owner of our general partner and owns 7,371,672 of our common units and all 4,185,418 of our subordinated units representing a combined 43.4% limited partner interest in us. USDG also provides us with general and administrative support services necessary for the operation and management of our business. USD Marketing LLC, or USDM, is a wholly-owned subsidiary of USDG organized to promote contracting for services provided by our terminals and to facilitate the marketing of customer products. USD Partners GP LLC, our general partner, currently owns all 461,136 of our general partner units representing a 1.7% general partner interest in us, as well as all of our incentive distribution rights. Pursuant to our partnership agreement, our general partner is responsible for our overall governance and operations. Omnibus Agreement We are party to an omnibus agreement with USD, USDG and certain of their subsidiaries, including our general partner, pursuant to which we obtain and make payments for specified services provided to us and for out-of-pocket costs incurred on our behalf. We pay USDG, in equal monthly installments, the annual amount USDG estimates will be payable by us during the calendar year for providing services for our benefit. The omnibus agreement provides that this amount may be adjusted annually to reflect, among other things, changes in the scope of the general and administrative services provided to us due to a contribution, acquisition or disposition of assets by us or our subsidiaries, or for changes in any law, rule or regulation applicable to us, which affects the cost of providing the general and administrative services. We also reimburse USDG for any out-of-pocket costs and expenses incurred on our behalf in providing general and administrative services to us. This reimbursement is in addition to the amounts we pay to reimburse our general partner and its affiliates for certain costs and expenses incurred on our behalf for managing our business and operations, as required by our partnership agreement. The total amounts charged to us under the omnibus agreement for the three months ended September 30, 2018 and 2017 , were $1.9 million and $1.5 million , respectively, and for the nine months ended September 30, 2018 and 2017 were $5.6 million and $4.3 million , respectively, which amounts are included in “Selling, general and administrative — related party” in our consolidated statements of income. At September 30, 2018 and December 31, 2017 , we had balances payable related to these costs of $0.4 million and $0.2 million respectively, recorded as “Accounts payable and accrued expenses — related party” in our consolidated balance sheets. Marketing Services Agreement In connection with our purchase of the Stroud terminal, we entered into a Marketing Services Agreement with USDM effective as of May 31, 2017, whereby we granted USDM the right to market the capacity at the Stroud terminal in excess of the original capacity of our initial customer in exchange for a nominal per barrel fee. USDM is obligated to fund any related capital costs associated with increasing the throughput or efficiency of the terminal to handle additional throughput. Upon expiration of our contract with the initial Stroud terminal customer in June 2020, the same marketing rights will apply to all throughput at the Stroud terminal in excess of the throughput necessary for the Stroud terminal to generate Adjusted EBITDA that is at least equal to the average monthly Adjusted EBITDA derived from the initial Stroud terminal customer during the 12 months prior to expiration. We also granted USDG the right to develop other projects at the Stroud terminal in exchange for the payment to us of market-based compensation for the use of our property for such development projects. Any such development projects would be wholly-owned by USDG and would be subject to our existing right of first offer with respect to midstream projects developed by USDG. Payments made under the Marketing Services Agreement during the periods presented in this report are discussed below under the heading “ Related Party Revenue and Deferred Revenue. ” Contribution of Capital at the Stroud Terminal Pursuant to the Marketing Services Agreement discussed above, USDM provided a temporary steaming solution and constructed a permanent steaming solution at the Stroud terminal to alleviate operational railcar unloading issues that resulted from cold weather at the terminal. The construction of the steaming equipment was completed in July 2018 and contributed to us. The non-cash capital contribution that was valued at the original cost of constructing the asset, resulting in a $3.4 million increase in “Property and equipment” and the capital account of our general partner included in “General Partner units” on our September 30, 2018 consolidated balance sheet. We did not issue additional General Partner units in connection with this contribution. Related Party Revenue and Deferred Revenue We have agreements to provide terminalling and fleet services for USDM with respect to our Hardisty terminal and terminalling services with respect to our Stroud terminal, which also include reimbursement to us for certain out-of-pocket expenses we incur. In connection with our acquisition of the Stroud terminal, USDM assumed the rights and obligations for additional terminalling capacity at our Hardisty terminal from another customer, effective as of June 1, 2017, to facilitate the origination of crude oil barrels by the Stroud terminal customer from our Hardisty terminal for delivery to the Stroud terminal. As a result of the assumption of these rights and obligations by USDM, and in order to accommodate the needs of the Stroud terminal customer, the contracted term for the capacity held by USDM has been extended to June 30, 2020. USDM controls approximately 25% of the available monthly capacity of the Hardisty terminal at September 30, 2018 . The terms and conditions of these agreements are similar to the terms and conditions of agreements we have with other parties at the Hardisty terminal that are not related to us. We also entered into a Marketing Services Agreement with USDM effective as of May 31, 2017, as discussed above, in connection with our acquisition of the Stroud terminal. Pursuant to the terms of the agreement, we receive a fixed amount per barrel from USDM in exchange for marketing the additional capacity available at the Stroud terminal. We also received revenue from spot terminalling services provided by our Hardisty terminal on behalf of USDM pursuant to the terms of its existing agreements with us. We include amounts received pursuant to these arrangements as revenue in the table below under “Terminalling services — related party.” Our related party revenues from USD and affiliates are presented in the following table for the indicated periods: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Terminalling services — related party $ 5,715 $ 4,737 $ 15,414 $ 9,091 Fleet leases — related party 984 1,013 2,951 2,794 Fleet services — related party 227 218 682 776 Freight and other reimbursables — related party — — 4 1 $ 6,926 $ 5,968 $ 19,051 $ 12,662 We had the following amounts outstanding with USD and affiliates on our consolidated balance sheets as of September 30, 2018 and December 31, 2017 : September 30, 2018 December 31, 2017 (in thousands) Accounts receivable — related party (1) $ 903 $ 410 Accounts payable — related party (2) $ 439 $ — Other current and non-current assets — related party (3) $ 193 $ 253 Deferred revenue— related party (4) $ 1,968 $ 1,986 (1) Represents the amounts of receivables outstanding from USD and affiliates for the periods indicated. (2) Represents the amounts of payables outstanding to USD and affiliates for the periods indicated (3) Represents a contract asset associated with our lease agreement with USDM. (4) Represents deferred revenues associated with our terminalling and fleet services agreements with USD and affiliates for amounts we have collected from them for their prepaid leases and prepaid minimum volume commitment fees. Cash Distributions During the nine months ended September 30, 2018 , we paid the following aggregate cash distributions to USDG as a holder of our common units and the sole owner of our subordinated units and to USD Partners GP LLC for their general partner interest and as the holder of our IDRs. Distribution Declaration Date Record Date Distribution Payment Date Amount Paid to USDG Amount Paid to USD Partners GP LLC (in thousands) February 1, 2018 February 12, 2018 February 16, 2018 $ 4,045 $ 238 April 26, 2018 May 7, 2018 May 11, 2018 $ 4,074 $ 249 July 27, 2018 August 7, 2018 August 14, 2018 $ 4,103 $ 261

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	COMMITMENTS AND CONTINGENCIES From time to time, we may be involved in legal, tax, regulatory and other proceedings in the ordinary course of business. We do not believe that we are currently a party to any such proceedings that will have a material adverse impact on our financial condition or results of operations.

SEGMENT REPORTING

SEGMENT REPORTING	9 Months Ended
	Sep. 30, 2018
Segment Reporting [Abstract]
SEGMENT REPORTING	SEGMENT REPORTING We manage our business in two reportable segments: Terminalling services and Fleet services. The Terminalling services segment charges minimum monthly commitment fees under multi-year take-or-pay contracts to load and unload various grades of crude oil into and from railcars, as well as fixed fees per gallon to transload ethanol from railcars, including related logistics services. The Fleet services segment provides customers with railcars and fleet services related to the transportation of liquid hydrocarbons and biofuels under multi-year, take-or-pay contracts. Corporate activities are not considered a reportable segment, but are included to present shared services and financing activities which are not allocated to our established reporting segments. Our segments offer different services and are managed accordingly. Our chief operating decision maker, or CODM, regularly reviews financial information about both segments in order to allocate resources and evaluate performance. Our CODM assesses segment performance based on the cash flows produced by our established reporting segments using Segment Adjusted EBITDA. We define Segment Adjusted EBITDA as “Net cash provided by operating activities” adjusted for changes in working capital items, interest, income taxes, foreign currency transaction gains and losses and other items which do not affect the underlying cash flows produced by our businesses. As such, we have concluded that disaggregating revenue by reporting segments appropriately depicts how the nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factors. The following tables summarize our reportable segment data: Three Months Ended September 30, 2018 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 21,728 $ — $ — $ 21,728 Terminalling services — related party 5,715 — — 5,715 Fleet leases — — — — Fleet leases — related party — 984 — 984 Fleet services — 80 — 80 Fleet services — related party — 227 — 227 Freight and other reimbursables 644 208 — 852 Freight and other reimbursables — related party — — — — Total revenues 28,087 1,499 — 29,586 Operating costs Subcontracted rail services 3,674 — — 3,674 Pipeline fees 5,267 — — 5,267 Fleet leases — 984 — 984 Freight and other reimbursables 644 208 — 852 Operating and maintenance 1,292 68 — 1,360 Selling, general and administrative 1,346 401 2,609 4,356 Depreciation and amortization 5,271 — — 5,271 Total operating costs 17,494 1,661 2,609 21,764 Operating income (loss) 10,593 (162 ) (2,609 ) 7,822 Interest expense — — 2,827 2,827 Gain associated with derivative instruments — — (413 ) (413 ) Foreign currency transaction loss (gain) (30 ) 3 (62 ) (89 ) Other income, net (1 ) — — (1 ) Provision for (benefit from) income taxes (431 ) 5 (4 ) (430 ) Net income (loss) $ 11,055 $ (170 ) $ (4,957 ) $ 5,928 Three Months Ended September 30, 2017 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 19,805 $ — $ — $ 19,805 Terminalling services — related party 4,737 — — 4,737 Fleet leases — 643 — 643 Fleet leases — related party — 1,013 — 1,013 Fleet services — 470 — 470 Fleet services — related party — 218 — 218 Freight and other reimbursables — 118 — 118 Freight and other reimbursables — related party — — — — Total revenues 24,542 2,462 — 27,004 Operating costs Subcontracted rail services 2,340 — — 2,340 Pipeline fees 5,973 — — 5,973 Fleet leases — 1,656 — 1,656 Freight and other reimbursables — 118 — 118 Operating and maintenance 654 95 — 749 Selling, general and administrative 1,395 210 2,093 3,698 Depreciation and amortization 5,254 — — 5,254 Total operating costs 15,616 2,079 2,093 19,788 Operating income (loss) 8,926 383 (2,093 ) 7,216 Interest expense — — 2,388 2,388 Loss associated with derivative instruments 667 — — 667 Foreign currency transaction loss (gain) (20 ) 4 (441 ) (457 ) Other income, net (52 ) — — (52 ) Provision for (benefit from) income taxes (770 ) 196 (31 ) (605 ) Net income (loss) $ 9,101 $ 183 $ (4,009 ) $ 5,275 Nine Months Ended September 30, 2018 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 65,560 $ — $ — $ 65,560 Terminalling services — related party 15,414 — — 15,414 Fleet leases — — — — Fleet leases — related party — 2,951 — 2,951 Fleet services — 505 — 505 Fleet services — related party — 682 — 682 Freight and other reimbursables 2,088 1,692 — 3,780 Freight and other reimbursables — related party 3 1 — 4 Total revenues 83,065 5,831 — 88,896 Operating costs Subcontracted rail services 10,047 — — 10,047 Pipeline fees 16,109 — — 16,109 Fleet leases — 2,961 — 2,961 Freight and other reimbursables 2,091 1,693 — 3,784 Operating and maintenance 3,336 217 — 3,553 Selling, general and administrative 4,133 961 8,458 13,552 Depreciation and amortization 15,807 — — 15,807 Total operating costs 51,523 5,832 8,458 65,813 Operating income (loss) 31,542 (1 ) (8,458 ) 23,083 Interest expense — — 8,025 8,025 Gain associated with derivative instruments — — (1,823 ) (1,823 ) Foreign currency transaction loss (gain) 32 (4 ) (211 ) (183 ) Other expense, net 71 — — 71 Provision for (benefit from) income taxes (2,265 ) 21 (3 ) (2,247 ) Net income (loss) $ 33,704 $ (18 ) $ (14,446 ) $ 19,240 Nine Months Ended September 30, 2017 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 65,463 $ — $ — 65,463 Terminalling services — related party $ 9,091 $ — $ — 9,091 Fleet leases — 1,929 — 1,929 Fleet leases — related party — 2,794 — 2,794 Fleet services — 1,405 — 1,405 Fleet services — related party — 776 — 776 Freight and other reimbursables 110 373 — 483 Freight and other reimbursables — related party — 1 — 1 Total revenues 74,664 7,278 — 81,942 Operating costs Subcontracted rail services 6,148 — — 6,148 Pipeline fees 16,802 — — 16,802 Fleet leases — 4,723 — 4,723 Freight and other reimbursables 110 374 — 484 Operating and maintenance 1,765 285 — 2,050 Selling, general and administrative 3,795 694 6,714 11,203 Depreciation and amortization 15,164 — — 15,164 Total operating costs 43,784 6,076 6,714 56,574 Operating income (loss) 30,880 1,202 (6,714 ) 25,368 Interest expense 170 — 7,338 7,508 Loss associated with derivative instruments 1,279 — — 1,279 Foreign currency transaction loss (gain) (33 ) 6 (500 ) (527 ) Other income, net (65 ) — — (65 ) Provision for (benefit from) income taxes (2,140 ) 511 (177 ) (1,806 ) Net income (loss) $ 31,669 $ 685 $ (13,375 ) $ 18,979 Segment Adjusted EBITDA The following table provides a reconciliation of Segment Adjusted EBITDA to “Net cash provided by operating activities:” Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Segment Adjusted EBITDA Terminalling services $ 15,814 $ 14,076 $ 47,197 $ 46,336 Fleet services (162 ) 383 (1 ) 1,202 Corporate activities (1) (1,171 ) (1,147 ) (4,163 ) (3,752 ) Total Adjusted EBITDA 14,481 13,312 43,033 43,786 Add (deduct): Amortization of deferred financing costs 216 216 646 646 Deferred income taxes (731 ) (647 ) (3,269 ) (293 ) Changes in accounts receivable and other assets 5,836 2,822 (578 ) 1,512 Changes in accounts payable and accrued expenses (4,767 ) 2,033 (1,789 ) 947 Changes in deferred revenue and other liabilities (150 ) (1,176 ) (386 ) (3,913 ) Interest expense, net (2,827 ) (2,384 ) (8,025 ) (7,500 ) Benefit from income taxes 430 605 2,247 1,806 Foreign currency transaction gain (2) 89 457 183 527 Other income — 4 — 25 Non-cash contract asset (3) 51 — 154 — Net cash provided by operating activities $ 12,628 $ 15,242 $ 32,216 $ 37,543 (1) Corporate activities represent shared service and financing transactions that are not allocated to our established reporting segments. (2) Represents foreign exchange transaction amounts associated with activities between our U.S. and Canadian subsidiaries. (3) Represents the change in non-cash contract assets associated with revenue recognized in advance at blended rates based on the escalation clauses in certain of our agreements. Refer to Note 4. Revenues — Contract Assets for more information.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2018
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES U.S. Federal and State Income Taxes We are treated as a partnership for U.S. federal and most state income tax purposes, with each partner being separately taxed on their share of our taxable income. One of our subsidiaries, USD Rail LP, has elected to be classified as an entity taxable as a corporation for U.S. federal income tax purposes. We are also subject to state franchise tax in the state of Texas, which is treated as an income tax under the applicable accounting guidance. Our U.S. federal income tax expense is based on the statutory federal income tax rate of 21% , as applied to USD Rail LP’s taxable loss of $0.3 million and $0.7 million for the three and nine months ended September 30, 2018 , respectively, and 34% as applied to its taxable income of $0.9 million and $1.9 million for the three and nine months ended September 30, 2017 , respectively. Foreign Income Taxes Our Canadian operations are conducted through entities that are subject to Canadian federal and provincial income taxes which are determined using the combined federal and provincial income tax rate of 27% applied to the taxable income of our Canadian operations for the three and nine months ended September 30, 2018 and 2017 . Tax Effects of ASC 606 Adoption In conjunction with our adoption of ASC 606, we recognized revenues with respect to each prior period for amounts that were previously deferred, as well as the associated previously deferred pipeline fees. Refer to Note 2. Recent Accounting Pronouncements for a comprehensive discussion regarding our adoption of ASC 606. We also recognized a deferred tax liability associated with the previously deferred revenues net of previously deferred pipeline fees. We recovered a portion of that deferred tax liability during the three and nine months ended September 30, 2018 . For Canadian tax purposes, the previously deferred revenue, net of previously deferred expenses associated with our adoption of ASC 606 will be fully recognized ratably during 2018. The deferred tax recovery of $0.9 million (representing C$1.2 million ) for the three months ended September 30, 2018 and $2.7 million (representing C$3.6 million ) for the nine months ended September 30, 2018 contributed to “Benefit from income taxes” for the three and nine months ended September 30, 2018 . Estimated Annual Effective Income Tax Rate The reconciliation between income tax based on the U.S. federal statutory income tax rate and our effective income tax is presented below: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Income tax expense at the U.S. federal statutory rate $ 1,154 21 % $ 1,588 34 % $ 3,568 21 % $ 5,839 34 % Amount attributable to partnership not subject to income tax (1,582 ) (29 )% (2,418 ) (52 )% (5,483 ) (32 )% (8,132 ) (47 )% Foreign income tax rate differential (108 ) (2 )% 199 4 % (494 ) (3 )% 553 3 % Other 56 1 % 28 1 % 12 — % 39 — % State income tax expense (benefit) (1) 2 — % (21 ) — % (4 ) — % (139 ) (1 )% Change in valuation allowance 48 1 % 19 — % 154 1 % 34 — % Benefit from income taxes $ (430 ) (8 )% $ (605 ) (13 )% $ (2,247 ) (13 )% $ (1,806 ) (11 )% (1) Net of the federal income tax expense or benefit for the deduction associated with state income taxes. We determined our year-to-date 2018 income tax using an estimated annual effective income tax rate on a consolidated basis for fiscal year 2018 . This rate incorporates the applicable rates of the various domestic and foreign tax jurisdictions to which we are subject. Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Current income tax expense (benefit): U.S. federal income tax $ — $ 289 $ 4 $ 662 U.S. federal operating loss carryforward — 56 — (200 ) State income tax expense (benefit) 2 (17 ) (4 ) (126 ) Canadian federal and provincial income taxes expense (benefit) 299 (286 ) 1,022 (1,849 ) Total current income tax expense (benefit) 301 42 1,022 (1,513 ) Deferred income tax expense (benefit): U.S. federal income tax expense (benefit) — (164 ) 16 10 Canadian federal and provincial income taxes benefit (731 ) (483 ) (3,285 ) (303 ) Total change in deferred income tax benefit (731 ) (647 ) (3,269 ) (293 ) Benefit from income taxes $ (430 ) $ (605 ) $ (2,247 ) $ (1,806 ) Our deferred income tax assets and liabilities reflect the income tax effect of differences between the carrying amounts of our assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Major components of deferred income tax assets and liabilities associated with our operations were as follows as of the dates indicated: September 30, 2018 U.S. Foreign Total (in thousands) Deferred income tax assets Other assets $ 16 $ — $ 16 Prepaid expenses — — — Capital loss carryforwards — 469 469 Operating loss carryforwards 138 — 138 Deferred income tax liabilities Unbilled revenue — (276 ) (276 ) Deferred revenues — (816 ) (816 ) Property and equipment — (15 ) (15 ) Valuation allowance (154 ) (469 ) (623 ) Deferred income tax liability, net $ — $ (1,107 ) $ (1,107 ) December 31, 2017 U.S. Foreign Total (in thousands) Deferred income tax assets Other assets $ 16 $ — $ 16 Prepaid expenses — 1,731 1,731 Capital loss carryforwards — 469 469 Deferred income tax liabilities Unbilled revenue — (284 ) (284 ) Deferred revenues — (5,607 ) (5,607 ) Property and equipment — (346 ) (346 ) Valuation allowance — (469 ) (469 ) Deferred income tax asset (liability), net $ 16 $ (4,506 ) $ (4,490 ) We had a $0.7 million U.S. federal loss carryforward remaining as of September 30, 2018 , and none as of December 31, 2017 . Our U.S. federal loss carryforward was generated in 2018 and does not expire under currently enacted tax law. Our Canadian loss carryforward was $4.5 million and $4.6 million as of September 30, 2018 and December 31, 2017 , respectively. A portion of our Canadian loss carryforward is for capital items that do not expire under currently enacted Canadian tax law, the remaining Canadian operating loss of $1.1 million will expire in 2034. We are subject to examination by the taxing authorities for the years ended December 31, 2017 , 2016 and 2015 . We did no t have any unrecognized income tax benefits or any income tax reserves for uncertain tax positions as of September 30, 2018 and December 31, 2017 . Refer to Note 18. Supplemental Cash Flow Information for information regarding amounts paid for income taxes.

