Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Document type | 10-Q | |
Amendment flag | false | |
Document period end date | Sep. 30, 2016 | |
Document fiscal period focus | Q3 | |
Document fiscal year focus | 2,016 | |
Entity registrant name | Green Plains Partners LP | |
Entity central index key | 1,635,650 | |
Current fiscal year end date | --12-31 | |
Entity filer category | Non-accelerated Filer | |
Trading symbol | gpp | |
Common Units [Member] | ||
Entity common stock, shares outstanding | 15,910,658 | |
Subordinated Units - Green Plains [Member] | ||
Entity common stock, shares outstanding | 15,889,642 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | [1] |
Current assets | |||
Cash and cash equivalents | $ 1,325 | $ 16,385 | |
Accounts receivable | 517 | 566 | |
Accounts receivable from affiliates | 13,394 | 14,347 | |
Amortizable lease costs | 411 | 1,710 | |
Prepaid expenses and other | 640 | 911 | |
Total current assets | 16,287 | 33,919 | |
Property and equipment, net of accumulated depreciation of $22,622 and $19,720, respectively | 51,986 | 41,862 | |
Goodwill | 10,598 | 10,598 | |
Note receivable | 8,100 | 8,100 | |
Other assets | 1,964 | 1,298 | |
Total assets | 88,935 | 95,777 | |
Current liabilities | |||
Accounts payable | 4,849 | 4,590 | |
Accounts payable to affiliates | 1,086 | 1,538 | |
Accrued and other liabilities | 5,732 | 6,230 | |
Asset retirement obligations | 306 | 638 | |
Unearned revenue | 786 | 607 | |
Total current liabilities | 12,759 | 13,603 | |
Long-term debt | 139,915 | 7,879 | |
Asset retirement obligations | 2,438 | 1,808 | |
Other liabilities | 863 | 677 | |
Total liabilities | 155,975 | 23,967 | |
Partners' capital | |||
Total partners' capital | (67,040) | 71,810 | |
Total liabilities and partners' capital | 88,935 | 95,777 | |
Net Investment - Sponsor [Member] | |||
Partners' capital | |||
Total partners' capital | 6,299 | ||
General Partner [Member] | |||
Partners' capital | |||
Total partners' capital | (795) | 1,854 | |
Common Units - Public [Member] | Limited Partners [Member] | |||
Partners' capital | |||
Total partners' capital | 114,079 | 161,079 | |
Common Units - Green Plains [Member] | Limited Partners [Member] | |||
Partners' capital | |||
Total partners' capital | (39,034) | (21,088) | |
Subordinated Units - Green Plains [Member] | Limited Partners [Member] | |||
Partners' capital | |||
Total partners' capital | $ (141,290) | $ (76,334) | |
[1] | Recast to include the historical balances of assets acquired in a transfer between entities under common control. See Notes 1 and 3 to the consolidated financial statements. |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Property and equipment, accumulated depreciation | $ 22,622 | $ 19,720 |
Common Units - Public [Member] | Limited Partners [Member] | ||
Units issued | 11,521,016 | 11,510,089 |
Units outstanding | 11,521,016 | 11,510,089 |
Common Units - Green Plains [Member] | Limited Partners [Member] | ||
Units issued | 4,389,642 | 4,389,642 |
Units outstanding | 4,389,642 | 4,389,642 |
Subordinated Units - Green Plains [Member] | Limited Partners [Member] | ||
Units issued | 15,889,642 | 15,889,642 |
Units outstanding | 15,889,642 | 15,889,642 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | ||||
Affiliate | $ 24,139 | $ 19,247 | $ 69,445 | $ 21,895 |
Non-affiliate | 2,066 | 2,163 | 6,042 | 6,356 |
Total revenues | 26,205 | 21,410 | 75,487 | 28,251 |
Operating expenses | ||||
Operations and maintenance | 8,564 | 7,715 | 25,713 | 21,850 |
General and administrative | 1,395 | 1,032 | 3,654 | 1,631 |
Depreciation and amortization | 1,515 | 1,633 | 4,220 | 4,354 |
Total operating expenses | 11,474 | 10,380 | 33,587 | 27,835 |
Operating income | 14,731 | 11,030 | 41,900 | 416 |
Other income (expense) | ||||
Interest income | 21 | 22 | 62 | 63 |
Interest expense | (501) | (173) | (1,295) | (227) |
Total other expense | (480) | (151) | (1,233) | (164) |
Income before income taxes | 14,251 | 10,879 | 40,667 | 252 |
Income tax expense (benefit) | 52 | 304 | (3,999) | |
Net income | 14,199 | 10,879 | 40,363 | 4,251 |
Net loss attributable to MLP predecessor | (6,628) | |||
Net income attributable to the partnership | 14,199 | 10,879 | 40,363 | 10,879 |
General Partner [Member] | ||||
Other income (expense) | ||||
Net income attributable to the partnership | 284 | 218 | 807 | 218 |
Limited Partners [Member] | Common Units [Member] | ||||
Other income (expense) | ||||
Net income attributable to the partnership | $ 6,962 | $ 5,332 | $ 19,786 | $ 5,332 |
Earnings per limited partner unit (basic and diluted): | ||||
Earnings per limited partner unit (basic and diluted) | $ 0.44 | $ 0.34 | $ 1.24 | $ 0.34 |
Weighted average limited partner units outstanding (basic and diluted): | ||||
Weighted average limited partner units outstanding (basic and diluted) | 15,910 | 15,895 | 15,902 | 15,895 |
Limited Partners [Member] | Subordinated Units - Green Plains [Member] | ||||
Other income (expense) | ||||
Net income attributable to the partnership | $ 6,953 | $ 5,329 | $ 19,770 | $ 5,329 |
Earnings per limited partner unit (basic and diluted): | ||||
Earnings per limited partner unit (basic and diluted) | $ 0.44 | $ 0.34 | $ 1.24 | $ 0.34 |
Weighted average limited partner units outstanding (basic and diluted): | ||||
Weighted average limited partner units outstanding (basic and diluted) | 15,890 | 15,890 | 15,890 | 15,890 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | ||
Cash flows from operating activities: | |||
Net income | $ 40,363 | $ 4,251 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 4,220 | 4,354 | |
Accretion | 183 | 155 | |
Amortization of debt issuance costs | 178 | 79 | |
Increase in deferred lease liability | 359 | 20 | |
Deferred income taxes | (4) | (3,999) | |
Unit-based compensation | 82 | 24 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | 49 | 136 | |
Accounts receivable from affiliates | 953 | (14,811) | |
Prepaid expenses and other assets | 437 | (101) | |
Accounts payable and accrued liabilities | (450) | 9,831 | |
Accounts payable to affiliates | (452) | 4,489 | |
Other | 281 | (34) | |
Net cash provided by operating activities | 46,199 | 4,394 | |
Cash flows from investing activities | |||
Purchases of property and equipment | (467) | (1,024) | |
Acquisition of assets from sponsor | (62,312) | ||
Acquisition of assets | (90,000) | ||
Proceeds on disposal of assets, net | 19 | ||
Net cash used by investing activities | (152,779) | (1,005) | |
Cash flows from financing activities | |||
Proceeds from initial public offering, net | 157,422 | ||
Distributions to partners | (39,496) | (155,300) | |
Proceeds from revolving credit facility | 167,000 | ||
Payments on revolving credit facility | (35,000) | ||
Payments of loan fees | (987) | (875) | |
Member contributions, net | 7,893 | ||
Other | 3 | ||
Net cash provided by financing activities | 91,520 | 9,140 | |
Net change in cash and cash equivalents | (15,060) | 12,529 | |
Cash and cash equivalents, beginning of period | 16,385 | [1] | 5,705 |
Cash and cash equivalents, end of period | 1,325 | 18,234 | |
Supplemental disclosures of cash flow: | |||
Cash paid for income taxes | 248 | 1,006 | |
Cash paid for interest | $ 1,052 | $ 75 | |
[1] | Recast to include the historical balances of assets acquired in a transfer between entities under common control. See Notes 1 and 3 to the consolidated financial statements. |
Basis of Presentation, Descript
Basis of Presentation, Description of Business and Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2016 | |
Basis of Presentation, Description of Business and Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation, Description of Business and Summary of Significant Accounting Policies | 1. BASIS OF PRESENTATION, DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES References to the Partnership and MLP Predecessor References to “the partnership” in the consolidated financial statements and notes to the consolidated financial statements refer to Green Plains Partners LP and its subsidiaries. References to the “MLP predecessor” refer to BlendStar LLC and its subsidiaries, the partnership’s predecessor for accounting purposes, and the assets, liabilities and results of operations of certain ethanol storage and railcar assets contributed by Green Plains Inc. in connection with the IPO on July 1, 2015. References to “the sponsor” in transactions subsequent to the IPO refer to Green Plains. On July 1, 2015, Green Plains Partners closed its IPO of common units representing limited partner interests of the partnership. Green Plains Holdings LLC, a wholly owned subsidiary of Green Plains Inc., serves as the general partner of the partnership. References to (i) “the general partner” and “Green Plains Holdings” refer to Green Plains Holdings LLC; (ii) “the parent,” “the sponsor” and “Green Plains” refer to Green Plains Inc.; and (iii) “Green Plains Trade” refers to Green Plains Trade Group LLC, a wholly owned subsidiary of Green Plains. Consolidated Financial Statements The consolidated financial statements include the accounts of the partnership and its controlled subsidiaries. All significant intercompany balances and transactions are eliminated on a consolidated basis for reporting purposes. Results for the interim periods presented are not necessarily indicative of the expected results for the entire year. The accompanying unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information and instructions to Form 10-Q and Article 10 of Regulation S-X. Because they do not include all of the information and footnotes required by GAAP, the consolidated financial statements should be read in conjunction with the partnership’s annual report on Form 10-K for the year ended December 31, 2015, or the 2015 annual report, and the recast Form 8-K filed on May 12, 2016, which retroactively adjusted Items 1, 6, 7, and 15 of our 2015 annual report to give retroactive effect to the acquisition of the ethanol storage and leased railcar assets of the Hereford, Texas and Hopewell, Virginia production facilities. In accordance with GAAP, w hen transferring assets between entities under common control, the entity receiving the net assets initially recognizes the carrying amounts of the assets and liabilities at the date of transfer and the prior period financial statements of the transferee are recast for all