DERIVATIVE FINANCIAL INSTRUMENT

DERIVATIVE FINANCIAL INSTRUMENTS	9 Months Ended
	Sep. 30, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
DERIVATIVE FINANCIAL INSTRUMENTS	DERIVATIVE FINANCIAL INSTRUMENTS Our net income and cash flows are subject to fluctuations resulting from changes in interest rates on our variable rate debt obligations and from changes in foreign currency exchange rates, particularly with respect to the U.S. dollar and the Canadian dollar. In limited circumstances, we may also hold long positions in the commodities we handle on behalf of our customers, which exposes us to commodity price risk. We use derivative financial instruments, including futures, forwards, swaps, options and other financial instruments with similar characteristics, to manage the risks associated with market fluctuations in interest rates, foreign currency exchange rates and commodity prices, as well as to reduce volatility in our cash flows. We have not historically designated, nor do we expect to designate, our derivative financial instruments as hedges of the underlying risk exposure. All of our derivative financial instruments are employed in connection with an underlying asset, liability and/or forecasted transaction and are not entered into for speculative purposes. Interest Rate Derivatives We use interest rate derivative financial instruments to partially mitigate our exposure to interest rate fluctuations on our variable rate debt. Under our Credit Agreement, one-month LIBOR is used as the index rate for the interest we are charged on amounts borrowed under our Revolving Credit Facility. Effective November 2017, we entered into a five -year interest rate collar contract with a $100 million notional amount. The collar establishes a range where we will pay the counterparty if one-month LIBOR falls below the established floor rate of 1.7% , and the counterparty will pay us if the one-month LIBOR exceeds the ceiling rate of 2.5% . The collar settles monthly through the termination date in October 2022. No payments or receipts are exchanged on the interest rate collar contracts unless interest rates rise above or fall below the pre-determined ceiling or floor rates. Foreign Currency Derivatives We derive a significant portion of our cash flows from our Hardisty terminal operations in the province of Alberta, Canada, which are denominated in Canadian dollars. As a result, fluctuations in the exchange rate between the Canadian dollar and the U.S. dollar could have a significant effect on our results of operations, cash flows and financial position. We endeavor to limit our foreign currency risk exposure using various types of derivative financial instruments with characteristics that effectively reduce or eliminate the impact to us of declines in the exchange rate for a specified value of Canadian dollar denominated cash flows we expect to exchange into U.S. dollars. We have not entered into any derivative financial instruments to mitigate our exposure to changes in foreign currency exchange rates for 2018 or any future periods. In April 2016, we entered into four separate forward contracts with an aggregate notional amount of C$33.5 million to manage our exposure to fluctuations in the exchange rate between the Canadian dollar and the U.S. dollar resulting from our Canadian operations during the 2017 calendar year. Each forward contract effectively fixed the exchange rate we received for each Canadian dollar we sold to the counterparty. One of these forward contracts settled at the end of each fiscal quarter during 2017 and secured an exchange rate where a Canadian dollar was exchanged for an amount between 0.7804 and 0.7809 U.S. dollars. Commodity Derivatives In June 2017, as a part of our purchase of the Stroud terminal and related facilities, we acquired crude oil used by the prior owner for line fill in the crude oil pipeline and tank bottoms for the storage tanks at the Stroud terminal. We agreed to sell the approximately 18,000 barrels, or bbl, of crude oil used for tank bottoms in July 2017, and the approximately 13,000 bbl of crude oil used for line fill in October 2017, to an unrelated party at a price which varies with the price of crude oil during the months of July and October of 2017. In June 2017, we entered into two separate fixed-for-floating swap contracts with an aggregate notional amount of 31,778 bbl, to manage our exposure to fluctuating crude oil prices. Each swap contract effectively fixed the price that we received upon our delivery of the crude oil. The first contract for approximately 18,000 bbl settled in July 2017 at $47.20 per barrel and the second for approximately 13,000 bbl settled in October 2017 at $47.70 per barrel. In September 2017, we also acquired crude oil used by the prior owner of the Stroud terminal for tank bottoms in a leased storage tank at a third-party facility in Cushing, Oklahoma. We agreed to sell this crude oil in October 2017 to an unrelated party at a price which varies with the price of crude oil during the month of October. We entered into a fixed-for-floating swap contract with an aggregate notional amount of 30,000 bbl to manage our exposure to the variability in crude oil prices during the month of October 2017. The swap contract effectively fixed the price we received upon our delivery of the crude oil and settled in October 2017 at $47.90 per barrel. Derivative Positions We record all of our derivative financial instruments at their fair values in the line items specified below within our consolidated balance sheets, the amounts of which were as follows at the dates indicated: September 30, 2018 December 31, 2017 (in thousands) Other non-current assets $ 2,044 $ 183 We have not designated our derivative financial instruments as hedges of our interest rate or foreign currency exposures. As a result, changes in the fair value of these derivatives are recorded as “Loss (gain) associated with derivative instruments” in our consolidated statements of income. The gains or losses associated with changes in the fair value of our derivative contracts do not affect our cash flows until the underlying contract is settled by making or receiving a payment to or from the counterparty. In connection with our derivative activities, we recognized the following amounts during the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Loss (gain) associated with derivative instruments $ (413 ) $ 667 $ (1,823 ) $ 1,279 We determine the fair value of our derivative financial instruments using third party pricing information that is derived from observable market inputs, which we classify as level 2 with respect to the fair value hierarchy. The following table presents summarized information about the fair values of our outstanding interest rate contract for the periods indicated: At September 30, 2018 At December 31, 2017 Notional Interest Rate Parameters Fair Value Fair Value (in thousands) Collar Agreements Maturing in 2022 Ceiling $ 100,000,000 2.5 % $ 2,328 $ 938 Floor $ 100,000,000 1.7 % (284 ) (755 ) Total $ 2,044 $ 183 We record the fair market value of our derivative financial instruments in our consolidated balance sheets as current and non-current assets or liabilities on a net basis by counterparty. The terms of the International Swaps and Derivatives Association Master Agreement, which governs our financial contracts and include master netting agreements, allow the parties to our derivative contracts to elect net settlement in respect of all transactions under the agreements. The effect of the rights of offset are presented in the tables below as of the dates indicated. September 30, 2018 Current assets Non-current assets Current liabilities Non-current liabilities Total (in thousands) Fair value of derivatives — gross presentation $ — $ 2,328 $ — $ — $ 2,328 Effects of netting arrangements — — — (284 ) $ (284 ) Fair value of derivatives — net presentation $ — $ 2,328 $ — $ (284 ) $ 2,044 December 31, 2017 Current assets Non-current assets Current liabilities Non-current liabilities Total (in thousands) Fair value of derivatives — gross presentation $ — $ 938 $ — $ — $ 938 Effects of netting arrangements — — — (755 ) $ (755 ) Fair value of derivatives — net presentation $ — $ 938 $ — $ (755 ) $ 183

PARTNERS' CAPITAL

PARTNERS' CAPITAL	9 Months Ended
	Sep. 30, 2018
Equity [Abstract]
PARTNERS' CAPITAL	PARTNERS’ CAPITAL Our common units and subordinated units represent limited partner interests in us. The holders of common units and subordinated units are entitled to participate in partnership distributions and to exercise the rights and privileges available to limited partners under our partnership agreement. Our Class A units are limited partner interests in us that entitle the holders to nonforfeitable distributions that are equivalent to the distributions paid with respect to our common units (excluding any arrearages of unpaid minimum quarterly distributions from prior quarters) and, as a result, are considered participating securities. Our Class A units do not have voting rights and vest in four equal annual installments over the four years following the consummation of our initial public offering, or IPO, only if we grow our annualized distributions each year. If we do not achieve positive distribution growth in any of these years, the Class A units that would otherwise vest for that year will be forfeited. The Class A units contain a conversion feature, which, upon vesting, provides for the conversion of the Class A units into common units based on a conversion factor that is tied to the level of our distribution growth for the applicable year. The conversion factor was 1.00 for the first vesting tranche, 1.50 for the second vesting tranche, 1.00 for the third vesting tranche and will be no more than 2.00 for the fourth and final vesting tranche. In February 2018 , pursuant to the terms set forth in our partnership agreement, the third vesting tranche of 38,750 Class A units vested. We determined that, upon conversion, each vested Class A unit would receive one common unit based upon our distributions paid for the four preceding quarters. As a result, 38,750 Class A units were converted into 38,750 common units. Our partnership agreement provides that, while any subordinated units remain outstanding, holders of our common units and Class A units will have the right to receive distributions of available cash from operating surplus each quarter in an amount equal to our minimum quarterly distribution per unit, plus (with respect to the common units) any arrearages in the payment of the minimum quarterly distribution on the common units from prior quarters, before any distributions of available cash from operating surplus may be made on the subordinated units. Subordinated units convert into common units on a one -for-one basis in separate sequential tranches. Each tranche is comprised of 20.0 percent of the subordinated units issued in conjunction with our IPO. Each separate tranche is eligible to convert on or after December 31, 2015 (but no more frequently than once in any twelve -month period), provided on such date: (i) distributions of available cash from operating surplus on each of the outstanding common units, Class A units, subordinated units and general partner units equaled or exceeded $1.15 per unit (the annualized minimum quarterly distribution) for the four quarter period immediately preceding that date; (ii) the adjusted operating surplus generated during the four quarter period immediately preceding that date equaled or exceeded the sum of $1.15 per unit (the annualized minimum quarterly distribution) on all of the common units, Class A units, subordinated units and general partner units outstanding during that period on a fully diluted basis; and (iii) there are no arrearages in the payment of the minimum quarterly distribution on our common units. For each successive tranche, the four quarter period specified in clauses (i) and (ii) above must commence after the four quarter period applicable to any prior tranche of subordinated units. In February 2018 , pursuant to the terms set forth in our partnership agreement, we converted the third tranche of 2,092,709 of our subordinated units into common units upon satisfaction of the conditions established for conversion. Pursuant to the terms of the USD Partners LP Amended and Restated 2014 Long-Term Incentive Plan, which we refer to as the A/R LTIP, our phantom unit awards, or Phantom Units, granted to directors and employees of our general partner and its affiliates, which are classified as equity, are converted into our common units upon vesting. Equity-classified Phantom Units totaling 363,070 vested during the first nine months of 2018 , of which 245,929 were converted into our common units after 117,141 Phantom Units were withheld from participants for the payment of applicable employment-related withholding taxes. The conversion of these Phantom Units did not have any economic impact on Partners’ Capital, since the economic impact is recognized over the vesting period. Additional information and discussion regarding our unit based compensation plans is included below in Note 17. Unit Based Compensation . The board of directors of our general partner has adopted a cash distribution policy pursuant to which we intend to distribute at least the minimum quarterly distribution of $0.2875 per unit ( $1.15 per unit on an annualized basis) on all of our units to the extent we have sufficient available cash after the establishment of cash reserves and the payment of our expenses, including payments to our general partner and its affiliates. The board of directors of our general partner may change our distribution policy at any time and from time to time. Our partnership agreement does not require us to pay cash distributions on a quarterly or other basis. The amount of distributions we pay under our cash distribution policy and the decision to make any distribution are determined by our general partner.

UNIT BASED COMPENSATION

UNIT BASED COMPENSATION	9 Months Ended
	Sep. 30, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
UNIT BASED COMPENSATION	UNIT BASED COMPENSATION Class A units Our Class A units vest over a four year period if established distribution growth target thresholds are met each year of the four year vesting period. In February 2018 , pursuant to the terms set forth in our partnership agreement, the third vesting tranche of 38,750 Class A units vested based upon our distributions paid for the four preceding quarters and were converted on a basis of one common unit for each Class A unit. As a result, we converted 38,750 Class A units into 38,750 common units. The grant date average fair value of all Class A units was $25.71 per unit at September 30, 2018 and 2017 . The following table presents the activity associated with our Class A units for the specified periods: Nine Months Ended September 30, 2018 2017 Class A units outstanding at beginning of period 82,500 138,750 Vested (38,750 ) (46,250 ) Forfeited (5,000 ) (10,000 ) Class A units outstanding at end of period 38,750 82,500 We recognized compensation expense in “Selling, general and administrative” with regard to our Class A units for the following amounts during the periods presented: Three Months Ended September 30, Nine months ended September 30, 2018 2017 2018 2017 (in thousands) Selling, general and administrative $ 42 $ (124 ) $ 216 $ 108 For the nine months ended September 30, 2018 , we had forfeitures of 5,000 Class A units and no forfeitures for the three months ended September 30, 2018 . We had forfeitures of 10,000 Class A units during the three and nine months ended September 30, 2017 . We have elected to account for actual forfeitures as they occur rather than applying an estimated forfeiture rate when determining compensation expense. Each holder of a Class A unit is entitled to nonforfeitable cash distributions equal to the product of the number of Class A units outstanding for the participant and the cash distribution per unit paid to our common unitholders. These distributions are included in “Distributions” as presented in our consolidated statements of cash flows and our consolidated statement of partners’ capital. However, any distributions paid on Class A units that are forfeited are reclassified to unit based compensation expense when we determine that the Class A units are not expected to vest. We recognized compensation expense of $15 thousand for the nine months ended September 30, 2018 , for distributions paid on Class A units that were forfeited. We did no t recognize any compensation expense for distributions paid on Class A units that were not expected to vest during the three months ended September 30, 2018 . For the three and nine months ended September 30, 2017 , we recognized compensation expense of $30 thousand for distributions paid on forfeited Class A units. Long-term Incentive Plan In 2018 and 2017 , the board of directors of our general partner, acting in its capacity as our general partner, approved the grant of 553,940 and 695,099 Phantom Units, respectively, to directors and employees of our general partner and its affiliates under our A/R LTIP. At September 30, 2018 , we had 1,819,665 Phantom Units remaining available for grant pursuant to the terms of our A/R LTIP. The Phantom Units are subject to all of the terms and conditions of the A/R LTIP and the Phantom Unit award agreements, which are collectively referred to as the Award Agreements. Award amounts for each of the grants are generally determined by reference to a specified dollar amount based on an allocation formula which included a percentage multiplier of the grantee’s base salary, among other factors, converted to a number of units based on a closing price of one of our common units preceding the grant date, as determined by the board of directors of our general partner and quoted on the NYSE. Phantom Unit awards generally represent rights to receive our common units upon vesting. However, with respect to the awards granted to directors and employees of our general partner and its affiliates domiciled in Canada, for each Phantom Unit that vests, a participant is entitled to receive cash for an amount equivalent to the closing market price of one of our common units on the vesting date. Each Phantom Unit granted under the Award Agreements includes an accompanying distribution equivalent right, or DER, which entitles each participant to receive payments at a per unit rate equal in amount to the per unit rate for any distributions we make with respect to our common units. The Award Agreements granted to employees of our general partner and its affiliates generally contemplate that the individual grants of Phantom Units will vest in four equal annual installments based on the grantee’s continued employment through the vesting dates specified in the Award Agreements, subject to acceleration upon the grantee’s death or disability, or involuntary termination in connection with a change in control of the Partnership or our general partner. Awards to independent directors of the board of our general partner and an independent consultant typically vest over a one year period following the grant date. The following tables present the award activity for our Equity-classified Phantom Units: Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2017 24,999 1,111,849 $ 10.90 Granted 34,611 487,839 $ 11.54 Vested (24,999 ) (338,071 ) $ 10.86 Forfeited — (56,740 ) $ 11.07 Phantom Unit awards at September 30, 2018 34,611 1,204,877 $ 11.18 Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2016 64,830 730,808 $ 8.51 Granted 24,999 639,955 $ 12.79 Vested (64,830 ) (204,456 ) $ 8.47 Forfeited — (56,083 ) $ 10.94 Phantom Unit awards at September 30, 2017 24,999 1,110,224 $ 10.91 The following tables present the award activity for our Liability-classified Phantom Units: Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2017 8,333 27,794 $ 11.29 Granted 11,348 20,142 $ 11.55 Vested (8,333 ) — $ 12.80 Phantom Unit awards at September 30, 2018 11,348 47,936 $ 12.13 Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2016 21,610 21,615 $ 7.70 Granted 8,333 19,812 $ 12.80 Vested (21,610 ) — $ 6.39 Phantom Unit awards at September 30, 2017 8,333 41,427 $ 11.15 The fair value of each Phantom Unit on the grant date is equal to the closing market price of our common units on the grant date. We account for the Phantom Unit grants to independent directors and employees of our general partner and its affiliates domiciled in Canada that are paid out in cash upon vesting, throughout the requisite vesting period, by revaluing the unvested Phantom Units outstanding at the end of each reporting period and recording a charge to compensation expense in “Selling, general and administrative” in our consolidated statements of income and recognizing a liability in “Other current liabilities” in our consolidated balance sheets. With respect to the Phantom Units granted to employees of our general partner and its affiliates domiciled in the United States, we amortize the initial grant date fair value over the requisite service period using the straight-line method with a charge to compensation expense in “Selling, general and administrative” in our consolidated statements of income, with an offset to common units within the Partners’ Capital section of our consolidated balance sheet. With respect to the Phantom Units granted to consultants and independent directors of our general partner and its affiliates domiciled in the United States, we revalue the unvested Phantom Units outstanding at the end of each reporting period throughout the requisite service period and record a charge to compensation expense in “Selling, general and administrative” in our consolidated statements of income, with an offset to common units within the Partners’ Capital section of our consolidated balance sheet. For the three months ended September 30, 2018 and 2017 , we recognized $1.4 million and $1.1 million , respectively, and $4.1 million and $2.9 million for the nine months ended September 30, 2018 and 2017 , respectively, of compensation expense associated with outstanding Phantom Units. As of September 30, 2018 , we have unrecognized compensation expense associated with our outstanding Phantom Units totaling $10.9 million , which we expect to recognize over a weighted average period of 2.62 years. We have elected to account for actual forfeitures as they occur rather than using an estimated forfeiture rate to determine the number of awards we expect to vest. We made payments to holders of the Phantom Units pursuant to the associated DERs we granted to them under the Award Agreements as follows: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Equity-classified Phantom Units (1) $ 440 $ 388 $ 1,269 $ 1,048 Liability-classified Phantom Units 21 17 55 48 Total $ 461 $ 405 $ 1,324 $ 1,096 (1) We had no reclassifications to unit based compensation expense for the three months ended September 30, 2018 and reclassifications of $61 thousand to unit based compensation expense for the three months ended September 30, 2017 for DERs paid in relation to Phantom Units that have been forfeited. For the nine months ended September 30, 2018 and 2017 , we reclassified $84 thousand and $64 thousand , respectively, to unit based compensation expense for Phantom Unit forfeitures.