periods the transferred operations were part of the parent’s consolidated financial statement s . On July 1, 2015, in addition to the interests of BlendStar, the partnership received the ethanol storage and railcar assets in a transfer between entities under common control. The transferred assets and liabilities are recognized at our parent’s historical cost and reflected retroactively in the consolidated financial statements presented in this report. Expenses related to the ethanol storage and railcar assets, such as depreciation, amortization and railcar lease expenses, are also reflected retroactively in the consolidated financial statements. There were no revenues related to the operation of the contributed ethanol storage and railcar assets for periods prior to July 1, 2015, when the related commercial agreements with Green Plains Trade became effective. Effective January 1, 2016, the partnership acquired the ethanol storage and leased railcar assets of the Hereford, Texas and Hopewell, Virginia production facilities from its sponsor in a transfer between entities under common control. The assets were recognized at historical cost and reflected retroactively along with related expenses for periods prior to the effective date of the acquisition, subsequent to the initial dates the assets were acquired by the sponsor, or October 23, 2015, and November 12, 2015, for Hopewell and Hereford, respectively. There were no revenues related to these assets for periods before January 1, 2016, when amendments to the commercial agreements related to the dropdown became effective. On September 23, 2016, Green Plains acquired three ethanol plants located in Madison, Illinois; Mount Vernon, Indiana and York, Nebraska from subsidiaries of Abengoa S.A. Concurrently with Green Plains’ acquisition of the Abengoa ethanol plants, the partnership acquired the related storage assets for $90 million, accounted for as a transfer between entities under common control, and entered into amendments to the related commercial agreements with Green Plains Trade. Because the assets were acquired concurrently with Green Plains’ acquisition of the three ethanol plants from a third party, the assets were recognized at the preliminary value recorded in Green Plains’ purchase accounting and no retroactive adjustments were required. See Note 3 – Acquisitions to the consolidated financial statements for the impact to partners’ capital. The unaudited financial information reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. The adjustments are normal and recurring in nature, unless otherwise noted. Reclassifications Certain prior year amounts were reclassified to conform to a revised current year presentation. These reclassifications did not affect total revenues, operating expenses, net income or partners’ capital. Use of Estimates in the Preparation of Consolidated Financial Statements Preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and revenues and expenses during the reporting period. The partnership bases its estimates on historical experience and assumptions it believes are proper and reasonable under the circumstances. The partnership regularly evaluates the appropriateness of these estimates and assumptions. Actual results could differ from those estimates. Key accounting policies, including, but not limited to, those related to depreciation of property and equipment, asset retirement obligations, and impairment of long-lived assets and goodwill are impacted significantly by judgments, assumptions and estimates used to prepare the consolidated financial statements. Description of Business The partnership provides fuel storage and transportation services by owning, operating, developing and acquiring ethanol and fuel storage tanks, terminals, transportation assets and other related assets and businesses. The partnership is its parent’s primary downstream logistics provider, supporting its parent’s approximately 1.5 bgy ethanol marketing and distribution business. The partnership’s assets are the principal method of storing and delivering the ethanol the parent produces. The ethanol produced by the parent is fuel and industrial grade, made principally from starch extracted from corn, and is primarily used for blending with gasoline. Ethanol currently comprises approximately 10% of the U.S. gasoline market and is an economical source of octane and oxygenates for blending into the fuel supply. The partnership does not take ownership of, or receive any payments based on the value of the ethanol or other fuels it handles; as a result, the partnership does not have any direct exposure to fluctuations in commodity prices . Revenue Recognition The partnership recognizes revenues when all of the following criteria are satisfied: persuasive evidence an arrangement exists; services have been rendered; the price is fixed and determinable; and collectability is reasonably assured. The partnership derives revenues when product is delivered to the customer from its ethanol storage tanks and fuel terminals, and transportation services are performed. The partnership generates a substantial portion of its revenues under fee-based commercial agreements with Green Plains Trade. The partnership’s storage and throughput agreement and certain terminal services agreements with Green Plains Trade are supported by minimum volume commitments. The partnership’s rail transportation services agreement is supported by minimum take-or-pay capacity commitments. Green Plains Trade is required to pay the partnership fees for these minimum commitments regardless of the actual volume, throughput or capacity used for storage or transport. Payment related to volume that was not actually throughput by Green Plains Trade is applied as a credit toward volume in excess of the minimum volume commitment during any of the next four quarters, after which time unused credits expire. The partnership records a liability for deferred revenue in the amount of the credit that may be used in future periods and for charges to customers before the product is delivered. The partnership recognizes revenue and relieves the liability when credits are utilized or expire and when risk of loss is transferred with product delivery to the customer. As a result, a portion of the partnership’s revenues may be associated with cash collected during an earlier period that did not generate cash during the current period. Concentrations of Credit Risk In the normal course of business, the partnership is exposed to credit risk resulting from the possibility a loss may occur due to failure of another party to perform according to the terms of their contract. The partnership provides fuel storage and transportation services for various parties with a significant portion of its revenues earned from Green Plains Trade. The partnership continually monitors its credit risk exposure and concentrations. Segment Reporting The partnership accounts for segment reporting in accordance with ASC 280, Segment Reporting , which establishes standards for entities reporting information about the operating segments and geographic areas in which they operate. Management evaluated how its chief operating decision maker has organized the partnership for purposes of making operating decisions and assessing performance, and concluded it has one reportable segment. Asset Retirement Obligations The partnership records an ARO for the fair value of the estimated costs to retire a tangible long-lived asset in the period it will be incurred if it can be reasonably estimated, which is subsequently adjusted for accretion expense. The corresponding asset retirement costs are capitalized as a long-lived asset and depreciated on a straight-line basis over the asset’s remaining useful life. The expected present value technique used to calculate the fair value of the AROs includes assumptions about costs, settlement dates, interest, accretion and inflation. Changes in assumptions, including the amount or timing of estimated cash flows, could result in increases or decreases to the AROs. The partnership’s AROs are based on legal obligations to perform remedial activity when certain machinery and equipment are disposed and operating leases expire. Income Taxes The partnership is a limited partnership, which is not subject to federal income taxes. The partnership owns a subsidiary, however, that is taxed as a corporation for federal and state income tax purposes. In addition, the partnership is subject to state income taxes in certain states. As a result, the financial statements reflect a provision or benefit for such income taxes. The general partner and the unitholders are responsible for paying federal and state income taxes on their share of the partnership’s taxable income. The partnership recognizes uncertainties in income taxes within the financial statements under a process by which the likelihood of a tax position is gauged based upon the technical merits of the position. Then, a subsequent measurement uses the maximum benefit and degree of likelihood to determine the amount of benefit recognized in the financial statements. The MLP predecessor was a single member limited liability company, treated as a non-taxable disregarded entity in Green Plains’ federal and state income tax returns. For periods prior to the IPO, the consolidated financial statements reflect income taxes as if the MLP predecessor had filed separate federal and state tax returns. Recent Accounting Pronouncements Effective January 1, 2016, the partnership adopted the amended guidance in ASC 835-30, Interest - Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs , which requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The amended guidance has been applied on a retrospective basis and the balance sheet of each individual period presented has been adjusted to reflect the period-specific effects of the new guidance. Effective January 1, 2016, the partnership adopted the amended guidance in ASC 260, Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions , which specifies how to calculate historical earnings or losses per unit under the two-class method of a transferred business before the date of a dropdown transaction that should be allocated entirely to the sponsor. Effective January 1, 2018, the partnership will adopt the amended guidance in ASC 606, Revenue from Contracts with Customers , which requires revenue recognition to reflect the transfer of promised goods or services to customers. The updated standard permits either the retrospective or cumulative effect transition method. Early application beginning January 1, 2017, is permitted. The partnership does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. Effective January 1, 2019, the partnership will adopt the amended guidance in ASC 842, Leases , which aims to make leasing activities more transparent and comparable and requires substantially all leases to be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. Early application is permitted. The partnership is currently evaluating the impact adoption of the amended guidance will have on the consolidated financial statements and related disclosures. |