SUPPLEMENTAL CASH FLOW INFORMAT

SUPPLEMENTAL CASH FLOW INFORMATION	9 Months Ended
	Sep. 30, 2018
Supplemental Cash Flow Elements [Abstract]
SUPPLEMENTAL CASH FLOW INFORMATION	SUPPLEMENTAL CASH FLOW INFORMATION The following table provides supplemental cash flow information for the periods indicated: Nine Months Ended September 30, 2018 2017 (in thousands) Cash paid (received) for income taxes $ 626 $ (1,250 ) Cash paid for interest $ 7,499 $ 7,102 The following table provides supplemental information for the item labeled “Other” in the “Net cash provided by operating activities” section of our consolidated statements of cash flows: Nine Months Ended September 30, 2018 2017 (in thousands) Loss associated with disposal of assets $ 73 $ 18 Amortization of deferred financing costs 646 646 Total $ 719 $ 664 Non-cash Capital Contribution In July 2018, USDG made a $3.4 million non-cash capital contribution of tangible property to us, representing a non-cash investing activity for cash flow purposes. Refer to Note 11. Transactions with Related Parties for additional discussion of the non-cash capital contribution.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2018
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS Distribution to Partners On October 25, 2018 , the board of directors of USD Partners GP LLC, acting in its capacity as our general partner, declared a quarterly cash distribution payable of $0.3575 per unit, or $1.43 per unit on an annualized basis, for the three months ended September 30, 2018 . The distribution represents an increase of $0.0025 per unit, or 0.7% over the prior quarter distribution per unit, and is 24.3% over our minimum quarterly distribution per unit. The distribution will be paid on November 14, 2018 , to unitholders of record at the close of business on November 6, 2018 . The distribution will include payment of $5.2 million to our public common unitholders, $14 thousand to the Class A unitholders, an aggregate of $4.1 million to USDG as a holder of our common units and the sole owner of our subordinated units and $272 thousand to USD Partners GP LLC for its general partner interest and as holder of the IDR. Amended and Restated Credit Agreement On November 2, 2018, we entered into an Amended and Restated Credit Agreement (the “A/R Credit Agreement”) with a syndicate of lenders. The A/R Credit Agreement replaces the existing Credit Agreement and is a four year committed facility that matures on November 2, 2022, with a borrowing capacity of $385 million subject to the limits set forth therein. The A/R Credit Agreement includes the ability to request two one -year maturity date extensions, subject to the satisfaction of certain conditions, and allows us the option to increase the maximum amount of credit available under the A/R Credit Agreement to a total facility size of $500 million , subject to receiving increased commitments from lenders and satisfaction of certain conditions. Additionally, under the A/R Credit Agreement the applicable margin we are charged on LIBOR-based borrowings has been reduced by 25 basis points to a range from 2.00% to 3.00% which is dependent on our consolidated net leverage ratio. Further, the A/R Credit Agreement eliminates the ability to borrow in Canadian dollars, but keeps the financial covenants, substantially consistent with the existing Credit Agreement. The A/R Credit Agreement contains customary representations, warranties, covenants and events of default for facilities of this type.

ORGANIZATION AND BASIS OF PRE_2

ORGANIZATION AND BASIS OF PRESENTATION (Policies)	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation Our accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States, or GAAP, for interim consolidated financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all the information and disclosures required by GAAP for complete consolidated financial statements. In the opinion of our management, they contain all adjustments, consisting only of normal recurring adjustments, which our management considers necessary to present fairly our financial position as of September 30, 2018 , our results of operations for the three and nine months ended September 30, 2018 and 2017 , and our cash flows for the nine months ended September 30, 2018 and 2017 . We derived our consolidated balance sheet as of December 31, 2017 from the audited consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . Our results of operations for the three and nine months ended September 30, 2018 and 2017 should not be taken as indicative of the results to be expected for the full year due to fluctuations in the supply of and demand for crude oil and biofuels, timing and completion of acquisitions, if any, and the impact of fluctuations in foreign currency exchange rates. These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes thereto presented in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017 . Effective January 1, 2018, we adopted the requirements of Accounting Standards Update 2014-09, or ASU 2014-09, Revenue from Contracts with Customers, or ASC 606, and Accounting Standards Update 2016-18, or ASU 2016-18, Statement of Cash Flows, Restricted Cash, as discussed in Note 2. Recent Accounting Pronouncements . All amounts and disclosures set forth in this Form 10-Q have been updated to comply with the new standards.
Foreign Currency Translation	Foreign Currency Translation We conduct a substantial portion of our operations in Canada, which we account for in the local currency, the Canadian dollar. We translate most Canadian dollar denominated balance sheet accounts into our reporting currency, the U.S. dollar, at the end of period exchange rate, while most income statement accounts are translated into our reporting currency based on the average exchange rate for each monthly period. Fluctuations in the exchange rate between the Canadian dollar and the U.S. dollar can create variability in the amounts we translate and report in U.S. dollars. Within these consolidated financial statements, we denote amounts denominated in Canadian dollars with “C$” immediately prior to the stated amount.
Comparative Amounts	Comparative Amounts We have made certain reclassifications to the amounts reported in the prior year to conform with the current year presentation. None of these reclassifications have an impact on our operating results, cash flows or financial position.
Recently Adopted Accounting Pronouncements And Recent Accounting Pronouncements Not Yet Adopted	Recent Accounting Pronouncements Not Yet Adopted Compensation — Stock Compensation In June 2018, the FASB issued Accounting Standards Update No. 2018-07, or ASU 2018-07, which amends ASC Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. The amendment specifies that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The provisions of this standard will affect the manner in which we value the phantom units we grant to our directors and consultants domiciled in the United States, but it is not expected to have a material impact on our operating results, cash flows or financial position. This pronouncement is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Although early adoption of ASU 2018-07 is permitted, we do not expect to early adopt the provisions of this standard. Intangibles — Goodwill and Other In January 2017, the FASB issued Accounting Standards Update No. 2017-04, or ASU 2017-04, which amends ASC Topic 350 to modify the concept of impairment from the condition that exists when the carrying amount of goodwill exceeds its implied fair value to the condition that exists when the carrying amount of a reporting unit exceeds its fair value. Pursuant to the provisions of ASU 2017-04, an entity will no longer determine goodwill impairment by calculating the implied fair value of goodwill by assigning the fair value of a reporting unit to all of its assets and liabilities as if that reporting unit had been acquired in a business combination. Rather, an entity will recognize an impairment loss for the amount by which the carrying amount of a reporting unit exceeds the reporting unit’s fair value. However, the loss recognized cannot exceed the total amount of goodwill allocated to that reporting unit. The pronouncement is effective for fiscal years beginning after December 15, 2019, or for any interim impairment testing within those fiscal years and is required to be applied prospectively, with early adoption permitted. We do not expect to early adopt the provisions of this standard. Any impairment assessment we perform subsequent to our adoption of the standard could produce an impairment of goodwill in a different amount than would result under current guidance to the extent the carrying amount of a reporting unit exceeds its fair value. Leases In February 2016, the FASB issued Accounting Standards Update No. 2016-02, or ASU 2016-02, which amends ASC Topic 842 to require balance sheet recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases. The amendment provides an option that permits us to elect not to recognize the lease assets and liabilities for leases with a term of 12 months or less. The pronouncement is effective for years beginning after December 15, 2018, and early adoption is permitted. In July 2018, the FASB issued ASU 2018-11 providing another transition method in addition to the existing transition method by allowing entities to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, or prospectively. Additionally, the FASB has issued and is likely to continue issuing Accounting Standards Updates to clarify application of the guidance in the original standard and to provide practical expedients for implementing the standard, all of which will be effective upon adoption. We continue to assess the impact our adoption of ASU 2016-02 will have on our consolidated financial statements, but we currently cannot reasonably estimate the effect. We do not currently recognize operating leases in our balance sheets as will be required by ASU 2016-02, but we record payments for operating leases as rent expense as incurred. Our process for implementing ASU 2016-02 involves evaluating all of our existing leases with terms greater than 12 months to quantify the impact to our financial statements, developing accounting policies and internal control processes to address adherence to the requirements of the standard, evaluating the capability of existing accounting systems and any enhancements needed, determining the need to modify any bank or debt compliance requirements, and training and educating our workforce and the investment community regarding the financial statement impact that application of the standard will have. We have completed steps to identify, accumulate and categorize our lease agreements into homogeneous groups to evaluate the particular terms and conditions for each type of agreement in relation to the requirements of ASU 2016-02 and are evaluating the accounting impact, commonly referred to as an “Impact Assessment.” We have also progressed with the development of accounting policies and internal control processes for lease items identified in the performance of our impact assessment. Additionally, we are developing resources to facilitate management of the information necessary to properly account for and report new and existing leases pursuant to the provisions of ASC 842. We will adopt the provisions of this standard on January 1, 2019, prospectively, pursuant to the provisions of ASU 2018-11. Recently Adopted Accounting Pronouncements ASU No. 2016-18 In November 2016, the Financial Accounting Standards Board, or FASB, issued ASU No. 2016-18, which amends the FASB Accounting Standards Codification, or ASC, Topic 230 to require that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents are included with cash and cash equivalents when we reconcile the beginning-of-period and end-of-period total amounts shown on our consolidated statements of cash flows. We adopted the provisions of ASU 2016-18 retrospectively on January 1, 2018. As a result of including restricted cash with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts presented on the consolidated statements of cash flows, net cash flows for the nine months ended September 30, 2017 increased by $5.1 million . ASU No. 2014-09 In May 2014, the FASB issued ASU 2014-09 Revenue from Contracts with Customers, or ASC 606, which provides a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most previously required revenue recognition guidance, including industry-specific guidance. We adopted the provisions of ASC 606 using the full retrospective method on January 1, 2018. We applied the standard’s right-to-invoice practical expedient on contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. We revised our consolidated financial statements from amounts previously reported due to our adoption of ASC 606 as presented in the following discussion and tables: Terminalling Services Revenue and Deferred Revenue — Terminalling services revenue decreased by $2.0 million and $1.8 million for the three and nine months ended September 30, 2017 , respectively, due to our adoption of ASC 606. The changes to our Terminalling services revenue represent the recognition of previously deferred revenue in connection with payments we receive from customers of our Hardisty terminal for their minimum monthly volume commitments for the respective periods in connection with our adoption of ASC 606. We have historically deferred recognition of all such amounts due to the make-up rights we have granted customers of our Hardisty terminal for periods up to six months following the month for which the minimum volume commitments were paid. Historically, breakage associated with these make-up rights options has approximated 100% . Breakage rates are regularly evaluated and modified as necessary to reflect our current expectations and experience. The balance of our deferred revenue at December 31, 2017 , decreased by $21.9 million due to our adoption of ASC 606. Pipeline Fees and Prepaid Expenses — Our “Pipeline fees” expense decreased by $0.4 million for both the three and nine months ended September 30, 2017 . We have historically recorded amounts paid to Gibson Energy Partnership, or Gibson, for pipeline fees as a prepaid expense, which we have recognized as expense concurrently with our recognition of revenue associated with the expiration of the make-up rights we granted to customers of our Hardisty terminal. As a result of our recognition of a portion of the previously deferred revenue, we concurrently recognized a proportionate amount of the prepaid pipeline fees as expense in connection with our adoption of ASC 606. The balance of prepaid expenses at December 31, 2017 , decreased by $6.4 million due to our adoption of ASC 606. Provision for Income Taxes and Non-current Deferred Income Tax Liability — Our benefit from income taxes increased by $0.4 million for both the three and nine months ended September 30, 2017 . The change in our benefit for income taxes is attributable to the lower income resulting from changes in “Pipeline fees” and “Terminalling services revenue” associated with our adoption of ASC 606 as discussed above, which affected our benefit for income taxes and the related non-current deferred income tax liability. The balance of our deferred income tax liability at December 31, 2017 , increased by $3.9 million due to our adoption of ASC 606. Other Comprehensive Income (Loss) — Foreign Currency Translation and Accumulated Other Comprehensive Income (Loss) — Our translation of the foregoing items within the consolidated income statements and balance sheets of our Canadian subsidiaries resulted in changes to the amounts reported in our consolidated statements of comprehensive income for “Other comprehensive income (loss) — foreign currency translation” and the related amount for “Accumulated other comprehensive income” included in our consolidated balance sheets. The functional currency of our Hardisty terminal is the Canadian dollar, which we translate into U.S. dollars for reporting in our consolidated financial statements. We had an increase of $0.4 million and $0.9 million in our “Other comprehensive income (loss) — foreign currency translation” for the three and nine months ended September 30, 2017 , respectively. The balance of “Accumulated other comprehensive income” at December 31, 2017 , increased by $0.2 million due to our adoption of ASC 606. Cash Flows From Operating Activities — Our adoption of ASC 606 did not affect the amount we reported as Cash flows from operating activities, as our adoption of this standard did not affect our cash flow. However, the components that comprise “Net cash provided by operating activities” within our consolidated statements of cash flows changed to reflect the revised amounts presented in our consolidated statements of income and consolidated balance sheets as discussed above.