Initial Public Offering
Initial Public Offering | 9 Months Ended |
Sep. 30, 2016 | |
Initial Public Offering [Abstract] | |
Initial Public Offering | 2. INITIAL PUBLIC OFFERING On June 26, 2015, the common units of the partnership began trading under the symbol “GPP” on Nasdaq. On July 1, 2015, the partnership closed the IPO of 11,500,000 common units to the public at a price of $15.00 per common unit. In connection with the IPO, the partnership issued (i) 4,389,642 common units and 15,889,642 subordinated units to Green Plains and its affiliates, representing a 62.5% limited partner interest in the partnership; (ii) a 2.0% general partner interest in the partnership and all of its incentive distribution rights to the general partner; and (iii) 11,500,000 common units to the public, representing a 35.5% limited partner interest in the partnership. Green Plains contributed the interests of BlendStar, its ethanol storage facilities and transportation assets, including its leased railcar fleet, to the partnership, and, through its wholly owned subsidiary, controls all of the business and affairs of the partnership. The partnership received net proceeds of $157. 5 million from the sale of 11,500,000 common units, after deducting underwriting discounts of $10.3 million, structuring fees of $0.9 million and other IPO expenses of approximately $3.8 million. The partnership used the net proceeds to make a cash distribution of $155.3 million to Green Plains, in part, as reimbursement for capital expenditures incurred and to pay $0.9 million in origination fees under its new revolving credit facility. The remaining $1.3 million was retained for general partnership purposes. The following descriptions relate to agreements entered into in connection with the IPO on July 1, 2015. For additional information and the agreements in their entirety, please refer to the 2015 annual report , and Note 11 – Related Party Transaction s to the consolidated financial statements in this report . Omnibus Agreement In connection with the IPO, the partnership entered into an omnibus agreement with Green Plains and its affiliates which addresses: · the partnership’s obligation to reimburse Green Plains for direct or allocated costs and expenses incurred by Green Plains for general and administrative services (in addition to expenses incurred by the general partner and its affiliates that are reimbursed under the First Amended and Restated Agreement of Limited Partnership of Green Plains Partners LP, or the partnership agreement); · the prohibition of Green Plains and its subsidiaries from owning, operating or investing in any business that owns or operates fuel terminals or fuel transportation assets in the United States, subject to exceptions; · the partnership’s right of first offer to acquire assets if Green Plains decides to sell them for up to five years from the consummation of the IPO; · a nontransferable, nonexclusive, royalty-free license to use the Green Plains trademark and name; · the allocation of taxes among the parent, partnership and its affiliates and the parent’s preparation and filing of tax returns; and · an indemnity by Green Plains for environmental and other liabilities, the partnership’s obligation to indemnify Green Plains and its subsidiaries for events and conditions associated with the operation of partnership assets that occur after the closing of the IPO, and for environmental liabilities related to partnership assets to the extent Green Plains is not required to indemnify the partnership. If Green Plains or its affiliates cease to control the general partner, then either Green Plains or the partnership may terminate the omnibus agreement, provided that (i) the indemnification obligations of the parties survive according to their respective terms; and (ii) Green Plains’ obligation to reimburse the partnership for operational failures survives according to its terms. Contribution, Conveyance and Assumption Agreement On July 1, 2015, in connection with the IPO, the partnership entered into a contribution, conveyance and assumption agreement with its general partner, Green Plains, Green Plains Operating Company, Green Plains Obion and Green Plains Trucking, and the following transactions, among others, occurred concurrently with the closing of the IPO: · Green Plains conveyed its 2.25% limited liability interest in Green Plains Operating Company to the general partner, which the general partner then conveyed to the partnership in exchange for the general partner interest and all of the limited partner interests in the partnership classified as incentive distribution rights under the partnership agreement; · Green Plains conveyed its remaining 97.75% limited liability interest in Green Plains Operating Company to the partnership in exchange for 3,629,982 common units and 13,139,822 subordinated units; · Green Plains Obion conveyed its 10.32% limited liability interest in Green Plains Ethanol Storage to the partnership in exchange for 649,705 common units and 2,351,806 subordinated units; and · Green Plains Trucking conveyed its 100% interest in Green Plains Trucking II to the partnership in exchange for 109,955 common units and 398,014 subordinated units. Subsequent to t he IPO, Green Plains Trucking conveyed its interest in the partnership to Green Plains. Operating Services and Secondment Agreement In connection with the IPO, the general partner entered into an operational services and secondment agreement with Green Plains. Under the terms of the agreement, Green Plains seconds employees to the general partner to provide management, maintenance and operational functions for the partnership, including regulatory matters, health, environment, safety and security programs, operational services, emergency response, employees training, finance and administration, human resources, business operations and planning. The seconded personnel are under the direct management and supervision of the general partner. The general partner reimburses the parent for the cost of the seconded employees, including wages and benefits. If a seconded employee does not devote 100% of his or her time providing services to the general partner, the general partner reimburses the parent for a prorated portion of the employee’s overall wages and benefits based on the percentage of time the employee spent working for the general partner. The parent bills the general partner monthly in arrears for services provided during the prior month. Payment is due within 10 days of the general partner’s receipt of the invoice. Revolving Credit Facility In connection with the IPO, Green Plains Operating Company, entered into an agreement for a five -year, $100.0 million revolving credit facility, as the borrower, with various lenders to fund working capital, acquisitions, distributions, capital expenditures and other general partnership purposes. The revolving credit facility contains customary representations and warranties, affirmative covenants, negative covenants and events of default. The negative covenants include restrictions on the partnership’s ability to incur additional debt, acquire and sell assets, create liens, invest capital, pay distributions and materially amend the partnership’s commercial agreements with Green Plains Trade. See Note 4 – Debt to the consolidated financial statements for further details regarding the revolving credit facility. Commercial Agreements In connection with the IPO, the partnership entered into various fee-based commercial agreements with Green Plains Trade, including: · 10 -year storage and throughput agreement; · 6 -year rail transportation services agreement; and · 1 -year trucking transportation agreement. The partnership also assumed: · 2.5 -year terminal services agreement for the Birmingham, Alabama unit train terminal; and · various other terminal services agreements for other fuel terminal facilities, each with Green Plains Trade. The storage and throughput agreement and terminal services agreements are supported by minimum volume commitments. The rail transportation services agreement is supported by minimum take-or-pay capacity commitments. All of the commercial agreements with Green Plains Trade include provisions that permit Green Plains Trade to suspend, reduce or terminate its obligations under the applicable commercial agreement if certain events occur, including a material breach of the applicable commercial agreement by the partnership, force majeure events that prevent the partnership or Green Plains Trade from performing the respective ob ligations under the applicable commercial agreement, and not being available to Green Plains Trade for any reason other than action or inaction by Green Plains Trade. If Green Plains Trade reduces its minimum commitment under the commercial agreements, Green Plains Trade is required to pay fees on the revised minimum commitments only. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2016 | |
Acquisitions [Abstract] | |