RECENT ACCOUNTING PROUNOUNCEM_2

RECENT ACCOUNTING PROUNOUNCEMENTS (Tables)	9 Months Ended
	Sep. 30, 2018
Accounting Policies [Abstract]
Schedule of New Accounting Pronouncements and Changes in Accounting Principles	The following tables show the adjustments for our adoption of ASC 606 and the resulting balances for each affected line item in our consolidated statements of income for the period indicated: Three months ended September 30, 2017 As reported Adjustments As adjusted (in thousands) Revenues $ 28,981 $ (1,977 ) $ 27,004 Operating costs 20,182 (394 ) 19,788 Operating income 8,799 (1,583 ) 7,216 Other income, net (48 ) (4 ) (52 ) Income before income taxes 6,249 (1,579 ) 4,670 Benefit from income taxes (178 ) (427 ) (605 ) Net income 6,427 (1,152 ) 5,275 Nine months ended September 30, 2017 As reported Adjustments As adjusted (in thousands) Revenues $ 83,722 $ (1,780 ) $ 81,942 Operating costs 56,925 (351 ) 56,574 Operating income 26,797 (1,429 ) 25,368 Other income, net (40 ) (25 ) (65 ) Income before income taxes 18,577 (1,404 ) 17,173 Benefit from income taxes (1,427 ) (379 ) (1,806 ) Net income 20,004 (1,025 ) 18,979 The following table shows the adjustments for our adoption of ASC 606 and ASU 2016-18 and the resulting balance for each affected line item in our consolidated statements of cash flow for the period indicated: Nine months ended September 30, 2017 As reported Adjustments As adjusted (in thousands) Net income $ 20,004 $ (1,025 ) $ 18,979 Deferred income taxes 86 (379 ) (293 ) Prepaid expenses and other assets 1,819 (350 ) 1,469 Deferred revenue and other liabilities (6,733 ) 1,872 (4,861 ) Deferred revenue — related party 1,066 (118 ) 948 Net cash provided by operating activities 38,228 (685 ) 37,543 Effect of exchange rates on cash (148 ) 390 242 Net change in cash, cash equivalents and restricted cash (3,874 ) (295 ) (4,169 ) Cash, cash equivalents and restricted cash — beginning of period 11,705 5,433 17,138 Cash, cash equivalents and restricted cash — end of period 7,831 5,138 12,969 The following table shows the adjustments for our adoption of ASC 606 and the resulting balance for each affected line item in our consolidated balance sheet for the period indicated: December 31, 2017 As reported Adjustments As adjusted (in thousands) Assets: Accounts receivable, net $ 4,137 $ 34 $ 4,171 Prepaid expenses 8,957 (6,412 ) 2,545 Liabilities: Deferred revenue 22,011 (18,720 ) 3,291 Deferred revenue — related party 5,115 (3,129 ) 1,986 Deferred income tax liabilities, net 614 3,876 4,490 The cumulative effect of the change on our partners’ capital accounts at January 1, 2017 was as follows: Partners ’ Capital Account Amount As reported Cumulative Effect Retrospectively Adjusted Amount (in thousands) Common units $ 122,802 $ 6,101 $ 128,903 Class A units 1,811 118 1,929 Subordinated units (76,749 ) 5,813 (70,936 ) General partner 111 245 356 Accumulated other comprehensive loss (1,157 ) (569 ) (1,726 ) Total partners’ capital $ 46,818 $ 11,708 $ 58,526

NET INCOME PER LIMITED PARTNE_2

NET INCOME PER LIMITED PARTNER INTEREST (Tables)	9 Months Ended
	Sep. 30, 2018
Earnings Per Share [Abstract]
Schedule of Distribution Method to Limited and General Partners	The formula for distributing available cash as set forth in our partnership agreement is as follows: Distribution Targets Portion of Quarterly Distribution Per Unit Percentage Distributed to Limited Partners Percentage Distributed to General Partner (including IDRs) (1) Minimum Quarterly Distribution Up to $0.2875 98% 2% First Target Distribution > $0.2875 to $0.330625 98% 2% Second Target Distribution > $0.330625 to $0.359375 85% 15% Third Target Distribution > $0.359375 to $0.431250 75% 25% Thereafter Amounts above $0.431250 50% 50% (1) Assumes our general partner maintains a 2% general partner interest in us.
Schedule of Earnings Per Share, Basic and Diluted	Our computation of net income per limited partner unit excludes the effects of 1,239,488 phantom unit awards outstanding for the three and nine months ended September 30, 2018 and 1,135,223 phantom unit awards outstanding for the three and nine months ended September 30, 2017 , as they were anti-dilutive for each of the periods presented. We determined basic and diluted net income per limited partner unit as set forth in the following tables: Three Months Ended September 30, 2018 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 4,794 $ 916 $ 9 $ 209 $ 5,928 Less: Distributable earnings (2) 8,200 1,566 14 280 10,060 Distributions in excess of earnings $ (3,406 ) $ (650 ) $ (5 ) $ (71 ) $ (4,132 ) Weighted average units outstanding (3) 21,915 4,185 39 461 26,600 Distributable earnings per unit (4) $ 0.37 $ 0.37 $ 0.36 Overdistributed earnings per unit (5) (0.16 ) (0.16 ) (0.13 ) Net income per limited partner unit (basic and diluted) $ 0.21 $ 0.21 $ 0.23 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $107 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the distributions payable for the period based upon the quarterly distribution amount of $0.3575 per unit, or $1.43 per unit on an annualized basis. Amounts presented for each class of units include a proportionate amount of the $443 thousand distributable to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Amended and Restated Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period. Three Months Ended September 30, 2017 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 3,911 $ 1,200 $ 16 $ 148 $ 5,275 Less: Distributable earnings (2) 7,030 $ 2,260 29 223 9,542 Distributions in excess of earnings $ (3,119 ) $ (1,060 ) $ (13 ) $ (75 ) $ (4,267 ) Weighted average units outstanding (3) 19,538 6,278 84 461 26,361 Distributable earnings per unit (4) $ 0.36 $ 0.36 $ 0.35 Overdistributed earnings per unit (5) (0.16 ) (0.17 ) (0.16 ) Net income per limited partner unit (basic and diluted) $ 0.20 $ 0.19 $ 0.19 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $57 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the distributions paid for the period based upon the quarterly distribution of $0.345 per unit, or $1.38 per unit on an annualized basis. Amounts presented for each class of units include a proportionate amount of the $392 thousand distributed to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period. For the Nine Months Ended September 30, 2018 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 15,337 $ 3,246 $ 33 $ 624 $ 19,240 Less: Distributable earnings (2) 24,432 4,665 42 805 29,944 Distributions in excess of earnings $ (9,095 ) $ (1,419 ) $ (9 ) $ (181 ) $ (10,704 ) Weighted average units outstanding (3) 21,480 4,569 46 461 26,556 Distributable earnings per unit (4) $ 1.14 $ 1.02 $ 0.91 Overdistributed earnings per unit (5) (0.42 ) (0.31 ) (0.20 ) Net income per limited partner unit (basic and diluted) $ 0.72 $ 0.71 $ 0.71 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $291 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the per unit distributions paid of $0.3525 per unit for the three months ended March 31, 2018, $0.355 per unit for the three months ended June 30, 2018, and $0.3575 per unit distributable for the three months ended September 30, 2018 , representing a year-to-date distribution amount of $1.065 per unit. Amounts presented for each class of units include a proportionate amount of the $881 thousand distributed and $443 thousand distributable to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Amended and Restated Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period. For the Nine Months Ended September 30, 2017 Common Units Subordinated Units Class A General Total (in thousands, except per unit amounts) Net income attributable to general and limited partner interests in USD Partners LP (1) $ 13,421 $ 5,021 $ 75 $ 462 $ 18,979 Less: Distributable earnings (2) 19,782 6,697 91 600 27,170 Distributions in excess of earnings $ (6,361 ) $ (1,676 ) $ (16 ) $ (138 ) $ (8,191 ) Weighted average units outstanding (3) 17,380 6,661 98 461 24,600 Distributable earnings per unit (4) $ 1.14 $ 1.01 $ 0.93 Overdistributed earnings per unit (5) (0.37 ) (0.25 ) (0.16 ) Net income per limited partner unit (basic and diluted) $ 0.77 $ 0.76 $ 0.77 (1) Represents net income allocated to each class of units based on the actual ownership of the Partnership during the period. The net income for each class of limited partner interest has been reduced by its proportionate amount of the approximate $109 thousand attributed to the general partner for its incentive distribution rights. (2) Represents the distributions paid for the period based upon the quarterly distribution amount of $0.335 per unit for the three months ended March 31, 2017, $0.34 per unit for the three months ended June 30, 2017 and $0.345 per unit for the three months ended September 30, 2017 , representing a year-to-date distribution amount of $1.02 per unit. Amounts presented for each class of units include a proportionate amount of the $1,177 thousand distributed to holders of the Equity-classified Phantom Units pursuant to the distribution equivalent rights granted under the USD Partners LP 2014 Long-Term Incentive Plan. (3) Represents the weighted average units outstanding for the period. (4) Represents the total distributable earnings divided by the weighted average number of units outstanding for the period. (5) Represents the distributions in excess of earnings divided by the weighted average number of units outstanding for the period.

REVENUES (Tables)

REVENUES (Tables)	9 Months Ended
	Sep. 30, 2018
Revenue from Contract with Customer [Abstract]
Schedule of disaggregation of revenues	Additionally, the below tables summarize the geographic data for our revenues: Three Months Ended September 30, 2018 U.S. Canada Total (in thousands) Third party $ 10,802 $ 11,858 $ 22,660 Related party $ 2,199 $ 4,727 $ 6,926 Three Months Ended September 30, 2017 U.S. Canada Total (in thousands) Third party $ 8,749 $ 12,287 $ 21,036 Related party $ 1,231 $ 4,737 $ 5,968 Nine Months Ended September 30, 2018 U.S. Canada Total (in thousands) Third party $ 33,970 $ 35,875 $ 69,845 Related party $ 5,013 $ 14,038 $ 19,051 Nine Months Ended September 30, 2017 U.S. Canada Total (in thousands) Third party $ 29,824 $ 39,456 $ 69,280 Related party $ 3,571 $ 9,091 $ 12,662
Schedule of remaining performance obligations	The transaction price allocated to the remaining performance obligations associated with our terminalling and fleet services agreements as of September 30, 2018 are as follows for the periods indicated: For the three months ended December 31, 2018 2019 2020 Thereafter Total (in thousands) Terminalling Services (1) (2) $ 24,513 $ 91,692 $ 57,458 $ 80,668 $ 254,331 Fleet Services 257 1,030 1,030 2,324 4,641 Total $ 24,770 $ 92,722 $ 58,488 $ 82,992 $ 258,972 (1) The majority of our terminalling services agreements are denominated in Canadian dollars. We have converted the remaining performance obligations provided herein using the year-to-date average exchange rate of 0.7769 U.S. dollars per one Canadian dollar at September 30, 2018 . (2) Includes fixed monthly minimum commitment fees per contracts and excludes constrained variable consideration for rate-escalation associated with an index, such as the consumer price index, as well as any incremental revenue associated with volume activity above the minimum volumes set forth within the contracts.
Schedule of changes of balance of contract liabilities	The following table presents the changes associated with the balance of our contract liabilities for the nine months ended September 30, 2018 : December 31, 2017 Cash Additions for Customer Prepayments Revenue Recognized September 30, 2018 (in thousands) Customer prepayments $ 3,291 $ 3,071 $ (3,291 ) $ 3,071 Customer prepayments — related party (1) $ 1,576 $ 1,558 $ (1,576 ) $ 1,558 (1) Includes contract liabilities associated with customer prepayments from related parties. Refer to Note 11. Transactions with Related Parties for additional discussion of deferred revenues associated with related parties.

RESTRICTED CASH (Tables)

RESTRICTED CASH (Tables)	9 Months Ended
	Sep. 30, 2018
Cash and Cash Equivalents [Abstract]
Restrictions on Cash and Cash Equivalents	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within our consolidated balance sheets to the amounts shown in our consolidated statements of cash flows for the specified periods: September 30, 2018 2017 (in thousands) Cash and cash equivalents $ 7,361 $ 7,831 Restricted Cash 5,834 5,138 Total cash, cash equivalents and restricted cash $ 13,195 $ 12,969
Schedule of Cash and Cash Equivalents	The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within our consolidated balance sheets to the amounts shown in our consolidated statements of cash flows for the specified periods: September 30, 2018 2017 (in thousands) Cash and cash equivalents $ 7,361 $ 7,831 Restricted Cash 5,834 5,138 Total cash, cash equivalents and restricted cash $ 13,195 $ 12,969

PROPERTY AND EQUIPMENT (Tables)

PROPERTY AND EQUIPMENT (Tables)	9 Months Ended
	Sep. 30, 2018
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	Our property and equipment consist of the following as of the dates indicated: September 30, 2018 December 31, 2017 Estimated Depreciable Lives (Years) (in thousands) Land $ 10,162 $ 10,245 N/A Trackage and facilities 126,561 128,568 10-30 Pipeline 16,336 16,336 20-25 Equipment 16,522 12,926 3-20 Furniture 66 67 5-10 Total property and equipment 169,647 168,142 Accumulated depreciation (28,207 ) (22,369 ) Construction in progress (1) 677 800 Property and equipment, net $ 142,117 $ 146,573 (1) The amounts classified as “Construction in progress” are excluded from amounts being depreciated. These amounts represent property that is not yet ready to be placed into productive service as of the respective consolidated balance sheet date.

GOODWILL AND INTANGIBLE ASSETS

GOODWILL AND INTANGIBLE ASSETS (Tables)	9 Months Ended
	Sep. 30, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of identifiable intangible assets	The composition, gross carrying amount and accumulated amortization of our identifiable intangible assets are as follows as of the dates indicated: September 30, 2018 December 31, 2017 (in thousands) Carrying amount: Customer service agreements $ 125,960 $ 125,960 Other 106 106 Total carrying amount 126,066 126,066 Accumulated amortization: Customer service agreements (36,178 ) (26,731 ) Other (31 ) (23 ) Total accumulated amortization (36,209 ) (26,754 ) Total intangible assets, net $ 89,857 $ 99,312

DEBT (Tables)

DEBT (Tables)	9 Months Ended
	Sep. 30, 2018
Debt Disclosure [Abstract]
Schedule of Long-term Debt	Our long-term debt balances included the following components as of the specified dates: September 30, 2018 December 31, 2017 (in thousands) Revolving Credit Facility 201,000 202,000 Less: Deferred financing costs, net (753 ) (1,373 ) Total long-term debt, net $ 200,247 $ 200,627
Schedule of Line of Credit Facilities	We determined the capacity available to us under the terms of our Credit Agreement was as follows as of the specified dates: September 30, 2018 December 31, 2017 (in millions) Aggregate borrowing capacity under Credit Agreement $ 400.0 $ 400.0 Less: Revolving Credit Facility amounts outstanding 201.0 202.0 Letters of credit outstanding — — Available under Credit Agreement (1) $ 199.0 $ 198.0 (1) Pursuant to the terms of our Credit Agreement, our borrowing capacity, currently, is limited to 4.5 times our trailing 12-month consolidated EBITDA.
Schedule of Interest Expense, Net	Interest expense associated with our outstanding indebtedness was as follows for the specified periods: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Interest expense on the Credit Agreement $ 2,611 $ 2,172 $ 7,379 $ 6,862 Amortization of deferred financing costs 216 216 646 646 Total interest expense $ 2,827 $ 2,388 $ 8,025 $ 7,508

NONCONSOLIDATED VARIABLE INTE_2

NONCONSOLIDATED VARIABLE INTEREST ENTITIES (Tables)	9 Months Ended
	Sep. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of Variable Interest Entities	The following table summarizes the total assets and liabilities between us and the VIEs as reflected in our consolidated balance sheets at September 30, 2018 and December 31, 2017 , as well as our maximum exposure to losses from entities in which we have a variable interest, but are not the primary beneficiary. Generally, our maximum exposure to losses is limited to amounts receivable for services we provided, reduced by any deferred revenue. September 30, 2018 Total assets Total liabilities Maximum exposure to loss (in thousands) Accounts receivable $ 27 $ — $ 7 Deferred revenue — 20 — $ 27 $ 20 $ 7 December 31, 2017 Total assets Total liabilities Maximum exposure to loss (in thousands) Accounts receivable $ 30 $ — $ — Deferred revenue — 284 — $ 30 $ 284 $ —

TRANSACTIONS WITH RELATED PAR_2

TRANSACTIONS WITH RELATED PARTIES (Tables)	9 Months Ended
	Sep. 30, 2018
Related Party Transactions [Abstract]
Schedule of Deferred Revenue, Current Portion - Related Party	Our related party revenues from USD and affiliates are presented in the following table for the indicated periods: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Terminalling services — related party $ 5,715 $ 4,737 $ 15,414 $ 9,091 Fleet leases — related party 984 1,013 2,951 2,794 Fleet services — related party 227 218 682 776 Freight and other reimbursables — related party — — 4 1 $ 6,926 $ 5,968 $ 19,051 $ 12,662 We had the following amounts outstanding with USD and affiliates on our consolidated balance sheets as of September 30, 2018 and December 31, 2017 : September 30, 2018 December 31, 2017 (in thousands) Accounts receivable — related party (1) $ 903 $ 410 Accounts payable — related party (2) $ 439 $ — Other current and non-current assets — related party (3) $ 193 $ 253 Deferred revenue— related party (4) $ 1,968 $ 1,986 (1) Represents the amounts of receivables outstanding from USD and affiliates for the periods indicated. (2) Represents the amounts of payables outstanding to USD and affiliates for the periods indicated (3) Represents a contract asset associated with our lease agreement with USDM. (4) Represents deferred revenues associated with our terminalling and fleet services agreements with USD and affiliates for amounts we have collected from them for their prepaid leases and prepaid minimum volume commitment fees.
Distributions Made to General and Limited Partner, by Distribution	During the nine months ended September 30, 2018 , we paid the following aggregate cash distributions to USDG as a holder of our common units and the sole owner of our subordinated units and to USD Partners GP LLC for their general partner interest and as the holder of our IDRs. Distribution Declaration Date Record Date Distribution Payment Date Amount Paid to USDG Amount Paid to USD Partners GP LLC (in thousands) February 1, 2018 February 12, 2018 February 16, 2018 $ 4,045 $ 238 April 26, 2018 May 7, 2018 May 11, 2018 $ 4,074 $ 249 July 27, 2018 August 7, 2018 August 14, 2018 $ 4,103 $ 261

SEGMENT REPORTING (Tables)