Acquisitions | 3. ACQUISITION S Abengoa Acquisition Effective September 23, 2016, the partnership acquired the ethanol storage assets located in Madison, Illinois ; Mount Vernon, Indiana, and York, Nebraska, for $ 90.0 million , which occurred concurrently with the acquisition of three ethanol plants by Green Plains from subsidiaries of Abengoa S.A. The partnership used its amended revolving credit facility to fund the purchase . This transaction was accounted for as a transfer between entities under common control and approved by the conflicts committee ; therefore, the net assets were transferred at the preliminary value recorded in Green Plains’ purchase accountin g of $12.5 million. The following is a summary of assets acquired and liabilities assumed (in thousands): Purchase price, September 23, 2016 $ 90,000 Identifiable assets acquired: Property and equipment, net 12,510 Partners' capital effect, September 23, 2016 $ 77,490 In conjunction with the acquisition , the partnership and Green Plains amended the 1) omnibus agreement, 2) operational services agreement, and 3) ethanol storage and throughput agreement. Please refer to Note 11 – Related Party Transactions to the consolidated financial statements for additional information. Hereford and Hopewell Acquisition Effective January 1, 2016, the partnership acquired the ethanol storage and leased railcar assets located in Hereford , Texas and Hopewell , Virginia from Green Plains for $62.3 million. The transaction was financed through the use of the revolving credit facility and cash on hand. This transaction was considered a transfer between entities under common control and approved by the conflicts committee; therefore, th e net assets were transferred at their historical cost of $6.3 million as of the original date of acquisition by the sponsor in the fourth quarter of 2015. The consolidated financial statements have been recast to reflect the results of operations, financial position and cash flows of this transaction as if the net assets were owned by the partnership since the sponsor purchased the two ethanol production facilities in the fourth quarter of 2015. The following is a summary of assets acquired and liabilities assumed (in thousands): Purchase price, January 1, 2016 $ 62,312 Identifiable assets acquired and liabilities assumed: Property and equipment, net 6,447 Asset retirement obligations (148) Total identifiable net assets 6,299 Partners' capital effect, January 1, 2016 $ 56,013 The following is a summary of the results of operations of the acquired assets f or the period of common control, or since October 23, 2015, and November 12, 2015, for Hopewell and Hereford, respectively , during the year ended December 31, 2015 (in thousands): Year Ended December 31, 2015 Operations and maintenance $ 232 Depreciation and amortization 41 Total operating expenses 273 Net loss attributable to sponsor $ (273) At the time of acquisition, the Hopewell facility was not operational; however, upon completion of certain maintenance and enhancement projects, operations began at the plant in early February 2016. In conjunction with the transfer of assets under common control, the partnership amended the 1) omnibus agreement, 2) operational services agreement, and 3) ethanol s torage and throughput agreement; the rail transportation services agreement was also adjusted. Please refer to Note 11 – Related Party Transactions to the consolidated financial statements for additional information . |
Debt
Debt | 9 Months Ended |
Sep. 30, 2016 | |
Debt [Abstract] | |
Debt | 4. DEBT Revolving Credit Facility On July 1, 2015, Green Plains Operating Company entered into an agreement for a five -year, $100.0 million revolving credit facility, as the borrower, with various lenders to fund working capital, acquisitions, distributions, capital expenditures and other general partnership purposes. On September 16, 2016, Green Plains Operating Company entered into an amendment to the revolving credit facility agreement, which increased the available borrowings to $155.0 million. The revolving credit facility contains customary representations and warranties, affirmative covenants, negative covenants and events of default. The negative covenants include restrictions on the partnership’s ability to incur additional debt, acquire and sell assets, create liens, invest capital, pay distributions and materially amend the partnership’s commercial agreements with Green Plains Trade. The revolving credit facility, as amended, may be increased by up to an aggregate of $100.0 million without the consent of the lenders. Loans under the revolving credit facility are subject to a floating interest rate based on the partnership’s maximum consolidated net leverage ratio equal to (a) a base rate plus 1.25% to 2.00% per year or (b) a LIBOR rate plus 2.25% to 3.00% . The revolving credit facility requires the partnership to maintain a maximum consolidated net leverage ratio of no more than 3.50 to 1.00 and a minimum consolidated interest coverage ratio of no less than 2.75 to 1.00 , each of which is calculated on a pro forma basis with respect to acquisitions and divestitures occurring during the applicable period . As of September 30, 2016, the revolving credit facility had an interest rate of 3.3% . The partnership h ad $132.0 million of bor rowings outstanding as of September 30, 2016 , and no borrowings outstanding as of December 31, 2015 , under the revolving credit facility. Effective January 1, 2016, the partnership adopted ASC 835-30, Interest - Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs , which resulted in the reclassification of approximately $221 thousand from other assets to long-term debt within the balance sheet as of December 31, 2015. As of September 30, 2016 , there were $185 thousand of debt issuance costs recorded as a direct reduction of the carrying value of the partnership’s long-term debt. Scheduled long ‑term debt repayments as of September 30, 2016 , are as follows (in thousands): Year Ending December 31, Amount 2016 $ - 2017 - 2018 - 2019 - 2020 132,665 Thereafter 7,435 Total $ 140,100 Covenant Compliance The partnership, including all of its subsidia ries, was in compliance with its debt covenants as of September 30, 2016 . Capitalized Interest The partnership’s policy is to capitalize interest costs incurred on debt during the construction of major projects. The partner ship had no capitalized interest for the three and nine months ended September 30, 2016 and 2015 . |
Unit-Based Compensation
Unit-Based Compensation | 9 Months Ended |
Sep. 30, 2016 | |
Unit-Based Compensation [Abstract] | |
Unit-Based Compensation | 5. UNIT-BASED COMPENSATION The board of directors of the general partner adopted the LTIP upon completion of the IPO. The LTIP is intended to promote the interests of the partnership, its general partner and affiliates by providing unit-based incentive compensation awards to employees, consultants and directors to encourage superior performance. The LTIP reserves 2,500,000 common units for issuance in the form of options, restricted units, phantom units, distribution equivalent rights, substitute awards, unit appreciation rights, unit awards, profits interest units or other unit-based awards. The partnership measures unit-based compensation grants at fair value on the grant date and records noncash compensation expense related to the awards over the requisite service period. The non-vested unit-based award activity for the nine months ended September 30, 2016 , is as follows: Non-Vested Units Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-vested at December 31, 2015 10,089 $ 14.93 Granted 16,260 15.82 Forfeited (5,333) 14.93 Vested (6,007) 14.69 Non-vested at September 30, 2016 15,009 $ 15.99 0.8 Compensation costs related to the unit-based awards of approximately $60 thousand and $82 thousand were recognized during three and nine months ended September 30, 2016 . A net benefit of $15 thousand was recognized due to a forfeiture during the three months ended March 31, 2016. Compensation costs of approximately $24 thousand were recognized during the three and nine months ended September 30, 2015 . At September 30, 2016 , there was approximately $180 thousand of unrecognized com pensation costs from unit-based awards . |
Partners' Capital
Partners' Capital | 9 Months Ended |
Sep. 30, 2016 | |
Partners' Capital [Abstract] | |
Partners' Capital | 6. PARTNERS’ CAPITAL Components of partners’ capital are as follows (in thousands): Partners' Capital Limited Partners Sponsor Equity in Contributed Assets Common Units- Public Common Units- Green Plains Subordinated Units- Green Plains General Partner Total Balance, December 31, 2015* $ 6,299 $ 161,079 $ (21,088) $ (76,334) $ 1,854 $ 71,810 Quarterly cash distributions to unitholders - (14,016) (5,344) (19,346) (790) (39,496) Acquisition of Hereford and Hopewell assets (6,299) (19,877) (7,581) (27,436) (1,119) (62,312) Acquisition of Abengoa assets - (27,513) (10,483) (37,944) (1,550) (77,490) Net income - 14,324 5,462 19,770 807 40,363 Unit-based compensation, including general partner net contributions - 82 - - 3 85 Balance, September 30, 2016 $ - $ 114,079 $ (39,034) $ (141,290) $ (795) $ (67,040) *Recast to include the historical balances of assets acquired in a transfer between entities under common control. See Notes 1 and 3 to the consolidated financial statements. A rollforward of the number of common and subordinated limited partner units outstanding is as follows: Common Units- Common Units- Subordinated Units- Public Green Plains Green Plains Total Units, December 31, 2015 11,510,089 4,389,642 15,889,642 31,789,373 Units issued under the LTIP 16,260 - - 16,260 Units forfeited under the LTIP (5,333) - - (5,333) Units, September 30, 2016 11,521,016 4,389,642 15,889,642 31,800,300 The partnership’s subordinated units are not entitled to distributions until the common units have received the minimum quarterly distribution for that quarter plus any arrearages of the minimum quarterly distribution from prior quarters. Subordinated units do not accrue arrearages. The partnership agreement authorizes the partnership to issue unlimited additional partnership interests on the terms and conditions determined by the general partner without unitholder approval. Quarterly distributions are made within 45 days after the end of each calendar quarter, assuming the partnership has sufficient available cash. Available cash generally means, all cash and cash equivalents on hand at the end of that quarter less cash reserves established by the general partner plus all or any portion of the cash on hand resulting from working capital borrowings made subsequent to the end of that quarter. On February 12, 2016, the partnership distributed $13.1 million to unitholders of record as of February 5, 2016, related to the quarterly cash distribution of $0.4025 per unit that was declared on January 21, 2016, for the quarter ended December 31, 2015. On May 13, 2016, the partnership distributed $13.1 million to unitholders of record as of May 6, 2016, related to the quarterly cash distribution of $0.4050 per unit that was declared on April 21, 2016, for the quarter ended March 31, 2016. On August 12 , 2016, the partnership distributed $13.3 million to unitholders of record as of August 5, 2016, related to the quarterly cash distribution of $0.41 per unit that was declared on July 20, 2016 , for the quarter ended June 30, 2016. On Octobe r 20, 2016, the board of directors of the general partner declared a quarterly cash distribution of $0.42 per unit, or approximately $13.6 millio n in total, for the quarter ended September 30, 2016. The distribution will be paid on Novembe r 1 4 , 201 6, to unitholders of record as of November 4 , 2016. The allocation of total cash distributions to the general and limited partners applicable to the period the distributions were earned for the three and nine months ended September 30, 2016 , are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 General partner distribution $ 273 $ 259 $ 802 $ 259 Limited partners' distributions: Limited partner common units - public 4,839 4,604 14,222 4,604 Limited partner common units - Green Plains 1,843 1,756 5,421 1,756 Limited partner subordinated units - Green Plains 6,674 6,356 19,624 6,356 Total limited partners' distributions 13,356 12,716 39,267 12,716 Total cash distributions $ 13,629 $ 12,975 $ 40,069 $ 12,975 |