SEGMENT REPORTING (Tables)	9 Months Ended
	Sep. 30, 2018
Segment Reporting [Abstract]
Summary of Reportable Segment Data for Continuing Operations	The following tables summarize our reportable segment data: Three Months Ended September 30, 2018 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 21,728 $ — $ — $ 21,728 Terminalling services — related party 5,715 — — 5,715 Fleet leases — — — — Fleet leases — related party — 984 — 984 Fleet services — 80 — 80 Fleet services — related party — 227 — 227 Freight and other reimbursables 644 208 — 852 Freight and other reimbursables — related party — — — — Total revenues 28,087 1,499 — 29,586 Operating costs Subcontracted rail services 3,674 — — 3,674 Pipeline fees 5,267 — — 5,267 Fleet leases — 984 — 984 Freight and other reimbursables 644 208 — 852 Operating and maintenance 1,292 68 — 1,360 Selling, general and administrative 1,346 401 2,609 4,356 Depreciation and amortization 5,271 — — 5,271 Total operating costs 17,494 1,661 2,609 21,764 Operating income (loss) 10,593 (162 ) (2,609 ) 7,822 Interest expense — — 2,827 2,827 Gain associated with derivative instruments — — (413 ) (413 ) Foreign currency transaction loss (gain) (30 ) 3 (62 ) (89 ) Other income, net (1 ) — — (1 ) Provision for (benefit from) income taxes (431 ) 5 (4 ) (430 ) Net income (loss) $ 11,055 $ (170 ) $ (4,957 ) $ 5,928 Three Months Ended September 30, 2017 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 19,805 $ — $ — $ 19,805 Terminalling services — related party 4,737 — — 4,737 Fleet leases — 643 — 643 Fleet leases — related party — 1,013 — 1,013 Fleet services — 470 — 470 Fleet services — related party — 218 — 218 Freight and other reimbursables — 118 — 118 Freight and other reimbursables — related party — — — — Total revenues 24,542 2,462 — 27,004 Operating costs Subcontracted rail services 2,340 — — 2,340 Pipeline fees 5,973 — — 5,973 Fleet leases — 1,656 — 1,656 Freight and other reimbursables — 118 — 118 Operating and maintenance 654 95 — 749 Selling, general and administrative 1,395 210 2,093 3,698 Depreciation and amortization 5,254 — — 5,254 Total operating costs 15,616 2,079 2,093 19,788 Operating income (loss) 8,926 383 (2,093 ) 7,216 Interest expense — — 2,388 2,388 Loss associated with derivative instruments 667 — — 667 Foreign currency transaction loss (gain) (20 ) 4 (441 ) (457 ) Other income, net (52 ) — — (52 ) Provision for (benefit from) income taxes (770 ) 196 (31 ) (605 ) Net income (loss) $ 9,101 $ 183 $ (4,009 ) $ 5,275 Nine Months Ended September 30, 2018 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 65,560 $ — $ — $ 65,560 Terminalling services — related party 15,414 — — 15,414 Fleet leases — — — — Fleet leases — related party — 2,951 — 2,951 Fleet services — 505 — 505 Fleet services — related party — 682 — 682 Freight and other reimbursables 2,088 1,692 — 3,780 Freight and other reimbursables — related party 3 1 — 4 Total revenues 83,065 5,831 — 88,896 Operating costs Subcontracted rail services 10,047 — — 10,047 Pipeline fees 16,109 — — 16,109 Fleet leases — 2,961 — 2,961 Freight and other reimbursables 2,091 1,693 — 3,784 Operating and maintenance 3,336 217 — 3,553 Selling, general and administrative 4,133 961 8,458 13,552 Depreciation and amortization 15,807 — — 15,807 Total operating costs 51,523 5,832 8,458 65,813 Operating income (loss) 31,542 (1 ) (8,458 ) 23,083 Interest expense — — 8,025 8,025 Gain associated with derivative instruments — — (1,823 ) (1,823 ) Foreign currency transaction loss (gain) 32 (4 ) (211 ) (183 ) Other expense, net 71 — — 71 Provision for (benefit from) income taxes (2,265 ) 21 (3 ) (2,247 ) Net income (loss) $ 33,704 $ (18 ) $ (14,446 ) $ 19,240 Nine Months Ended September 30, 2017 Terminalling Fleet Corporate Total (in thousands) Revenues Terminalling services $ 65,463 $ — $ — 65,463 Terminalling services — related party $ 9,091 $ — $ — 9,091 Fleet leases — 1,929 — 1,929 Fleet leases — related party — 2,794 — 2,794 Fleet services — 1,405 — 1,405 Fleet services — related party — 776 — 776 Freight and other reimbursables 110 373 — 483 Freight and other reimbursables — related party — 1 — 1 Total revenues 74,664 7,278 — 81,942 Operating costs Subcontracted rail services 6,148 — — 6,148 Pipeline fees 16,802 — — 16,802 Fleet leases — 4,723 — 4,723 Freight and other reimbursables 110 374 — 484 Operating and maintenance 1,765 285 — 2,050 Selling, general and administrative 3,795 694 6,714 11,203 Depreciation and amortization 15,164 — — 15,164 Total operating costs 43,784 6,076 6,714 56,574 Operating income (loss) 30,880 1,202 (6,714 ) 25,368 Interest expense 170 — 7,338 7,508 Loss associated with derivative instruments 1,279 — — 1,279 Foreign currency transaction loss (gain) (33 ) 6 (500 ) (527 ) Other income, net (65 ) — — (65 ) Provision for (benefit from) income taxes (2,140 ) 511 (177 ) (1,806 ) Net income (loss) $ 31,669 $ 685 $ (13,375 ) $ 18,979
Reconciliation of Adjusted EBITDA to Loss from Continuing Operations	The following table provides a reconciliation of Segment Adjusted EBITDA to “Net cash provided by operating activities:” Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Segment Adjusted EBITDA Terminalling services $ 15,814 $ 14,076 $ 47,197 $ 46,336 Fleet services (162 ) 383 (1 ) 1,202 Corporate activities (1) (1,171 ) (1,147 ) (4,163 ) (3,752 ) Total Adjusted EBITDA 14,481 13,312 43,033 43,786 Add (deduct): Amortization of deferred financing costs 216 216 646 646 Deferred income taxes (731 ) (647 ) (3,269 ) (293 ) Changes in accounts receivable and other assets 5,836 2,822 (578 ) 1,512 Changes in accounts payable and accrued expenses (4,767 ) 2,033 (1,789 ) 947 Changes in deferred revenue and other liabilities (150 ) (1,176 ) (386 ) (3,913 ) Interest expense, net (2,827 ) (2,384 ) (8,025 ) (7,500 ) Benefit from income taxes 430 605 2,247 1,806 Foreign currency transaction gain (2) 89 457 183 527 Other income — 4 — 25 Non-cash contract asset (3) 51 — 154 — Net cash provided by operating activities $ 12,628 $ 15,242 $ 32,216 $ 37,543 (1) Corporate activities represent shared service and financing transactions that are not allocated to our established reporting segments. (2) Represents foreign exchange transaction amounts associated with activities between our U.S. and Canadian subsidiaries. (3) Represents the change in non-cash contract assets associated with revenue recognized in advance at blended rates based on the escalation clauses in certain of our agreements. Refer to Note 4. Revenues — Contract Assets for more information.

INCOME TAXES (Tables)

INCOME TAXES (Tables)	9 Months Ended
	Sep. 30, 2018
Income Tax Disclosure [Abstract]
Schedule of Effective Income Tax Rate Reconciliation	The reconciliation between income tax based on the U.S. federal statutory income tax rate and our effective income tax is presented below: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Income tax expense at the U.S. federal statutory rate $ 1,154 21 % $ 1,588 34 % $ 3,568 21 % $ 5,839 34 % Amount attributable to partnership not subject to income tax (1,582 ) (29 )% (2,418 ) (52 )% (5,483 ) (32 )% (8,132 ) (47 )% Foreign income tax rate differential (108 ) (2 )% 199 4 % (494 ) (3 )% 553 3 % Other 56 1 % 28 1 % 12 — % 39 — % State income tax expense (benefit) (1) 2 — % (21 ) — % (4 ) — % (139 ) (1 )% Change in valuation allowance 48 1 % 19 — % 154 1 % 34 — % Benefit from income taxes $ (430 ) (8 )% $ (605 ) (13 )% $ (2,247 ) (13 )% $ (1,806 ) (11 )% (1) Net of the federal income tax expense or benefit for the deduction associated with state income taxes.
Schedule of Components of Income Tax Expense (Benefit)	We determined our year-to-date 2018 income tax using an estimated annual effective income tax rate on a consolidated basis for fiscal year 2018 . This rate incorporates the applicable rates of the various domestic and foreign tax jurisdictions to which we are subject. Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Current income tax expense (benefit): U.S. federal income tax $ — $ 289 $ 4 $ 662 U.S. federal operating loss carryforward — 56 — (200 ) State income tax expense (benefit) 2 (17 ) (4 ) (126 ) Canadian federal and provincial income taxes expense (benefit) 299 (286 ) 1,022 (1,849 ) Total current income tax expense (benefit) 301 42 1,022 (1,513 ) Deferred income tax expense (benefit): U.S. federal income tax expense (benefit) — (164 ) 16 10 Canadian federal and provincial income taxes benefit (731 ) (483 ) (3,285 ) (303 ) Total change in deferred income tax benefit (731 ) (647 ) (3,269 ) (293 ) Benefit from income taxes $ (430 ) $ (605 ) $ (2,247 ) $ (1,806 )
Schedule of Deferred Tax Assets and Liabilities	Major components of deferred income tax assets and liabilities associated with our operations were as follows as of the dates indicated: September 30, 2018 U.S. Foreign Total (in thousands) Deferred income tax assets Other assets $ 16 $ — $ 16 Prepaid expenses — — — Capital loss carryforwards — 469 469 Operating loss carryforwards 138 — 138 Deferred income tax liabilities Unbilled revenue — (276 ) (276 ) Deferred revenues — (816 ) (816 ) Property and equipment — (15 ) (15 ) Valuation allowance (154 ) (469 ) (623 ) Deferred income tax liability, net $ — $ (1,107 ) $ (1,107 ) December 31, 2017 U.S. Foreign Total (in thousands) Deferred income tax assets Other assets $ 16 $ — $ 16 Prepaid expenses — 1,731 1,731 Capital loss carryforwards — 469 469 Deferred income tax liabilities Unbilled revenue — (284 ) (284 ) Deferred revenues — (5,607 ) (5,607 ) Property and equipment — (346 ) (346 ) Valuation allowance — (469 ) (469 ) Deferred income tax asset (liability), net $ 16 $ (4,506 ) $ (4,490 )

DERIVATIVE FINANCIAL INSTRUME_2

DERIVATIVE FINANCIAL INSTRUMENTS (Tables)	9 Months Ended
	Sep. 30, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Positions Included in the Consolidated Balance Sheets at Fair Value	We record all of our derivative financial instruments at their fair values in the line items specified below within our consolidated balance sheets, the amounts of which were as follows at the dates indicated: September 30, 2018 December 31, 2017 (in thousands) Other non-current assets $ 2,044 $ 183
Schedule of Gain (Loss) on Derivative Instruments	In connection with our derivative activities, we recognized the following amounts during the periods presented: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Loss (gain) associated with derivative instruments $ (413 ) $ 667 $ (1,823 ) $ 1,279
Schedule of Derivative Instruments	The following table presents summarized information about the fair values of our outstanding interest rate contract for the periods indicated: At September 30, 2018 At December 31, 2017 Notional Interest Rate Parameters Fair Value Fair Value (in thousands) Collar Agreements Maturing in 2022 Ceiling $ 100,000,000 2.5 % $ 2,328 $ 938 Floor $ 100,000,000 1.7 % (284 ) (755 ) Total $ 2,044 $ 183
Offsetting Assets	The effect of the rights of offset are presented in the tables below as of the dates indicated. September 30, 2018 Current assets Non-current assets Current liabilities Non-current liabilities Total (in thousands) Fair value of derivatives — gross presentation $ — $ 2,328 $ — $ — $ 2,328 Effects of netting arrangements — — — (284 ) $ (284 ) Fair value of derivatives — net presentation $ — $ 2,328 $ — $ (284 ) $ 2,044 December 31, 2017 Current assets Non-current assets Current liabilities Non-current liabilities Total (in thousands) Fair value of derivatives — gross presentation $ — $ 938 $ — $ — $ 938 Effects of netting arrangements — — — (755 ) $ (755 ) Fair value of derivatives — net presentation $ — $ 938 $ — $ (755 ) $ 183
Offsetting Liabilities	The effect of the rights of offset are presented in the tables below as of the dates indicated. September 30, 2018 Current assets Non-current assets Current liabilities Non-current liabilities Total (in thousands) Fair value of derivatives — gross presentation $ — $ 2,328 $ — $ — $ 2,328 Effects of netting arrangements — — — (284 ) $ (284 ) Fair value of derivatives — net presentation $ — $ 2,328 $ — $ (284 ) $ 2,044 December 31, 2017 Current assets Non-current assets Current liabilities Non-current liabilities Total (in thousands) Fair value of derivatives — gross presentation $ — $ 938 $ — $ — $ 938 Effects of netting arrangements — — — (755 ) $ (755 ) Fair value of derivatives — net presentation $ — $ 938 $ — $ (755 ) $ 183

UNIT BASED COMPENSATION (Tables

UNIT BASED COMPENSATION (Tables)	9 Months Ended
	Sep. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule Of Selling General And Administrative Expense	We recognized compensation expense in “Selling, general and administrative” with regard to our Class A units for the following amounts during the periods presented: Three Months Ended September 30, Nine months ended September 30, 2018 2017 2018 2017 (in thousands) Selling, general and administrative $ 42 $ (124 ) $ 216 $ 108
Schedule of Share-based Compensation, Activity	The following tables present the award activity for our Equity-classified Phantom Units: Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2017 24,999 1,111,849 $ 10.90 Granted 34,611 487,839 $ 11.54 Vested (24,999 ) (338,071 ) $ 10.86 Forfeited — (56,740 ) $ 11.07 Phantom Unit awards at September 30, 2018 34,611 1,204,877 $ 11.18 Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2016 64,830 730,808 $ 8.51 Granted 24,999 639,955 $ 12.79 Vested (64,830 ) (204,456 ) $ 8.47 Forfeited — (56,083 ) $ 10.94 Phantom Unit awards at September 30, 2017 24,999 1,110,224 $ 10.91 The following tables present the award activity for our Liability-classified Phantom Units: Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2017 8,333 27,794 $ 11.29 Granted 11,348 20,142 $ 11.55 Vested (8,333 ) — $ 12.80 Phantom Unit awards at September 30, 2018 11,348 47,936 $ 12.13 Director and Independent Consultant Phantom Units Employee Phantom Units Weighted-Average Grant Date Fair Value Per Phantom Unit Phantom Unit awards at December 31, 2016 21,610 21,615 $ 7.70 Granted 8,333 19,812 $ 12.80 Vested (21,610 ) — $ 6.39 Phantom Unit awards at September 30, 2017 8,333 41,427 $ 11.15
Schedule of Phantom Units Granted	We made payments to holders of the Phantom Units pursuant to the associated DERs we granted to them under the Award Agreements as follows: Three Months Ended September 30, Nine Months Ended September 30, 2018 2017 2018 2017 (in thousands) Equity-classified Phantom Units (1) $ 440 $ 388 $ 1,269 $ 1,048 Liability-classified Phantom Units 21 17 55 48 Total $ 461 $ 405 $ 1,324 $ 1,096 (1) We had no reclassifications to unit based compensation expense for the three months ended September 30, 2018 and reclassifications of $61 thousand to unit based compensation expense for the three months ended September 30, 2017 for DERs paid in relation to Phantom Units that have been forfeited. For the nine months ended September 30, 2018 and 2017 , we reclassified $84 thousand and $64 thousand , respectively, to unit based compensation expense for Phantom Unit forfeitures.
Class A Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Schedule of Class A Units Outstanding	The following table presents the activity associated with our Class A units for the specified periods: Nine Months Ended September 30, 2018 2017 Class A units outstanding at beginning of period 82,500 138,750 Vested (38,750 ) (46,250 ) Forfeited (5,000 ) (10,000 ) Class A units outstanding at end of period 38,750 82,500

SUPPLEMENTAL CASH FLOW INFORM_2

SUPPLEMENTAL CASH FLOW INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2018
Supplemental Cash Flow Elements [Abstract]
Schedule of Supplemental Cash Flow Disclosures	The following table provides supplemental cash flow information for the periods indicated: Nine Months Ended September 30, 2018 2017 (in thousands) Cash paid (received) for income taxes $ 626 $ (1,250 ) Cash paid for interest $ 7,499 $ 7,102 The following table provides supplemental information for the item labeled “Other” in the “Net cash provided by operating activities” section of our consolidated statements of cash flows: Nine Months Ended September 30, 2018 2017 (in thousands) Loss associated with disposal of assets $ 73 $ 18 Amortization of deferred financing costs 646 646 Total $ 719 $ 664

RECENT ACCOUNTING PROUNOUNCEM_3

RECENT ACCOUNTING PROUNOUNCEMENTS - Effect of Topic 606 Adoption (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net change in cash, cash equivalents and restricted cash			$ (593)	$ (4,169)
Revenues increase (decrease)	$ 22,660	$ 21,036	69,845	69,280
Benefit from income taxes	(430)	(605)	(2,247)	(1,806)
Deferred income tax liabilities, net	1,107		1,107		$ 4,490
Other comprehensive income (loss) — foreign currency translation	997	2,105	(1,791)	4,021
Accumulated other comprehensive income	$ 43		$ 43		1,834
Adjustments | ASU 2016-18
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net change in cash, cash equivalents and restricted cash				5,100
Adjustments | Topic 606
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net change in cash, cash equivalents and restricted cash				(295)
Deferred revenue, including from related party increase (decrease)					(21,900)
Pipeline fees increase (decrease)		(400)		(400)
Prepaid expense					(6,400)
Benefit from income taxes		(427)		(379)
Deferred income tax liabilities, net					3,876
Other comprehensive income (loss) — foreign currency translation		400		900
Accumulated other comprehensive income					$ 200
Adjustments | Topic 606 | Terminalling services
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenues increase (decrease)		$ (2,000)		$ (1,800)

RECENT ACCOUNTING PROUNOUNCEM_4

RECENT ACCOUNTING PROUNOUNCEMENTS - Effect of Topic 606 Adoption on Income Statement (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenues	$ 29,586	$ 27,004	$ 88,896	$ 81,942
Operating costs	21,764	19,788	65,813	56,574
Operating income	7,822	7,216	23,083	25,368
Other income, net	(1)	(52)	71	(65)
Income before income taxes	5,498	4,670	16,993	17,173
Benefit from income taxes	(430)	(605)	(2,247)	(1,806)
Net income	$ 5,928	5,275	$ 19,240	18,979
Amount As reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenues		28,981		83,722
Operating costs		20,182		56,925
Operating income		8,799		26,797
Other income, net		(48)		(40)
Income before income taxes		6,249		18,577
Benefit from income taxes		(178)		(1,427)
Net income		6,427		20,004
Adjustments | Topic 606
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Revenues		(1,977)		(1,780)
Operating costs		(394)		(351)
Operating income		(1,583)		(1,429)
Other income, net		(4)		(25)
Income before income taxes		(1,579)		(1,404)
Benefit from income taxes		(427)		(379)
Net income		$ (1,152)		$ (1,025)

RECENT ACCOUNTING PROUNOUNCEM_5

RECENT ACCOUNTING PROUNOUNCEMENTS - Effect of Topic 606 Adoption On Cash Flow Statements (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income	$ 5,928	$ 5,275	$ 19,240	$ 18,979
Deferred income taxes	(731)	(647)	(3,269)	(293)
Prepaid expenses and other assets			372	1,469
Deferred revenue and other liabilities			(403)	(4,861)
Deferred revenue — related party			17	948
Net cash provided by operating activities				37,543
Effect of exchange rates on cash			(679)	242
Net change in cash, cash equivalents and restricted cash			(593)	(4,169)
Cash, cash equivalents and restricted cash — beginning of period			13,788	17,138
Cash, cash equivalents and restricted cash — end of period	$ 13,195	12,969	$ 13,195	12,969
Amount As reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income		6,427		20,004
Deferred income taxes				86
Prepaid expenses and other assets				1,819
Deferred revenue and other liabilities				(6,733)
Deferred revenue — related party				1,066
Net cash provided by operating activities				38,228
Effect of exchange rates on cash				(148)
Net change in cash, cash equivalents and restricted cash				(3,874)
Cash, cash equivalents and restricted cash — beginning of period				11,705
Cash, cash equivalents and restricted cash — end of period		7,831		7,831
Adjustments | Topic 606
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Net income		(1,152)		(1,025)
Deferred income taxes				(379)
Prepaid expenses and other assets				(350)
Deferred revenue and other liabilities				1,872
Deferred revenue — related party				(118)
Net cash provided by operating activities				(685)
Effect of exchange rates on cash				390
Net change in cash, cash equivalents and restricted cash				(295)
Cash, cash equivalents and restricted cash — beginning of period				5,433
Cash, cash equivalents and restricted cash — end of period		$ 5,138		$ 5,138

RECENT ACCOUNTING PROUNOUNCEM_6

RECENT ACCOUNTING PROUNOUNCEMENTS - Effect of Topic 606 Adoption On Balance Sheets (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Assets:
Accounts receivable, net	$ 7,601	$ 4,171
Prepaid expenses		2,545
Liabilities:
Deferred revenue	3,071	3,291
Deferred revenue — related party	1,968	1,986
Deferred income tax liabilities, net	$ 1,107	4,490
Amount As reported
Assets:
Accounts receivable, net		4,137
Prepaid expenses		8,957
Liabilities:
Deferred revenue		22,011
Deferred revenue — related party		5,115
Deferred income tax liabilities, net		614
Adjustments | Topic 606
Assets:
Accounts receivable, net		34
Prepaid expenses		(6,412)
Liabilities:
Deferred revenue		(18,720)
Deferred revenue — related party		(3,129)
Deferred income tax liabilities, net		$ 3,876

RECENT ACCOUNTING PROUNOUNCEM_7

RECENT ACCOUNTING PROUNOUNCEMENTS - Effect on Partners' Capital (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017	Sep. 30, 2017	Dec. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital	$ 78,779	$ 84,890	$ 91,432	$ 58,526
General Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital	3,403	180	284	356
Common Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital	112,782	136,645	140,988	128,903
Class A Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital	987	1,468	1,398	1,929
Subordinated Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital	$ (38,436)	$ (55,237)	$ (53,533)	(70,936)
Accumulated other comprehensive income (loss)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				(1,726)
Amount As reported
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				46,818
Amount As reported | General Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				111
Amount As reported | Common Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				122,802
Amount As reported | Class A Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				1,811
Amount As reported | Subordinated Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				(76,749)
Amount As reported | Accumulated other comprehensive income (loss)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				(1,157)
Cumulative Effect | Topic 606
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				11,708
Cumulative Effect | Topic 606 | General Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				245
Cumulative Effect | Topic 606 | Common Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				6,101
Cumulative Effect | Topic 606 | Class A Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				118
Cumulative Effect | Topic 606 | Subordinated Units | Limited Partner
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				5,813
Cumulative Effect | Topic 606 | Accumulated other comprehensive income (loss)
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Total partners’ capital				$ (569)

NET INCOME PER LIMITED PARTNE_3

NET INCOME PER LIMITED PARTNER INTEREST - Schedule of Distribution Method to Limited and General Partners (Details)	9 Months Ended
	Sep. 30, 2018$ / shares
Minimum Quarterly Distribution
Distribution Made to Limited Partner [Line Items]
Percentage Distributed to Limited Partners	98.00%
Percentage Distributed to General Partner (including IDRs)	2.00%
Minimum Quarterly Distribution | Maximum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.2875
First Target Distribution
Distribution Made to Limited Partner [Line Items]
Percentage Distributed to Limited Partners	98.00%
Percentage Distributed to General Partner (including IDRs)	2.00%
First Target Distribution | Minimum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.2875
First Target Distribution | Maximum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.330625
Second Target Distribution
Distribution Made to Limited Partner [Line Items]
Percentage Distributed to Limited Partners	85.00%
Percentage Distributed to General Partner (including IDRs)	15.00%
Second Target Distribution | Minimum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.330625
Second Target Distribution | Maximum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.359375
Third Target Distribution
Distribution Made to Limited Partner [Line Items]
Percentage Distributed to Limited Partners	75.00%
Percentage Distributed to General Partner (including IDRs)	25.00%
Third Target Distribution | Minimum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.359375
Third Target Distribution | Maximum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.431250
Thereafter
Distribution Made to Limited Partner [Line Items]
Percentage Distributed to Limited Partners	50.00%
Percentage Distributed to General Partner (including IDRs)	50.00%
Thereafter | Minimum
Distribution Made to Limited Partner [Line Items]
Portion of quarterly distribution per unit (USD per share)	$ 0.431250
General Partner | USD Partners GP LLC
Distribution Made to Limited Partner [Line Items]
General partner interest (as percent)	2.00%

NET INCOME PER LIMITED PARTNE_4

NET INCOME PER LIMITED PARTNER INTEREST - Narrative (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Limited Partner | Phantom Share Units (PSUs)
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	1,239,488	1,135,223	1,239,488	1,135,223

NET INCOME PER LIMITED PARTNE_5

NET INCOME PER LIMITED PARTNER INTEREST - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Sep. 30, 2018	Sep. 30, 2017
Limited Partners' Capital Account [Line Items]
Net income attributable to general and limited partner interests in USD Partners LP	$ 5,928			$ 5,275			$ 19,240	$ 18,979
Less: Distributable earnings	10,060			9,542			29,944	27,170
Distributions in excess of earnings	$ (4,132)			$ (4,267)			$ (10,704)	$ (8,191)
Weighted average units outstanding (in shares)	26,600			26,361			26,556	24,600
Partners share targeted year-to-date distribution amount (USD per share)		$ 0.355	$ 0.3525	$ 0.345	$ 0.34	$ 0.335	$ 1.065	$ 1.02
Partners' annual distribution amount per share (USD per share)	$ 1.43
Targeted annual distribution amount (USD per share)				$ 1.38			$ 1.15
Phantom Share Units (PSUs)
Limited Partners' Capital Account [Line Items]
Equity-classified phantom units				$ 392			$ 881	$ 1,177
Distributable amount	$ 443						$ 443
Common Units
Limited Partners' Capital Account [Line Items]
Weighted average units outstanding (in shares)	21,915			19,538			21,480	17,380
Subordinated Units
Limited Partners' Capital Account [Line Items]
Weighted average units outstanding (in shares)	4,185			6,278			4,569	6,661
Limited Partner | Common Units
Limited Partners' Capital Account [Line Items]
Net income attributable to general and limited partner interests in USD Partners LP	$ 4,794			$ 3,911			$ 15,337	$ 13,421
Less: Distributable earnings	8,200			7,030			24,432	19,782
Distributions in excess of earnings	$ (3,406)			$ (3,119)			$ (9,095)	$ (6,361)
Weighted average units outstanding (in shares)	21,915			19,538			21,480	17,380
Distributable earnings per unit (USD per share)	$ 0.37			$ 0.36			$ 1.14	$ 1.14
Overdistributed earnings per unit (USD per share)	(0.16)			(0.16)			(0.42)	(0.37)
Net income per limited partner unit (basic and diluted) (USD per share)	$ 0.21			$ 0.20			$ 0.72	$ 0.77
Equity-classified phantom units							$ 23,358	$ 17,594
Limited Partner | Subordinated Units
Limited Partners' Capital Account [Line Items]
Net income attributable to general and limited partner interests in USD Partners LP	$ 916			$ 1,200			3,246	5,021
Less: Distributable earnings	1,566			2,260			4,665	6,697
Distributions in excess of earnings	$ (650)			$ (1,060)			$ (1,419)	$ (1,676)
Distributable earnings per unit (USD per share)	$ 0.37			$ 0.36			$ 1.02	$ 1.01
Overdistributed earnings per unit (USD per share)	(0.16)			(0.17)			(0.31)	(0.25)
Net income per limited partner unit (basic and diluted) (USD per share)	$ 0.21			$ 0.19			$ 0.71	$ 0.76
Equity-classified phantom units							$ 5,390	$ 7,294
Limited Partner | Class A Units
Limited Partners' Capital Account [Line Items]
Net income attributable to general and limited partner interests in USD Partners LP	$ 9			$ 16			33	75
Less: Distributable earnings	14			29			42	91
Distributions in excess of earnings	$ (5)			$ (13)			$ (9)	$ (16)
Weighted average units outstanding (in shares)	39			84			46	98
Distributable earnings per unit (USD per share)	$ 0.36			$ 0.35			$ 0.91	$ 0.93
Overdistributed earnings per unit (USD per share)	(0.13)			(0.16)			(0.20)	(0.16)
Net income per limited partner unit (basic and diluted) (USD per share)	$ 0.23			$ 0.19			$ 0.71	$ 0.77
Equity-classified phantom units							$ 57	$ 109
General Partner
Limited Partners' Capital Account [Line Items]
Net income attributable to general and limited partner interests in USD Partners LP	$ 209			$ 148			624	462
Less: Distributable earnings	280			223			805	600
Distributions in excess of earnings	$ (71)			$ (75)			$ (181)	$ (138)
Weighted average units outstanding (in shares)	461			461			461	461
Equity-classified phantom units							$ 768	$ 535
General Partner | Incentive Distribution Rights
Limited Partners' Capital Account [Line Items]
Equity-classified phantom units	$ 107			$ 57			$ 291	$ 109

REVENUES (Details)

REVENUES (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2018USD ($)segment$ / railcar	Sep. 30, 2018CAD ($)	Sep. 30, 2018USD ($)	Dec. 31, 2017USD ($)
Disaggregation of Revenue [Line Items]
Number of reportable segments | segment	2
Make up rights expiration term	6 months
Breakage rate (percent)	100.00%
Collaborative arrangement average incentive payment amount per unit (in CAD per railcar) | $ / railcar	100
Collaborative arrangement maximum contingent payments amount		$ 12,500,000
Contract with customer, asset			$ 188	$ 34
Deferred revenue			3,071	$ 3,291
Related party
Disaggregation of Revenue [Line Items]
Contract liabilities with related party customers	$ 1,558
Related party | Fleet Leases
Disaggregation of Revenue [Line Items]
Deferred revenue			$ 400

REVENUES - Schedule of Geograph

REVENUES - Schedule of Geographic Data of Revenues (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Disaggregation of Revenue [Line Items]
Revenues	$ 22,660	$ 21,036	$ 69,845	$ 69,280
U.S.
Disaggregation of Revenue [Line Items]
Revenues	10,802	8,749	33,970	29,824
Canada
Disaggregation of Revenue [Line Items]
Revenues	11,858	12,287	35,875	39,456
Related party
Disaggregation of Revenue [Line Items]
Revenues	6,926	5,968	19,051	12,662
Related party | U.S.
Disaggregation of Revenue [Line Items]
Revenues	2,199	1,231	5,013	3,571
Related party | Canada
Disaggregation of Revenue [Line Items]
Revenues	$ 4,727	$ 4,737	$ 14,038	$ 9,091

REVENUES - Schedule of Remainin

REVENUES - Schedule of Remaining Performance Obligation (Details) $ in Thousands	Sep. 30, 2018USD ($)$ / $
Revenue from Contract with Customer [Abstract]
Exchange Rate (USD per CAD) | $ / $	0.7769
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 24,770
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	1 year
Remaining performance obligation	$ 92,722
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	3 months
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	1 year
Remaining performance obligation	$ 58,488
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 82,992
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing
Remaining performance obligation	$ 258,972
Terminalling services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 24,513
Terminalling services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	1 year
Remaining performance obligation	$ 91,692
Terminalling services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	3 months
Terminalling services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	1 year
Remaining performance obligation	$ 57,458
Terminalling services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 80,668
Terminalling services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing
Remaining performance obligation	$ 254,331
Fleet services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2018-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 257
Fleet services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	1 year
Remaining performance obligation	$ 1,030
Fleet services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-10-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	3 months
Fleet services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing	1 year
Remaining performance obligation	$ 1,030
Fleet services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Remaining performance obligation	$ 2,324
Fleet services | Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: (nil)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation expected to be satisfied, expected timing
Remaining performance obligation	$ 4,641

REVENUES - Schedule of Change i

REVENUES - Schedule of Change in Customer Liability (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Disaggregation of Revenue [Line Items]
Deferred revenue	$ 3,071	$ 3,291
Change In Contract With Customer Liability [Roll Forward]
December 31, 2017	3,291
Revenue Recognized	(3,291)
September 30, 2018	3,071
Related party
Change In Contract With Customer Liability [Roll Forward]
December 31, 2017	1,576
Cash Additions for Customer Prepayments	1,558
Revenue Recognized	(1,576)
September 30, 2018	$ 1,558

RESTRICTED CASH (Details)

RESTRICTED CASH (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017	Sep. 30, 2017	Dec. 31, 2016
Cash and Cash Equivalents [Abstract]
Cash and cash equivalents	$ 7,361	$ 7,874	$ 7,831
Restricted Cash	5,834	5,914	5,138
Total cash, cash equivalents and restricted cash	$ 13,195	$ 13,788	$ 12,969	$ 17,138

PROPERTY AND EQUIPMENT - Schedu

PROPERTY AND EQUIPMENT - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 169,647	$ 168,142
Accumulated depreciation	(28,207)	(22,369)
Construction in progress	677	800
Property and equipment, net	142,117	146,573
Land
Property, Plant and Equipment [Line Items]
Total property and equipment	10,162	10,245
Trackage and facilities
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 126,561	128,568
Trackage and facilities | Minimum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	10 years
Trackage and facilities | Maximum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	30 years
Pipeline
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 16,336	16,336
Pipeline | Minimum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	20 years
Pipeline | Maximum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	25 years
Equipment
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 16,522	12,926
Equipment | Minimum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	3 years
Equipment | Maximum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	10 years
Furniture
Property, Plant and Equipment [Line Items]
Total property and equipment	$ 66	$ 67
Furniture | Minimum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	5 years
Furniture | Maximum
Property, Plant and Equipment [Line Items]
Property plant and equipment, useful life	10 years

PROPERTY AND EQUIPMENT - Narrat

PROPERTY AND EQUIPMENT - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Depreciation and amortization	$ 2.1	$ 2.1	$ 6.4	$ 5.7

GOODWILL AND INTANGIBLE ASSET_2

GOODWILL AND INTANGIBLE ASSETS - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Goodwill [Line Items]
Goodwill	$ 33,589		$ 33,589		$ 33,589
Goodwill, Assumptions used to determine impairment
Percent reduction with out impairment (percent)	20.00%
Weighted average cost of capital (percent)	11.00%
Debt capital structure (percent)	40.00%
Equity capital structure (percent)	60.00%
Income analysis weight (percent)	50.00%
Market analysis weight (percent)	25.00%
Transaction analysis weight (percent)	25.00%
Expected amortization of intangible assets
Amortization of intangible assets	$ 3,200	$ 3,200	9,500	$ 6,300
Minimum
Goodwill, Assumptions used to determine impairment
EBITDA for public companies	8.25
EBITDA for sales and purchases	9
Maximum
Goodwill, Assumptions used to determine impairment
EBITDA for public companies	9.25
EBITDA for sales and purchases	10
Casper Crude to Rail, LLC
Goodwill [Line Items]
Goodwill	$ 33,600		$ 33,600

GOODWILL AND INTANGIBLE ASSET_3

GOODWILL AND INTANGIBLE ASSETS - Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Carrying amount:
Total carrying amount	$ 126,066	$ 126,066
Accumulated amortization:
Total accumulated amortization	(36,209)	(26,754)
Total intangible assets, net	89,857	99,312
Customer service agreements
Carrying amount:
Total carrying amount	125,960	125,960
Accumulated amortization:
Total accumulated amortization	(36,178)	(26,731)
Other
Carrying amount:
Total carrying amount	106	106
Accumulated amortization:
Total accumulated amortization	$ (31)	$ (23)

DEBT - Narrative (Details)

DEBT - Narrative (Details) - Credit Facility - Secured Debt - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2018	Dec. 31, 2017	Mar. 31, 2017
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 400,000,000	$ 400,000,000
Term of agreement	5 years
Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 300,000,000
Line of credit facility, accordion feature, increase limit	$ 100,000,000
Line of credit facility, accordion feature, higher borrowing capacity option	$ 500,000,000
Average interest rate	4.72%	4.00%
Commitment fee percentage	0.50%
Term Loan Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity			$ 100,000,000
Standby Letters of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 20,000,000
Swingline Sub-facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 20,000,000

DEBT - Schedule of Long-term De

DEBT - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Debt Instrument [Line Items]
Long-term Debt	$ 200,247	$ 200,627
Secured Debt | Credit Facility
Debt Instrument [Line Items]
Less: Deferred financing costs, net	(753)	(1,373)
Revolving Credit Facility | Secured Debt | Credit Facility
Debt Instrument [Line Items]
Facility amounts outstanding	$ 201,000	$ 202,000

DEBT - Schedule of Line of Cred

DEBT - Schedule of Line of Credit Facilities (Details) - Secured Debt - Credit Facility	9 Months Ended
	Sep. 30, 2018USD ($)	Dec. 31, 2017USD ($)	Mar. 31, 2017USD ($)
Line of Credit Facility [Line Items]
Aggregate borrowing capacity under Credit Agreement	$ 400,000,000	$ 400,000,000
Available under Credit Agreement	$ 199,000,000	198,000,000
Borrowing capacity limit multiple of EBITDA	4.5
Revolving Credit Facility
Line of Credit Facility [Line Items]
Aggregate borrowing capacity under Credit Agreement			$ 300,000,000
Term Loan Facility amounts outstanding	$ 201,000,000	202,000,000
Letters of Credit
Line of Credit Facility [Line Items]
Term Loan Facility amounts outstanding	$ 0	$ 0

DEBT - Schedule of Interest Exp

DEBT - Schedule of Interest Expense, Net (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Debt Disclosure [Abstract]
Interest expense on the Credit Agreement	$ 2,611	$ 2,172	$ 7,379	$ 6,862
Amortization of deferred financing costs	216	216	646	646
Total interest expense	$ 2,827	$ 2,388	$ 8,025	$ 7,508