Earnings Per Unit
Earnings Per Unit | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Unit [Abstract] | |
Earnings Per Unit | 7. EARNINGS PER UNIT The partnership computes earnings per unit using the two-class method. Earnings per unit applicable to common and subordinated units is calculated by dividing the respective limited partners’ interest in net income by the weighted average number of common and subordinated units outstanding during the period, adjusted for the dilutive effect of any outstanding dilutive securities. Diluted earnings per limited partner unit is the same as basic earnings per limited partner unit as there were no potentially dilutive common or subordinated units outstanding as of September 30, 2016 . The following tables show the calculation of earnings per limited partner unit – basic and diluted (in thousands, except for per unit data): Three Months Ended September 30, 2016 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income: Distributions declared $ 6,682 $ 6,674 $ 273 $ 13,629 Earnings in excess of distributions 280 279 11 570 Total net income $ 6,962 $ 6,953 $ 284 $ 14,199 Weighted-average units outstanding - basic and diluted 15,910 15,890 Earnings per limited partner unit - basic and diluted $ 0.44 $ 0.44 Nine Months Ended September 30, 2016 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 19,643 $ 19,624 $ 802 $ 40,069 Earnings in excess of distributions 143 146 5 294 Total net income $ 19,786 $ 19,770 $ 807 $ 40,363 Weighted-average units outstanding - basic and diluted 15,902 15,890 Earnings per limited partner unit - basic and diluted $ 1.24 $ 1.24 Three Months Ended September 30, 2015 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income: Distributions declared $ 6,360 $ 6,356 $ 259 $ 12,975 Earnings less than distributions (1,028) (1,027) (41) (2,096) Total net income $ 5,332 $ 5,329 $ 218 $ 10,879 Weighted-average units outstanding - basic and diluted 15,895 15,890 Earnings per limited partner unit - basic and diluted $ 0.34 $ 0.34 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2016 | |
Income Taxes [Abstract] | |
Income Taxes | 8. INCOME TAXES The partne rship is a limited partnership, which is not subject to federal income taxes. The partnership owns a subsidiary , however, that is taxed as a corporation for federal and state income tax purposes. In addition, the partnership is subject to state income taxes in certain states. As a result, the financial statements reflect a provision or benefit for such income taxes. The general partner and the unitholders are responsible for paying federal and state income taxes on their share of the partnership’s taxable income. The MLP predecessor was a single member limited liability company, treated as a non-taxable disregarded entity in Green Plains’ federal and state income tax returns. For periods prior to the IPO, the consolidated financial statements reflect income taxes as if the MLP predecessor had filed separate federal and state tax returns. Under a tax sharing agreement between the MLP predecessor and Green Plains, the MLP predecessor periodically made payments to Green Plains for its share of Green Plains’ tax liabilities. Differences between amounts due to Green Plains under the agreement and the total income tax expense of the MLP predecessor, which were determined as if the MLP predecessor filed separate tax returns, are reflected as member contributions in partners’ capital. These amounts included net contributions of $11 thousand fo r the nine months ended September 30, 2015 . Income taxes for the MLP predecessor were accounted for under the asset and liability method. Deferred tax assets and liabilities were recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for net operating loss and tax credit carry-forwards. Deferred tax assets and liabilities were measured using enacted tax rates expected to be appl ied to taxable income in the years those temporary differences were expected to be recovered or settled. The effect of a change in tax rates on deferred tax assets and liabilities was recognized in income in the period that includes the enactment date. At the closing of the IPO, current and deferred income taxes were settled through equity contributions from Green Plains. At the same time, the MLP predecessor’s participation in the tax sharing agreement was terminated . |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 9. COMMITMENTS AND CONTINGENCIES Operating Leases The partnership leases certain facilities, parcels of land and railcars under agreements that expire on various dates. For accounting purposes, rent expense is based on a straight-line amortization of the total payments required over the term of the lease, which resulted in a deferred lease liability of $ 708 thousand a nd $ 349 thousand as of September 30, 2016 , and December 31, 2015 , respectively. The partnership incurred lease expense s of $6.1 million and $18.7 million d uring the three and nine months ended September 30, 2016 , respectively, and $5.4 million and $16.6 million during the three and nine months ended September 30, 2015 , respectively. Aggregate minimum lease payments under these agreements for the remainder of 2016 and in future years are as follows (in thousands): Year Ending December 31, Amount 2016 $ 5,945 2017 21,571 2018 15,247 2019 10,460 2020 8,403 Thereafter 4,481 Total $ 66,107 In connection with the IPO, the partnership and Green Plains Trade entered into a ten -year storage and throughput agreement, under which Green Plains Trade was obligated to throughput a minimum of 212.5 mmg of product per calendar quarter at the partnership’s storage facilities and pay $0.05 per gallon on all volume it throughputs. Effective January 1, 2016, and September 23, 2016, the storage and throughput agreement was amended in connection with the acquisition of additional ethanol storage and transportation assets. In accordance with the amended agreement, Green Plains Trade is now obligated to throughput a minimum of 296.6 mmg per calendar quarter. For accounting purposes, the partnership records revenues related to this agreement as operating lease revenues. Minimum revenues under this agreement for the remainder of 2016 and in future years are as follows (in thousands): Year Ending December 31, Amount 2016 $ 14,830 2017 59,320 2018 59,320 2019 59,320 2020 59,320 Thereafter 266,940 Total $ 519,050 Service Agreements The partnership entered into agreements for contracted services with certain vendors that require the partnership to pay minimum monthly amounts, which expire on various da tes. The partnersh ip exceeded all minimum commitments under these agreements during the three and nine months ended September 30, 2016 and 2015 . Aggregate minimum payments und er these agreements for the remainder of 2016 and in future years are as follows (in thousands): Year Ending December 31, Amount 2016 $ 307 2017 747 2018 331 2019 - 2020 - Thereafter - Total $ 1,385 Legal Routinely, the partnership may be involved in litigation that arises during the ordinary course of business. The partnership is not currently party to any material litigation. |
Major Customers
Major Customers | 9 Months Ended |
Sep. 30, 2016 | |
Major Customers [Abstract] | |
Major Customers | 10. MAJOR CUSTOMERS Revenues from two customers exceeding 10% of the partnership’s total revenues are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Green Plains Trade $ 24,139 $ 19,247 $ 69,445 $ 21,895 Customer A n/a n/a n/a 2,847 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 11. RELATED PARTY TRANSACTIONS In addition to the related party purchases disclosed in Note 3 – Acquisitions to the consolidated financial statements, t he partnership engages in various related party transactions with Green Plains and subsidiaries of Green Plains. Green Plains provides a variety of shared services to the partnership, including general management, accounting and finance, payroll and human resources, information technology, legal, communications and treasury activities. These costs are proportionally allocated by Green Plains to its subsidiaries based on common financial metrics management believes are reasonable. While these allocated costs are not necessarily representative of costs that may have been incurred if they were from a third party, the partnership believes these costs would not have been materially different had they been determined on a stand-alone basis. The partnership recorded expenses related to these shared services of approximately $0.9 million and $2.7 million for the three and nine months ended September 30, 2016 , respectively, and $0.7 million and $0.9 million for three and nine months ended September 30, 2015 , respectively. In addition, the partnership reimbur ses Green Plains for wages and benefit s of employees directly performing services on its behalf. Green Plains may also pay certain