COLLABORATIVE ARRANGEMENT - Nar

COLLABORATIVE ARRANGEMENT - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Pipeline fees
Disaggregation of Revenue [Line Items]
Operating costs	$ 5,267	$ 5,973	$ 16,109	$ 16,802

NONCONSOLIDATED VARIABLE INTE_3

NONCONSOLIDATED VARIABLE INTEREST ENTITIES (Details) - Variable Interest Entity, Not Primary Beneficiary $ in Thousands	Sep. 30, 2018USD ($)railcar	Dec. 31, 2017USD ($)
Variable Interest Entity [Line Items]
Total assets	$ 27	$ 30
Total liabilities	20	284
Maximum exposure to loss	$ 7	0
Number of railcars with payment and performance obligations | railcar	1,983
Accounts receivable
Variable Interest Entity [Line Items]
Total assets	$ 27	30
Total liabilities	0	0
Maximum exposure to loss	7	0
Deferred revenue
Variable Interest Entity [Line Items]
Total assets	0	0
Total liabilities	20	284
Maximum exposure to loss	$ 0	$ 0

TRANSACTIONS WITH RELATED PAR_3

TRANSACTIONS WITH RELATED PARTIES - Narrative (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Jul. 31, 2018	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017	Dec. 31, 2016
Related Party Transaction [Line Items]
Selling, general and administrative costs			$ 2,463	$ 2,221	$ 7,912	$ 6,898
Accounts payable and accrued expenses — related party	$ 795		795		795		$ 244
Partners' capital	$ 78,779		78,779	91,432	78,779	91,432	84,890	$ 58,526
Related party
Related Party Transaction [Line Items]
Selling, general and administrative costs			1,893	1,477	5,640	4,305
Stroud Terminal
Related Party Transaction [Line Items]
Percentage of control of terminal capacity	25.00%
USDG | Omnibus Agreement | Limited Partner
Related Party Transaction [Line Items]
Selling, general and administrative costs			1,900	$ 1,500	5,600	$ 4,300
Accounts payable and accrued expenses — related party	$ 400		$ 400		$ 400		$ 200
USDG | Marketing Service Agreement | Related party
Related Party Transaction [Line Items]
Non-cash capital contribution		$ 3,400
USDG | Limited Partner
Related Party Transaction [Line Items]
Limited partner interest, percentage					43.40%
USD Partners GP LLC | General Partner
Related Party Transaction [Line Items]
General partner interest (as percent)					1.70%
General Partner
Related Party Transaction [Line Items]
Partners' capital account (in units)	461,136		461,136	461,136	461,136	461,136	461,136	461,136
Partners' capital	$ 3,403		$ 3,403	$ 284	$ 3,403	$ 284	$ 180	$ 356
General Partner | USD Partners GP LLC
Related Party Transaction [Line Items]
Partners' capital account (in units)	461,136		461,136		461,136
General partner interest (as percent)					2.00%
Common Units | Limited Partner
Related Party Transaction [Line Items]
Partners' capital account (in units)	21,915,359		21,915,359	19,537,699	21,915,359	19,537,699	19,537,971	14,185,599
Partners' capital	$ 112,782		$ 112,782	$ 140,988	$ 112,782	$ 140,988	$ 136,645	$ 128,903
Common Units | Limited Partner | USDG
Related Party Transaction [Line Items]
Partners' capital account (in units)	7,371,672		7,371,672		7,371,672
Subordinated Units | Limited Partner
Related Party Transaction [Line Items]
Partners' capital account (in units)	4,185,418		4,185,418	6,278,127	4,185,418	6,278,127	6,278,127	8,370,836
Partners' capital	$ (38,436)		$ (38,436)	$ (53,533)	$ (38,436)	$ (53,533)	$ (55,237)	$ (70,936)
Subordinated Units | Limited Partner | USDG
Related Party Transaction [Line Items]
Partners' capital account (in units)	4,185,418		4,185,418		4,185,418

TRANSACTIONS WITH RELATED PAR_4

TRANSACTIONS WITH RELATED PARTIES - Schedule of Deferred Revenue, Current Portion - Related Party (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Related Party Transaction [Line Items]
Accounts receivable — related party	$ 903		$ 903		$ 410
Accounts payable — related party	795		795		244
Other current and non-current assets — related party	193		193		253
Deferred revenue	3,071		3,071		3,291
Related party
Related Party Transaction [Line Items]
Deferred revenue	1,558		1,558		1,576
USD Marketing
Related Party Transaction [Line Items]
Accounts receivable — related party	903		903		410
Accounts payable — related party	439		439		0
USD Marketing | Related party
Related Party Transaction [Line Items]
Related party	6,926	$ 5,968	19,051	$ 12,662
USD Marketing | Terminalling services — related party | Related party
Related Party Transaction [Line Items]
Related party	5,715	4,737	15,414	9,091
USD Marketing | Fleet leases — related party | Related party
Related Party Transaction [Line Items]
Related party	984	1,013	2,951	2,794
USD Marketing | Fleet services — related party | Related party
Related Party Transaction [Line Items]
Related party	227	218	682	776
USD Marketing | Freight and other reimbursables — related party | Related party
Related Party Transaction [Line Items]
Related party	0	$ 0	4	$ 1
Minimum Commitment Fees | Terminalling and Fleets Services Agreements
Related Party Transaction [Line Items]
Deferred revenue	$ 1,968		$ 1,968		$ 1,986

TRANSACTIONS WITH RELATED PAR_5

TRANSACTIONS WITH RELATED PARTIES - Schedule of Cash Distributions (Details) - USD ($) $ in Thousands	Aug. 14, 2018	May 11, 2018	Feb. 16, 2018
USDG
Related Party Transaction [Line Items]
Amount Paid to USDG	$ 4,103	$ 4,074	$ 4,045
USD Group LLC
Related Party Transaction [Line Items]
Amount Paid to USD Partners GP LLC	$ 261	$ 249	$ 238

SEGMENT REPORTING - Narrative (

SEGMENT REPORTING - Narrative (Details)	9 Months Ended
	Sep. 30, 2018segment
Segment Reporting [Abstract]
Number of reportable segments	2

SEGMENT REPORTING - Summary of

SEGMENT REPORTING - Summary of Reportable Segment Data for Continuing Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Revenues
Revenues	$ 22,660	$ 21,036	$ 69,845	$ 69,280
Fleet leases	0	643	0	1,929
Total revenues	29,586	27,004	88,896	81,942
Operating costs
Fleet leases	984	1,656	2,961	4,723
Operating and maintenance	1,360	749	3,553	2,050
Selling, general and administrative	4,356	3,698	13,552	11,203
Depreciation and amortization	5,271	5,254	15,807	15,164
Total operating costs	21,764	19,788	65,813	56,574
Operating income	7,822	7,216	23,083	25,368
Interest expense	2,827	2,388	8,025	7,508
Loss (gain) associated with derivative instruments	(413)	667	(1,823)	1,279
Foreign currency transaction loss (gain)	(89)	(457)	(183)	(527)
Other expense (income), net	(1)	(52)	71	(65)
Provision for (benefit from) income taxes	(430)	(605)	(2,247)	(1,806)
Net income	5,928	5,275	19,240	18,979
Assets	291,839	315,910	291,839	315,910	$ 301,012
Related party
Revenues
Revenues	6,926	5,968	19,051	12,662
Fleet leases	984	1,013	2,951	2,794
Operating Segments | Terminalling services
Revenues
Fleet leases	0	0	0	0
Total revenues	28,087	24,542	83,065	74,664
Operating costs
Fleet leases	0	0	0	0
Operating and maintenance	1,292	654	3,336	1,765
Selling, general and administrative	1,346	1,395	4,133	3,795
Depreciation and amortization	5,271	5,254	15,807	15,164
Total operating costs	17,494	15,616	51,523	43,784
Operating income	10,593	8,926	31,542	30,880
Interest expense	0	0	0	170
Loss (gain) associated with derivative instruments	0	667	0	1,279
Foreign currency transaction loss (gain)	(30)	(20)	32	(33)
Other expense (income), net	(1)	(52)	71	(65)
Provision for (benefit from) income taxes	(431)	(770)	(2,265)	(2,140)
Net income	11,055	9,101	33,704	31,669
Assets	285,686	312,970	285,686	312,970
Operating Segments | Terminalling services | Related party
Revenues
Fleet leases	0	0	0	0
Operating Segments | Fleet services
Revenues
Fleet leases	0	643	0	1,929
Total revenues	1,499	2,462	5,831	7,278
Operating costs
Fleet leases	984	1,656	2,961	4,723
Operating and maintenance	68	95	217	285
Selling, general and administrative	401	210	961	694
Depreciation and amortization	0	0	0	0
Total operating costs	1,661	2,079	5,832	6,076
Operating income	(162)	383	(1)	1,202
Interest expense	0	0	0	0
Loss (gain) associated with derivative instruments	0	0	0	0
Foreign currency transaction loss (gain)	3	4	(4)	6
Other expense (income), net	0	0	0	0
Provision for (benefit from) income taxes	5	196	21	511
Net income	(170)	183	(18)	685
Assets	1,722	2,001	1,722	2,001
Operating Segments | Fleet services | Related party
Revenues
Fleet leases	984	1,013	2,951	2,794
Corporate
Revenues
Fleet leases	0	0	0	0
Total revenues	0	0	0	0
Operating costs
Fleet leases	0	0	0	0
Operating and maintenance	0	0	0	0
Selling, general and administrative	2,609	2,093	8,458	6,714
Depreciation and amortization	0	0	0	0
Total operating costs	2,609	2,093	8,458	6,714
Operating income	(2,609)	(2,093)	(8,458)	(6,714)
Interest expense	2,827	2,388	8,025	7,338
Loss (gain) associated with derivative instruments	(413)	0	(1,823)	0
Foreign currency transaction loss (gain)	(62)	(441)	(211)	(500)
Other expense (income), net	0	0	0	0
Provision for (benefit from) income taxes	(4)	(31)	(3)	(177)
Net income	(4,957)	(4,009)	(14,446)	(13,375)
Assets	4,431	939	4,431	939
Corporate | Related party
Revenues
Fleet leases	0	0	0	0
Terminalling services
Revenues
Revenues	21,728	19,805	65,560	65,463
Terminalling services | Related party
Revenues
Revenues	5,715	4,737	15,414	9,091
Terminalling services | Operating Segments | Terminalling services
Revenues
Revenues	21,728	19,805	65,560	65,463
Terminalling services | Operating Segments | Terminalling services | Related party
Revenues
Revenues	5,715	4,737	15,414	9,091
Terminalling services | Corporate
Revenues
Revenues	0	0	0	0
Terminalling services | Corporate | Related party
Revenues
Revenues	0	0	0	0
Fleet services
Revenues
Revenues	80	470	505	1,405
Fleet services | Related party
Revenues
Revenues	227	218	682	776
Fleet services | Operating Segments | Fleet services
Revenues
Revenues	80	470	505	1,405
Fleet services | Operating Segments | Fleet services | Related party
Revenues
Revenues	227	218	682	776
Fleet services | Corporate
Revenues
Revenues	0	0	0	0
Fleet services | Corporate | Related party
Revenues
Revenues	0	0	0	0
Freight and other reimbursables
Revenues
Revenues	852	118	3,780	483
Operating costs
Operating costs	852	118	3,784	484
Freight and other reimbursables | Related party
Revenues
Revenues	0	0	4	1
Freight and other reimbursables | Operating Segments | Terminalling services
Revenues
Revenues	644	0	2,088	110
Operating costs
Operating costs	644	0	2,091	110
Freight and other reimbursables | Operating Segments | Terminalling services | Related party
Revenues
Revenues	0	0	3	0
Freight and other reimbursables | Operating Segments | Fleet services
Revenues
Revenues	208	118	1,692	373
Operating costs
Operating costs	208	118	1,693	374
Freight and other reimbursables | Operating Segments | Fleet services | Related party
Revenues
Revenues	0	0	1	1
Freight and other reimbursables | Corporate
Revenues
Revenues	0	0	0	0
Operating costs
Operating costs	0	0	0	0
Freight and other reimbursables | Corporate | Related party
Revenues
Revenues	0	0	0	0
Subcontracted rail services
Operating costs
Operating costs	3,674	2,340	10,047	6,148
Subcontracted rail services | Operating Segments | Terminalling services
Operating costs
Operating costs	3,674	2,340	10,047	6,148
Subcontracted rail services | Operating Segments | Fleet services
Operating costs
Operating costs	0	0	0	0
Subcontracted rail services | Corporate
Operating costs
Operating costs	0	0	0	0
Pipeline fees
Operating costs
Operating costs	5,267	5,973	16,109	16,802
Pipeline fees | Operating Segments | Terminalling services
Operating costs
Operating costs	5,267	5,973	16,109	16,802
Pipeline fees | Operating Segments | Fleet services
Operating costs
Operating costs	0	0	0	0
Pipeline fees | Corporate
Operating costs
Operating costs	$ 0	$ 0	$ 0	$ 0

SEGMENT REPORTING - Reconciliat

SEGMENT REPORTING - Reconciliation of Adjusted EBITDA to Loss from Continuing Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Segment Adjusted EBITDA
Segment Adjusted EBITDA	$ 14,481	$ 13,312	$ 43,033	$ 43,786
Add (deduct):
Amortization of deferred financing costs	216	216	646	646
Deferred income taxes	(731)	(647)	(3,269)	(293)
Changes in accounts receivable and other assets	5,836	2,822	(578)	1,512
Changes in accounts payable and accrued expenses	(4,767)	2,033	(1,789)	947
Changes in deferred revenue and other liabilities	(150)	(1,176)	(386)	(3,913)
Interest expense, net	(2,827)	(2,384)	(8,025)	(7,500)
Benefit from income taxes	430	605	2,247	1,806
Foreign currency transaction gain (loss)	89	457	183	527
Other income	0	4	0	25
Non-cash contract asset	51	0	154	0
Net cash provided by operating activities	12,628	15,242	32,216	37,543
Operating Segments | Terminalling services
Segment Adjusted EBITDA
Segment Adjusted EBITDA	15,814	14,076	47,197	46,336
Add (deduct):
Benefit from income taxes	431	770	2,265	2,140
Foreign currency transaction gain (loss)	30	20	(32)	33
Operating Segments | Fleet services
Segment Adjusted EBITDA
Segment Adjusted EBITDA	(162)	383	(1)	1,202
Add (deduct):
Benefit from income taxes	(5)	(196)	(21)	(511)
Foreign currency transaction gain (loss)	(3)	(4)	4	(6)
Corporate
Segment Adjusted EBITDA
Segment Adjusted EBITDA	(1,171)	(1,147)	(4,163)	(3,752)
Add (deduct):
Benefit from income taxes	4	31	3	177
Foreign currency transaction gain (loss)	$ 62	$ 441	$ 211	$ 500

INCOME TAXES - Narrative (Detai

INCOME TAXES - Narrative (Details) $ in Millions	3 Months Ended			9 Months Ended
	Sep. 30, 2018CAD ($)	Sep. 30, 2018USD ($)	Sep. 30, 2017USD ($)	Sep. 30, 2018CAD ($)subsidiary	Sep. 30, 2018USD ($)subsidiary	Sep. 30, 2017USD ($)	Dec. 31, 2017USD ($)
Operating Loss Carryforwards [Line Items]
Number of subsidiaries taxable as a corporation | subsidiary				1	1
Effective income tax rate	(8.00%)	(8.00%)	(13.00%)	(13.00%)	(13.00%)	(11.00%)
Income (loss)		$ 5,498,000	$ 4,670,000		$ 16,993,000	$ 17,173,000
Prior year income tax recovery	$ 1.2	900,000		$ 3.6	2,700,000
Unrecognized tax benefits		0			0		$ 0
Canada
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards		4,500,000			4,500,000		4,600,000
Unrecognized tax benefits subject to expiration		$ 1,100,000			$ 1,100,000
Internal Revenue Service (IRS)
Operating Loss Carryforwards [Line Items]
Effective income tax rate	21.00%	21.00%	34.00%	21.00%	21.00%	34.00%
Canada Revenue Agency
Operating Loss Carryforwards [Line Items]
Federal and provincial income tax rate (as percent)	27.00%	27.00%	27.00%	27.00%	27.00%	27.00%
Subsidiaries
Operating Loss Carryforwards [Line Items]
Income (loss)		$ (300,000)	$ 900,000		$ (700,000)	$ 1,900,000
Subsidiaries | U.S.
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards		$ 700,000			$ 700,000		$ 0

INCOME TAXES - Schedule of Effe

INCOME TAXES - Schedule of Effective Income Tax Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Amount
Income tax expense at the U.S. federal statutory rate	$ 1,154	$ 1,588	$ 3,568	$ 5,839
Amount attributable to partnership not subject to income tax	(1,582)	(2,418)	(5,483)	(8,132)
Foreign income tax rate differential	(108)	199	(494)	553
Other	56	28	12	39
State income tax expense (benefit)	2	(21)	(4)	(139)
Change in valuation allowance	48	19	154	34
Benefit from income taxes	$ (430)	$ (605)	$ (2,247)	$ (1,806)
Percent
Income tax expense at the U.S. federal statutory rate	21.00%	34.00%	21.00%	34.00%
Amount attributable to partnership not subject to income tax	(29.00%)	(52.00%)	(32.00%)	(47.00%)
Foreign income tax rate differential	(2.00%)	4.00%	(3.00%)	3.00%
Other	1.00%	1.00%	0.00%	0.00%
State income tax expense (benefit)	0.00%	0.00%	0.00%	(1.00%)
Change in valuation allowance	1.00%	0.00%	1.00%	0.00%
Benefit from income taxes	(8.00%)	(13.00%)	(13.00%)	(11.00%)

INCOME TAXES - Components of In

INCOME TAXES - Components of Income Tax Expenses (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Current income tax expense (benefit):
U.S. federal income tax	$ 0	$ 289	$ 4	$ 662
U.S. federal operating loss carryforward	0	56	0	(200)
State income tax expense (benefit)	2	(17)	(4)	(126)
Canadian federal and provincial income taxes expense (benefit)	299	(286)	1,022	(1,849)
Total current income tax expense (benefit)	301	42	1,022	(1,513)
Deferred income tax expense (benefit):
U.S. federal income tax expense (benefit)	0	(164)	16	10
Canadian federal and provincial income taxes benefit	(731)	(483)	(3,285)	(303)
Total change in deferred income tax benefit	(731)	(647)	(3,269)	(293)
Benefit from income taxes	$ (430)	$ (605)	$ (2,247)	$ (1,806)