direct costs on behalf of the partnership, which are reimbursed by the partnership. The partnership believes the consolidated financial statements reflect all material costs of doing business related to these operations, including expenses incurred by other entities on its behalf. The partnership has various fee-based commercial agreements with Green Plains Trade. In connection with the IPO, the partnership entered into: · 10 -year storage and throughput agreement; · 6 -year rail transportation services agreement; and · 1 -year trucking transportation agreement. The partnership also assumed: · 2.5 -year terminal services agreement for the Birmingham, Alabama unit train terminal; and · various other terminal services agreements for other fuel terminal facilities, each with Green Plains Trade. The storage and throughput agreement and terminal services agreements are supported by minimum volume commitments. The rail transportation services agreement is supported by minimum take-or-pay capacity commitments. Under the storage and throughput agreement, Green Plains Trade was obligated to throughput a minimum of 212.5 mmg of product per calendar quarter at the partnership’s storage facilities and pay $0.05 per gallon on all volume it throughputs. Effective January 1, 2016, and September 23, 2016, the storage and throughput agreement was amended in connection with the acquisition of certain ethanol storage and leased railcar assets. Under the amended agreement, Green Plains Trade is now obligated to a throughput of 296.6 mmg per calendar quarter. If Green Plains Trade fails to meet its minimum volume commitment during any quarter, Green Plains Trade will pay the partnership a deficiency payment equal to the deficient volume multiplied by the applicable fee. The deficiency payment may be applied as a credit toward volumes throughput by Green Plains Trade in excess of the minimum volume commitment during the next four quarters, after which time any unused credits will expire. Green Pl ains Trade has met its minimum volume commitments for e ach of the quarters since inception of the storage and throughput agreement. Under the rail transportation services agreement, Green Plains Trade is obligated to use the partnership to transport ethanol and other fuels from receipt points identified by Green Plains Trade to nominated delivery points. During the three and nine months ended September 30, 2016 , the average monthly fee was approximately $0.0328 and $0.0343 per gallon, respectively, for the railcar volumetric capacity provided by the partnership, which was 80.6 mmg as of September 30, 2016 . The partnership’s leased railcar fleet consist ed of approximately 3,100 railcars as of September 30, 2016. During the three months ended September 30, 2015, the average monthly fee was approximately $0.0359 per gallon for the railcar volumetric capacity provided by the partnership, which was 66.3 mmg as of September 30, 2015. The partnership’s leased railcar fleet consisted of approximately 2,200 railcars a s of September 30, 2015 . Green Plains Trade is also obligated to use the partnership for logistical operations management and other services related to railcar volumetric capacity. Green Plains Trade is obligated to pay a monthly fee of approximately $0.0013 per gallon for these services. Green Plains Trade reimburses the partnership for costs related to: (1) railcar switching and unloading fees; (2) increased costs related to changes in law or governmental regulation related to the specification, operation or maintenance of railcars; (3) demurrage charges, except when the charges are due to the partnership’s gross negligence or willful misconduct; and (4) fees related to rail transportation services under transportation contracts with third-party common carriers. Since the IPO, Green Plains Trade has entered into lease renewals in the normal course of business at comparable margins. Under the trucking transportation agreement, Green Plains Trade pays the partnership to use its truck transportation services to transport ethanol and other fuels from receipt points identified by Green Plains Trade to nominated delivery points. Green Plains Trade is obligated to pay a monthly trucking transportation services fee equal to the aggregate volume transported in a calendar month by the partnership’s trucks, multiplied by the applicable rate for each trucking lane. Green Plains Trade reimburses the partnership for costs related to: (1) truck switching and unloading fees; (2) increased costs related to changes in law or governmental regulation related to the specification, operation and maintenance of trucks; and (3) fees related to trucking transportation services under transportation contracts with third-party common carriers. Under the Birmingham terminal services agreement, Green Plains Trade is obligated to pay $0.0355 per gallon on its throughput subject to a minimum volume commitment of approximately 2.8 mmg per month of ethanol and other fuels, as well as fees for ancillary services. The partnership recorded revenues from Green Plains Trade under the storage and throughput agreement and rail transportation agreement of $22.5 million and $64.5 million for th e three and nine months ended September 30, 2016 , respectively, and $17.8 million for the three months ended September 30, 2015. The partnership recorded revenues from Green Plains Trade related to trucking and terminal services of $1.6 million and $4.9 million for the three and nine months ended September 30, 2016 , respectively . The MLP predecessor and the partnership recorded revenues from Green Plains Trade related to trucking and terminal services of $1.5 million and $4.1 million for the three and nine months ended September 30, 2015 , respectively. In February 2015, a subsidiary of the MLP predecessor made an equity distribution to Green Plains in the amount of $3.3 million . T he partnership distributed $8.6 million and $25.5 million to Green Plains related to the quarterly cash distribution paid for the three and nine months ended September 30, 2016, respectively, and $8.4 million for the three and nine months ended September 30, 2015. |
Basis of Presentation, Descri17
Basis of Presentation, Description of Business and Summary of Significant Accounting Policies (Policy) | 9 Months Ended |
Sep. 30, 2016 | |
Basis of Presentation, Description of Business and Summary of Significant Accounting Policies [Abstract] | |
Consolidated Financial Statements | Consolidated Financial Statements The consolidated financial statements include the accounts of the partnership and its controlled subsidiaries. All significant intercompany balances and transactions are eliminated on a consolidated basis for reporting purposes. Results for the interim periods presented are not necessarily indicative of the expected results for the entire year. The accompanying unaudited consolidated financial statements are prepared in accordance with GAAP for interim financial information and instructions to Form 10-Q and Article 10 of Regulation S-X. Because they do not include all of the information and footnotes required by GAAP, the consolidated financial statements should be read in conjunction with the partnership’s annual report on Form 10-K for the year ended December 31, 2015, or the 2015 annual report, and the recast Form 8-K filed on May 12, 2016, which retroactively adjusted Items 1, 6, 7, and 15 of our 2015 annual report to give retroactive effect to the acquisition of the ethanol storage and leased railcar assets of the Hereford, Texas and Hopewell, Virginia production facilities. In accordance with GAAP, w hen transferring assets between entities under common control, the entity receiving the net assets initially recognizes the carrying amounts of the assets and liabilities at the date of transfer and the prior period financial statements of the transferee are recast for all periods the transferred operations were part of the parent’s consolidated financial statement s . On July 1, 2015, in addition to the interests of BlendStar, the partnership received the ethanol storage and railcar assets in a transfer between entities under common control. The transferred assets and liabilities are recognized at our parent’s historical cost and reflected retroactively in the consolidated financial statements presented in this report. Expenses related to the ethanol storage and railcar assets, such as depreciation, amortization and railcar lease expenses, are also reflected retroactively in the consolidated financial statements. There were no revenues related to the operation of the contributed ethanol storage and railcar assets for periods prior to July 1, 2015, when the related commercial agreements with Green Plains Trade became effective. Effective January 1, 2016, the partnership acquired the ethanol storage and leased railcar assets of the Hereford, Texas and Hopewell, Virginia production facilities from its sponsor in a transfer between entities under common control. The assets were recognized at historical cost and reflected retroactively along with related expenses for periods prior to the effective date of the acquisition, subsequent to the initial dates the assets were acquired by the sponsor, or October 23, 2015, and November 12, 2015, for Hopewell and Hereford, respectively. There were no revenues related to these assets for periods before January 1, 2016, when amendments to the commercial agreements related to the dropdown became effective. On September 23, 2016, Green Plains acquired three ethanol plants located in Madison, Illinois; Mount Vernon, Indiana and York, Nebraska from subsidiaries of Abengoa S.A. Concurrently with Green Plains’ acquisition of the Abengoa ethanol plants, the partnership acquired the related storage assets for $90 million, accounted for as a transfer between entities under common control, and entered into amendments to the related commercial agreements with Green Plains Trade. Because the assets were acquired concurrently with Green Plains’ acquisition of the three ethanol plants from a third party, the assets were recognized at the preliminary value recorded in Green Plains’ purchase accounting and no retroactive adjustments were required. See Note 3 – Acquisitions to the consolidated financial statements for the impact to partners’ capital. The unaudited financial information reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of the results of operations, financial position and cash flows for the periods presented. The adjustments are normal and recurring in nature, unless otherwise noted. |