INCOME TAXES - Schedule of Defe

INCOME TAXES - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Deferred income tax assets
Other assets	$ 16	$ 16
Prepaid expenses	0	1,731
Capital loss carryforwards	469	469
Operating loss carryforwards	138
Deferred income tax liabilities
Unbilled revenue	(276)	(284)
Deferred revenues	(816)	(5,607)
Property and equipment	(15)	(346)
Valuation allowance	(623)	(469)
Deferred income tax asset (liability), net	(1,107)	(4,490)
U.S.
Deferred income tax assets
Other assets	16	16
Prepaid expenses	0	0
Capital loss carryforwards	0	0
Operating loss carryforwards	138
Deferred income tax liabilities
Unbilled revenue	0	0
Deferred revenues	0	0
Property and equipment	0	0
Valuation allowance	(154)	0
Deferred income tax asset (liability), net		16
Deferred income tax asset (liability), net	0
Foreign
Deferred income tax assets
Other assets	0	0
Prepaid expenses	0	1,731
Capital loss carryforwards	469	469
Operating loss carryforwards	0
Deferred income tax liabilities
Unbilled revenue	(276)	(284)
Deferred revenues	(816)	(5,607)
Property and equipment	(15)	(346)
Valuation allowance	(469)	(469)
Deferred income tax asset (liability), net	$ (1,107)	$ (4,506)

DERIVATIVE FINANCIAL INSTRUME_3

DERIVATIVE FINANCIAL INSTRUMENTS - Narrative (Details) $ in Millions	1 Months Ended
	Nov. 30, 2017USD ($)	Apr. 30, 2016CAD ($)collar_arrangementcontract$ / $
Total
Derivative [Line Items]
Derivative, term of contract	5 years
Notional amount | $	$ 100,000,000
Derivative, floor interest rate	1.70%
Derivative, cap interest rate	2.50%
Forward Contract Maturing in 2017
Derivative [Line Items]
Notional amount | $		$ 33.5
Number of derivative instruments held | contract		4
Number of derivative instruments maturing each quarter | collar_arrangement		1
Exchange rate floor (USD per cad dollar) | $ / $		0.7804
Exchange rate cap (USD per cad dollar) | $ / $		0.7809

DERIVATIVE FINANCIAL INSTRUME_4

DERIVATIVE FINANCIAL INSTRUMENTS - Commodity Derivatives (Details)	1 Months Ended
	Oct. 31, 2017$ / bblbbl	Jul. 31, 2017$ / bblbbl	Jun. 30, 2017contractbbl
Fixed for floating swap
Derivative [Line Items]
Number of derivative instruments held | contract			2
Crude Oil | Commodity Swap Settling July 2017
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume		18,000
Crude Oil | Commodity Swap Settling July 2017 | Calls (written)
Derivative [Line Items]
Derivative, swap type, fixed price | $ / bbl		47.20
Crude Oil | Commodity Swap Settling October 2017
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume	13,000
Crude Oil | Commodity Swap Settling October 2017 | Calls (written)
Derivative [Line Items]
Derivative, swap type, fixed price | $ / bbl	47.70
Crude Oil | Commodity Contract
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume			31,778
Crude Oil | Commodity Swap Settling October 2017
Derivative [Line Items]
Derivative, nonmonetary notional amount, volume	30,000
Crude Oil | Commodity Swap Settling October 2017 | Calls (written)
Derivative [Line Items]
Derivative, swap type, fixed price | $ / bbl	47.90

DERIVATIVE FINANCIAL INSTRUME_5

DERIVATIVE FINANCIAL INSTRUMENTS - Derivative Positions Included in the Consolidated Balance Sheets at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Derivative [Line Items]
Fair Value	$ 2,044	$ 183
Non-current assets
Derivative [Line Items]
Fair Value	$ 2,044	$ 183

DERIVATIVE FINANCIAL INSTRUME_6

DERIVATIVE FINANCIAL INSTRUMENTS - Gain (Loss) on Derivative Instruments (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Loss (gain) associated with derivative instruments	$ (413)	$ 667	$ (1,823)	$ 1,279

DERIVATIVE FINANCIAL INSTRUME_7

DERIVATIVE FINANCIAL INSTRUMENTS - Summary of Fair Values of Outstanding Foreign Currency Options (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017	Nov. 30, 2017
Derivative [Line Items]
Fair Value	$ 2,044,000	$ 183,000
Ceiling
Derivative [Line Items]
Notional	$ 100,000,000
Interest Rate Parameters, Ceiling	2.50%
Fair Value	$ 2,328,000	938,000
Floor
Derivative [Line Items]
Notional	$ 100,000,000
Interest Rate Parameters, Floor	1.70%
Fair Value	$ (284,000)	(755,000)
Total
Derivative [Line Items]
Notional			$ 100,000,000
Interest Rate Parameters, Ceiling			2.50%
Interest Rate Parameters, Floor			1.70%
Fair Value	$ 2,044,000	$ 183,000

DERIVATIVE FINANCIAL INSTRUME_8

DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of commodity swaps (Details) - USD ($) $ in Thousands	Sep. 30, 2018	Dec. 31, 2017
Derivative [Line Items]
Fair value of derivatives - gross presentation, assets (liability)	$ 2,328	$ 938
Effects of netting arrangements, asset (liability)	(284)	(755)
Fair value of derivatives - net presentation, asset (liability)	2,044	183
Current assets
Derivative [Line Items]
Fair value of derivatives - gross presentation, assets	0	0
Effects of netting arrangements, asset	0	0
Fair value of derivatives - net presentation, asset	0	0
Non-current assets
Derivative [Line Items]
Fair value of derivatives - gross presentation, assets	2,328	938
Effects of netting arrangements, asset	0	0
Fair value of derivatives - net presentation, asset	2,328	938
Fair value of derivatives - net presentation, asset (liability)	2,044	183
Current liabilities
Derivative [Line Items]
Fair value of derivatives - gross presentation, liabilities	0	0
Effects of netting arrangements, liability	0	0
Fair value of derivatives - net presentation, liability	0	0
Non-current liabilities
Derivative [Line Items]
Fair value of derivatives - gross presentation, liabilities	0	0
Effects of netting arrangements, liability	(284)	(755)
Fair value of derivatives - net presentation, liability	$ (284)	$ (755)

PARTNERS' CAPITAL (Details)

PARTNERS' CAPITAL (Details)	1 Months Ended	3 Months Ended	9 Months Ended
	Feb. 28, 2018quartershares	Sep. 30, 2017$ / shares	Sep. 30, 2018quarterinstallment$ / sharesshares	Sep. 30, 2017shares
Limited Partners' Capital Account [Line Items]
Targeted annual distribution amount (USD per share) | $ / shares		$ 1.38	$ 1.15
Targeted quarterly distribution (USD per share) | $ / shares			$ 0.2875
Limited Partner | Class A Units
Limited Partners' Capital Account [Line Items]
Vested (in shares)	38,750		38,750	46,250
Conversion of units (in units)			38,750	46,250
Limited Partner | Common Units
Limited Partners' Capital Account [Line Items]
Conversion of units (in units)			2,131,459	2,162,084
Limited Partner | Subordinated Units
Limited Partners' Capital Account [Line Items]
Conversion of units (in units)			2,092,709	2,092,709
First vesting tranche | Limited Partner | Class A Units
Limited Partners' Capital Account [Line Items]
Number of vesting installments | installment			4
Vesting period			4 years
Conversion factor			1
Number of quarters distributions paid for | quarter	4
Conversion of units (in units)	38,750
First vesting tranche | Limited Partner | Common Units
Limited Partners' Capital Account [Line Items]
Conversion ratio	1
Conversion of units (in units)	38,750
First vesting tranche | Limited Partner | Subordinated Units
Limited Partners' Capital Account [Line Items]
Conversion ratio			1
Number of quarters distributions paid for | quarter			4
Conversion of units (in units)	2,092,709
Conversion on units, percentage			20.00%
Minimum period to elapse before eligibility of conversion of units			12 months
Second vesting tranche | Limited Partner | Class A Units
Limited Partners' Capital Account [Line Items]
Conversion factor			1.5
Third vesting tranche | Limited Partner | Class A Units
Limited Partners' Capital Account [Line Items]
Conversion factor			1
Last vesting tranche | Limited Partner | Class A Units
Limited Partners' Capital Account [Line Items]
Conversion factor			2
LTIP | First vesting tranche | Limited Partner | Common Units
Limited Partners' Capital Account [Line Items]
Conversion of units (in units)			245,929
Phantom Share Units (PSUs) | LTIP
Limited Partners' Capital Account [Line Items]
Conversion ratio			1
Phantom Share Units (PSUs) | LTIP | First vesting tranche | Limited Partner
Limited Partners' Capital Account [Line Items]
Vested (in shares)			363,070
Units retained (in shares)			117,141

UNIT BASED COMPENSATION - Narra

UNIT BASED COMPENSATION - Narrative (Details)	1 Months Ended	3 Months Ended		9 Months Ended		12 Months Ended
	Feb. 28, 2018quartershares	Sep. 30, 2018USD ($)$ / sharesshares	Sep. 30, 2017USD ($)$ / sharesshares	Sep. 30, 2018USD ($)$ / sharesshares	Sep. 30, 2017USD ($)$ / sharesshares	Dec. 31, 2017shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Allocated share based compensation expense not expected to vest | $		$ 0		$ 15,000
Class A Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Forfeited (in shares)		0	10,000	5,000	10,000
Allocated share based compensation expense not expected to vest | $			$ 30,000		$ 30,000
Allocated share-based compensation expense | $		$ 42,000	(124,000)	$ 216,000	108,000
Phantom Share Units (PSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period				4 years
Allocated share-based compensation expense | $		1,400,000	$ 1,100,000	$ 4,100,000	$ 2,900,000
Unit based compensation expense, unrecognized | $		$ 10,900,000		$ 10,900,000
Weighted average recognition period				2 years 7 months 13 days
Phantom Share Units (PSUs) | Director
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period				1 year
LTIP | Phantom Share Units (PSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Approved for grant (in units)				553,940		695,099
Share remaining available (in units)		1,819,665		1,819,665
Conversion ratio				1
Limited Partner | Class A Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested (in shares)	38,750			38,750	46,250
Conversion of units (in units)				38,750	46,250
Forfeited (in shares)				5,000	10,000
Limited Partner | Common Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion of units (in units)				2,131,459	2,162,084
First vesting tranche | Limited Partner | Class A Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				4 years
Number of quarters distributions paid for | quarter	4
Conversion of units (in units)	38,750
First vesting tranche | Limited Partner | Common Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion of units (in units)	38,750
Grant date average fair value (USD per share) | $ / shares		$ 25.71	$ 25.71	$ 25.71	$ 25.71
Conversion ratio	1
First vesting tranche | Limited Partner | LTIP | Common Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Conversion of units (in units)				245,929

UNIT BASED COMPENSATION - Class

UNIT BASED COMPENSATION - Class A Units (Details) - Class A Units - shares	1 Months Ended	3 Months Ended		9 Months Ended
	Feb. 28, 2018	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Increase (Decrease) in Partners' Capital [Roll Forward]
Partners' capital account beginning balance (in units)				82,500	138,750
Forfeited (in shares)		0	(10,000)	(5,000)	(10,000)
Partners' capital account ending balance (in units)		38,750	82,500	38,750	82,500
Limited Partner
Increase (Decrease) in Partners' Capital [Roll Forward]
Partners' capital account beginning balance (in units)				82,500	138,750
Vested (in shares)	(38,750)			(38,750)	(46,250)
Forfeited (in shares)				(5,000)	(10,000)
Partners' capital account ending balance (in units)		38,750	82,500	38,750	82,500

UNIT BASED COMPENSATION - Selli

UNIT BASED COMPENSATION - Selling General And Administrative Expense Related To Unit Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Class A Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Selling, general and administrative	$ 42	$ (124)	$ 216	$ 108

UNIT BASED COMPENSATION - Long-

UNIT BASED COMPENSATION - Long-term Incentive Plan (Details) - LTIP - $ / shares	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Phantom Share Units (PSU) Equity Classified
Weighted-Average Grant Date Fair Value Per Phantom Unit
Grant date average fair value, beginning of period (USD per share)	$ 10.90	$ 8.51
Granted (USD per share)	11.54	12.79
Vested (USD per share)	10.86	8.47
Forfeited (USD per share)	11.07	10.94
Grant date average fair value, end of period (USD per share)	11.18	10.91
Phantom Share Units (PSU) Liability Classified
Weighted-Average Grant Date Fair Value Per Phantom Unit
Grant date average fair value, beginning of period (USD per share)	11.29	7.70
Granted (USD per share)	11.55	12.80
Vested (USD per share)	12.80	6.39
Grant date average fair value, end of period (USD per share)	$ 12.13	$ 11.15
Director and Independent Consultant Phantom Units | Phantom Share Units (PSU) Equity Classified
Number of units
Phantom Units, beginning of period (in shares)	24,999	64,830
Granted (in shares)	34,611	24,999
Vested (in shares)	(24,999)	(64,830)
Forfeited (in shares)	0	0
Phantom Units, end of period (in shares)	34,611	24,999
Director and Independent Consultant Phantom Units | Phantom Share Units (PSU) Liability Classified
Number of units
Phantom Units, beginning of period (in shares)	8,333	21,610
Granted (in shares)	11,348	8,333
Vested (in shares)	(8,333)	(21,610)
Phantom Units, end of period (in shares)	11,348	8,333
Employee Phantom Units | Phantom Share Units (PSU) Equity Classified
Number of units
Phantom Units, beginning of period (in shares)	1,111,849	730,808
Granted (in shares)	487,839	639,955
Vested (in shares)	(338,071)	(204,456)
Forfeited (in shares)	(56,740)	(56,083)
Phantom Units, end of period (in shares)	1,204,877	1,110,224
Employee Phantom Units | Phantom Share Units (PSU) Liability Classified
Number of units
Phantom Units, beginning of period (in shares)	27,794	21,615
Granted (in shares)	20,142	19,812
Vested (in shares)	0	0
Phantom Units, end of period (in shares)	47,936	41,427

UNIT BASED COMPENSATION - Phant

UNIT BASED COMPENSATION - Phantom Units Pursuant to Associated DERs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Distribution Equivalent Right
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-classified Phantom Units	$ 440	$ 388	$ 1,269	$ 1,048
Liability-classified Phantom Units	21	17	55	48
Total	461	405	1,324	1,096
Phantom Share Units (PSUs)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Equity-classified Phantom Units		392	881	1,177
Share-based compensation, forfeited	$ 0	$ 61	$ 84	$ 64

SUPPLEMENTAL CASH FLOW INFORM_3

SUPPLEMENTAL CASH FLOW INFORMATION - Schedule of Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Supplemental Cash Flow Elements [Abstract]
Cash paid (received) for income taxes			$ 626	$ (1,250)
Cash paid for interest			7,499	7,102
Loss associated with disposal of assets			73	18
Amortization of deferred financing costs	$ 216	$ 216	646	646
Other			$ 719	$ 664

SUBSEQUENT EVENTS - Narrative (

SUBSEQUENT EVENTS - Narrative (Details)	Nov. 14, 2018USD ($)	Nov. 02, 2018USD ($)option	Oct. 25, 2018$ / shares	Jun. 30, 2018$ / shares	Mar. 31, 2018$ / shares	Sep. 30, 2017$ / shares	Jun. 30, 2017$ / shares	Mar. 31, 2017USD ($)$ / shares	Sep. 30, 2018USD ($)$ / shares	Sep. 30, 2017$ / shares	Dec. 31, 2017USD ($)
Subsequent Event [Line Items]
Partners share targeted year-to-date distribution amount (USD per share) | $ / shares				$ 0.355	$ 0.3525	$ 0.345	$ 0.34	$ 0.335	$ 1.065	$ 1.02
Targeted annual distribution amount (USD per share) | $ / shares						$ 1.38			$ 1.15
Scenario, Forecast | Common Units
Subsequent Event [Line Items]
Distributions, limited partner	$ 5,200,000
Scenario, Forecast | Class A Units
Subsequent Event [Line Items]
Distributions, limited partner	14,000
Scenario, Forecast | USDG | Common Units and Subordinated Units
Subsequent Event [Line Items]
Distributions, limited partner	4,100,000
Scenario, Forecast | USD Partners GP LLC
Subsequent Event [Line Items]
Distributions, general partner	$ 272,000
Subsequent Event
Subsequent Event [Line Items]
Partners share targeted year-to-date distribution amount (USD per share) | $ / shares			$ 0.3575
Distribution (USD per share) | $ / shares			$ 0.0025
Increase in distribution			0.70%
Increase in distribution over minimum			24.30%
Subsequent Event | Common Units
Subsequent Event [Line Items]
Targeted annual distribution amount (USD per share) | $ / shares			$ 1.43
Credit Facility | Secured Debt
Subsequent Event [Line Items]
Term of agreement									5 years
Maximum borrowing capacity									$ 400,000,000		$ 400,000,000
Credit Facility | Secured Debt | Subsequent Event
Subsequent Event [Line Items]
Term of agreement		4 years
Maximum borrowing capacity		$ 385,000,000
Number of oprionts to extend maturity date | option		2
Period of extension of maturity date		1 year
Line of credit facility, accordion feature, increase limit		$ 500,000,000
Revolving Credit Facility | Credit Facility | Secured Debt
Subsequent Event [Line Items]
Maximum borrowing capacity								$ 300,000,000
Line of credit facility, accordion feature, increase limit									$ 100,000,000
Revolving Credit Facility | LIBOR | Credit Facility | Secured Debt | Subsequent Event
Subsequent Event [Line Items]
Debt Instrument, Reduction In Basis Spread On Variable Rate		0.25%
Revolving Credit Facility | LIBOR | Minimum | Credit Facility | Secured Debt | Subsequent Event
Subsequent Event [Line Items]
Basis spread on variable rate		2.00%
Revolving Credit Facility | LIBOR | Maximum | Credit Facility | Secured Debt | Subsequent Event
Subsequent Event [Line Items]
Basis spread on variable rate		3.00%