Reclassifications | Reclassifications Certain prior year amounts were reclassified to conform to a revised current year presentation. These reclassifications did not affect total revenues, operating expenses, net income or partners’ capital. |
Use of Estimates in the Preparation of Consolidated Financial Statements | Use of Estimates in the Preparation of Consolidated Financial Statements Preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and revenues and expenses during the reporting period. The partnership bases its estimates on historical experience and assumptions it believes are proper and reasonable under the circumstances. The partnership regularly evaluates the appropriateness of these estimates and assumptions. Actual results could differ from those estimates. Key accounting policies, including, but not limited to, those related to depreciation of property and equipment, asset retirement obligations, and impairment of long-lived assets and goodwill are impacted significantly by judgments, assumptions and estimates used to prepare the consolidated financial statements. |
Description of Business | Description of Business The partnership provides fuel storage and transportation services by owning, operating, developing and acquiring ethanol and fuel storage tanks, terminals, transportation assets and other related assets and businesses. The partnership is its parent’s primary downstream logistics provider, supporting its parent’s approximately 1.5 bgy ethanol marketing and distribution business. The partnership’s assets are the principal method of storing and delivering the ethanol the parent produces. The ethanol produced by the parent is fuel and industrial grade, made principally from starch extracted from corn, and is primarily used for blending with gasoline. Ethanol currently comprises approximately 10% of the U.S. gasoline market and is an economical source of octane and oxygenates for blending into the fuel supply. The partnership does not take ownership of, or receive any payments based on the value of the ethanol or other fuels it handles; as a result, the partnership does not have any direct exposure to fluctuations in commodity prices . |
Revenue Recognition | Revenue Recognition The partnership recognizes revenues when all of the following criteria are satisfied: persuasive evidence an arrangement exists; services have been rendered; the price is fixed and determinable; and collectability is reasonably assured. The partnership derives revenues when product is delivered to the customer from its ethanol storage tanks and fuel terminals, and transportation services are performed. The partnership generates a substantial portion of its revenues under fee-based commercial agreements with Green Plains Trade. The partnership’s storage and throughput agreement and certain terminal services agreements with Green Plains Trade are supported by minimum volume commitments. The partnership’s rail transportation services agreement is supported by minimum take-or-pay capacity commitments. Green Plains Trade is required to pay the partnership fees for these minimum commitments regardless of the actual volume, throughput or capacity used for storage or transport. Payment related to volume that was not actually throughput by Green Plains Trade is applied as a credit toward volume in excess of the minimum volume commitment during any of the next four quarters, after which time unused credits expire. The partnership records a liability for deferred revenue in the amount of the credit that may be used in future periods and for charges to customers before the product is delivered. The partnership recognizes revenue and relieves the liability when credits are utilized or expire and when risk of loss is transferred with product delivery to the customer. As a result, a portion of the partnership’s revenues may be associated with cash collected during an earlier period that did not generate cash during the current period. |
Concentrations of Credit Risk | Concentrations of Credit Risk In the normal course of business, the partnership is exposed to credit risk resulting from the possibility a loss may occur due to failure of another party to perform according to the terms of their contract. The partnership provides fuel storage and transportation services for various parties with a significant portion of its revenues earned from Green Plains Trade. The partnership continually monitors its credit risk exposure and concentrations. |
Segment Reporting | Segment Reporting The partnership accounts for segment reporting in accordance with ASC 280, Segment Reporting , which establishes standards for entities reporting information about the operating segments and geographic areas in which they operate. Management evaluated how its chief operating decision maker has organized the partnership for purposes of making operating decisions and assessing performance, and concluded it has one reportable segment. |
Asset Retirement Obligations | Asset Retirement Obligations The partnership records an ARO for the fair value of the estimated costs to retire a tangible long-lived asset in the period it will be incurred if it can be reasonably estimated, which is subsequently adjusted for accretion expense. The corresponding asset retirement costs are capitalized as a long-lived asset and depreciated on a straight-line basis over the asset’s remaining useful life. The expected present value technique used to calculate the fair value of the AROs includes assumptions about costs, settlement dates, interest, accretion and inflation. Changes in assumptions, including the amount or timing of estimated cash flows, could result in increases or decreases to the AROs. The partnership’s AROs are based on legal obligations to perform remedial activity when certain machinery and equipment are disposed and operating leases expire. |
Income Taxes | Income Taxes The partnership is a limited partnership, which is not subject to federal income taxes. The partnership owns a subsidiary, however, that is taxed as a corporation for federal and state income tax purposes. In addition, the partnership is subject to state income taxes in certain states. As a result, the financial statements reflect a provision or benefit for such income taxes. The general partner and the unitholders are responsible for paying federal and state income taxes on their share of the partnership’s taxable income. The partnership recognizes uncertainties in income taxes within the financial statements under a process by which the likelihood of a tax position is gauged based upon the technical merits of the position. Then, a subsequent measurement uses the maximum benefit and degree of likelihood to determine the amount of benefit recognized in the financial statements. The MLP predecessor was a single member limited liability company, treated as a non-taxable disregarded entity in Green Plains’ federal and state income tax returns. For periods prior to the IPO, the consolidated financial statements reflect income taxes as if the MLP predecessor had filed separate federal and state tax returns. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Effective January 1, 2016, the partnership adopted the amended guidance in ASC 835-30, Interest - Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs , which requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The amended guidance has been applied on a retrospective basis and the balance sheet of each individual period presented has been adjusted to reflect the period-specific effects of the new guidance. Effective January 1, 2016, the partnership adopted the amended guidance in ASC 260, Effects on Historical Earnings per Unit of Master Limited Partnership Dropdown Transactions , which specifies how to calculate historical earnings or losses per unit under the two-class method of a transferred business before the date of a dropdown transaction that should be allocated entirely to the sponsor. Effective January 1, 2018, the partnership will adopt the amended guidance in ASC 606, Revenue from Contracts with Customers , which requires revenue recognition to reflect the transfer of promised goods or services to customers. The updated standard permits either the retrospective or cumulative effect transition method. Early application beginning January 1, 2017, is permitted. The partnership does not expect the adoption of this guidance to have a material impact on its consolidated financial statements. Effective January 1, 2019, the partnership will adopt the amended guidance in ASC 842, Leases , which aims to make leasing activities more transparent and comparable and requires substantially all leases to be recognized by lessees on their balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. Early application is permitted. The partnership is currently evaluating the impact adoption of the amended guidance will have on the consolidated financial statements and related disclosures. |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Abengoa Acquisition [Member] | |
Summary of Assets Acquired and Liabilities Assumed | The following is a summary of assets acquired and liabilities assumed (in thousands): Purchase price, September 23, 2016 $ 90,000 Identifiable assets acquired: Property and equipment, net 12,510 Partners' capital effect, September 23, 2016 $ 77,490 |
Hereford and Hopewell Acquisition [Member] | |
Summary of Assets Acquired and Liabilities Assumed | The following is a summary of assets acquired and liabilities assumed (in thousands): Purchase price, January 1, 2016 $ 62,312 Identifiable assets acquired and liabilities assumed: Property and equipment, net 6,447 Asset retirement obligations (148) Total identifiable net assets 6,299 Partners' capital effect, January 1, 2016 $ 56,013 |
Summary of the Results of Operations of the Acquired Assets for the Period of Common Control | The following is a summary of the results of operations of the acquired assets f or the period of common control, or since October 23, 2015, and November 12, 2015, for Hopewell and Hereford, respectively , during the year ended December 31, 2015 (in thousands): Year Ended December 31, 2015 Operations and maintenance $ 232 Depreciation and amortization 41 Total operating expenses 273 Net loss attributable to sponsor $ (273) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Debt [Abstract] | |
Schedule of Long-Term Debt Repayments | Scheduled long ‑term debt repayments as of September 30, 2016 , are as follows (in thousands): Year Ending December 31, Amount 2016 $ - 2017 - 2018 - 2019 - 2020 132,665 Thereafter 7,435 Total $ 140,100 |
Unit-Based Compensation (Tables
Unit-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Unit-Based Compensation [Abstract] | |
Schedule of Non-vested Unit-based Award Activity | The non-vested unit-based award activity for the nine months ended September 30, 2016 , is as follows: Non-Vested Units Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-vested at December 31, 2015 10,089 $ 14.93 Granted 16,260 15.82 Forfeited (5,333) 14.93 Vested (6,007) 14.69 Non-vested at September 30, 2016 15,009 $ 15.99 0.8 |
Partners' Capital (Tables)
Partners' Capital (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Partners' Capital [Abstract] | |
Schedule of Components of Partners' Capital | Components of partners’ capital are as follows (in thousands): Partners' Capital Limited Partners Sponsor Equity in Contributed Assets Common Units- Public Common Units- Green Plains Subordinated Units- Green Plains General Partner Total Balance, December 31, 2015* $ 6,299 $ 161,079 $ (21,088) $ (76,334) $ 1,854 $ 71,810 Quarterly cash distributions to unitholders - (14,016) (5,344) (19,346) (790) (39,496) Acquisition of Hereford and Hopewell assets (6,299) (19,877) (7,581) (27,436) (1,119) (62,312) Acquisition of Abengoa assets - (27,513) (10,483) (37,944) (1,550) (77,490) Net income - 14,324 5,462 19,770 807 40,363 Unit-based compensation, including general partner net contributions - 82 - - 3 85 Balance, September 30, 2016 $ - $ 114,079 $ (39,034) $ (141,290) $ (795) $ (67,040) *Recast to include the historical balances of assets acquired in a transfer between entities under common control. See Notes 1 and 3 to the consolidated financial statements. |
Rollforward of the Number of Common and Subordinated Limited Partner Units Outstanding | A rollforward of the number of common and subordinated limited partner units outstanding is as follows: Common Units- Common Units- Subordinated Units- Public Green Plains Green Plains Total Units, December 31, 2015 11,510,089 4,389,642 15,889,642 31,789,373 Units issued under the LTIP 16,260 - - 16,260 Units forfeited under the LTIP (5,333) - - (5,333) Units, September 30, 2016 11,521,016 4,389,642 15,889,642 31,800,300 |
Schedule of Allocation of Total Cash Distributions to the General and Limited Partners | The allocation of total cash distributions to the general and limited partners applicable to the period the distributions were earned for the three and nine months ended September 30, 2016 , are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 General partner distribution $ 273 $ 259 $ 802 $ 259 Limited partners' distributions: Limited partner common units - public 4,839 4,604 14,222 4,604 Limited partner common units - Green Plains 1,843 1,756 5,421 1,756 Limited partner subordinated units - Green Plains 6,674 6,356 19,624 6,356 Total limited partners' distributions 13,356 12,716 39,267 12,716 Total cash distributions $ 13,629 $ 12,975 $ 40,069 $ 12,975 |
Earnings Per Unit (Tables)
Earnings Per Unit (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Earnings Per Unit [Abstract] | |
Schedule Of Basic And Diluted Earnings Per Unit | The following tables show the calculation of earnings per limited partner unit – basic and diluted (in thousands, except for per unit data): Three Months Ended September 30, 2016 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income: Distributions declared $ 6,682 $ 6,674 $ 273 $ 13,629 Earnings in excess of distributions 280 279 11 570 Total net income $ 6,962 $ 6,953 $ 284 $ 14,199 Weighted-average units outstanding - basic and diluted 15,910 15,890 Earnings per limited partner unit - basic and diluted $ 0.44 $ 0.44 Nine Months Ended September 30, 2016 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 19,643 $ 19,624 $ 802 $ 40,069 Earnings in excess of distributions 143 146 5 294 Total net income $ 19,786 $ 19,770 $ 807 $ 40,363 Weighted-average units outstanding - basic and diluted 15,902 15,890 Earnings per limited partner unit - basic and diluted $ 1.24 $ 1.24 Three Months Ended September 30, 2015 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income: Distributions declared $ 6,360 $ 6,356 $ 259 $ 12,975 Earnings less than distributions (1,028) (1,027) (41) (2,096) Total net income $ 5,332 $ 5,329 $ 218 $ 10,879 Weighted-average units outstanding - basic and diluted 15,895 15,890 Earnings per limited partner unit - basic and diluted $ 0.34 $ 0.34 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies [Abstract] | |
Schedule of Aggregate Minimum Lease Payments | Aggregate minimum lease payments under these agreements for the remainder of 2016 and in future years are as follows (in thousands): Year Ending December 31, Amount 2016 $ 5,945 2017 21,571 2018 15,247 2019 10,460 2020 8,403 Thereafter 4,481 Total $ 66,107 |
Summary of Minimum Future Rental Revenue | Minimum revenues under this agreement for the remainder of 2016 and in future years are as follows (in thousands): Year Ending December 31, Amount 2016 $ 14,830 2017 59,320 2018 59,320 2019 59,320 2020 59,320 Thereafter 266,940 Total $ 519,050 |
Schedule of Aggregate Minimum Service Payments | Aggregate minimum payments und er these agreements for the remainder of 2016 and in future years are as follows (in thousands): Year Ending December 31, Amount 2016 $ 307 2017 747 2018 331 2019 - 2020 - Thereafter - Total $ 1,385 |
Major Customers (Tables)
Major Customers (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Major Customers [Abstract] | |
Schedule of Revenue by Major Customers | Revenues from two customers exceeding 10% of the partnership’s total revenues are as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Green Plains Trade $ 24,139 $ 19,247 $ 69,445 $ 21,895 Customer A n/a n/a n/a 2,847 |
Basis of Presentation, Descri25
Basis of Presentation, Description of Business and Summary of Significant Accounting Policies (Details) $ in Thousands, gal in Billions | Sep. 23, 2016USD ($)property | Sep. 30, 2016USD ($)segmentgal |
Basis of Presentation and Significant Accounting Policies [Line Items] | ||
Acquisition of business, net of cash acquired | $ 90,000 | |
Number of reportable segments | segment | 1 | |
Green Plains Inc. [Member] | ||
Basis of Presentation and Significant Accounting Policies [Line Items] | ||
Ethanol production capacity (in billion gallons) | gal | 1.5 | |
Abengoa Acquisition [Member] | ||
Basis of Presentation and Significant Accounting Policies [Line Items] | ||
Number of ethanol plants | property | 3 | |
Acquisition of business, net of cash acquired | $ 90,000 |
Initial Public Offering (Narrat
Initial Public Offering (Narrative) (Details) | Jul. 01, 2015USD ($)$ / sharesshares |
IPO [Member] | |
Net proceeds received as part of the transaction | $ | $ 157,500,000 |
Underwriting discounts | $ | 10,300,000 |
Structuring fees | $ | 900,000 |
Offering expenses | $ | 3,800,000 |
Distribution to Green Plains Inc. | $ | 155,300,000 |
Proceeds from issuance of Green Plains Partners common units, retained for general partnership purposes | $ | $ 1,300,000 |
Revolving Credit Facility [Member] | |
Debt instrument, term | 5 years |
Revolving Credit Facility [Member] | IPO [Member] | |
Origination fees | $ | $ 900,000 |
Debt instrument, term | 5 years |
Line of credit, maximum borrowing capacity | $ | $ 100,000,000 |
Limited Partners [Member] | IPO [Member] | |
Ownership interest, public, percentage | 35.50% |
Common Units [Member] | IPO [Member] | |
Number of units issued as part of the transaction | 11,500,000 |
Offering price per unit sold to the public | $ / shares | $ 15 |
Partnership [Member] | IPO [Member] | Green Plains Operating Company LLC (“OpCo”) [Member] | |
Limited liability company, ownership interest | 97.75% |
Partnership [Member] | IPO [Member] | Green Plains Ethanol Storage LLC [Member] | |
Limited liability company, ownership interest | 10.32% |
Partnership [Member] | IPO [Member] | Green Plains Trucking II LLC [Member] | |
Limited liability company, ownership interest | 100.00% |
Partnership [Member] | General Partner [Member] | IPO [Member] | Green Plains Operating Company LLC (“OpCo”) [Member] | |
Limited liability company, ownership interest | 2.25% |
Partnership [Member] | Common Units [Member] | IPO [Member] | Green Plains Operating Company LLC (“OpCo”) [Member] | |
Units issued | 3,629,982 |
Partnership [Member] | Common Units [Member] | IPO [Member] | Green Plains Ethanol Storage LLC [Member] | |
Units issued | 649,705 |
Partnership [Member] | Common Units [Member] | IPO [Member] | Green Plains Trucking II LLC [Member] | |
Units issued | 109,955 |
Partnership [Member] | Subordinated Units - Green Plains [Member] | IPO [Member] | Green Plains Operating Company LLC (“OpCo”) [Member] | |
Units issued | 13,139,822 |
Partnership [Member] | Subordinated Units - Green Plains [Member] | IPO [Member] | Green Plains Ethanol Storage LLC [Member] | |
Units issued | 2,351,806 |
Partnership [Member] | Subordinated Units - Green Plains [Member] | IPO [Member] | Green Plains Trucking II LLC [Member] | |
Units issued | 398,014 |
Green Plains Inc. [Member] | Limited Partners [Member] | IPO [Member] | |
Ownership interest, percentage | 62.50% |
Green Plains Inc. [Member] | General Partner [Member] | IPO [Member] | |
Ownership interest, percentage | 2.00% |
Green Plains Inc. [Member] | Common Units [Member] | Limited Partners [Member] | IPO [Member] | |
Units issued | 4,389,642 |
Green Plains Inc. [Member] | Subordinated Units - Green Plains [Member] | Limited Partners [Member] | IPO [Member] | |
Units issued | 15,889,642 |
Omnibus Agreement [Member] | IPO [Member] | |
Right of first offer to acquire assets, maximum term | 5 years |
Fee-based Storage and Throughput Agreement [Member] | IPO [Member] | Green Plains Trade [Member] | |
Service agreement, term | 10 years |
Fee-based Rail Transportation Services Agreement [Member] | IPO [Member] | Green Plains Trade [Member] | |
Service agreement, term | 6 years |
Fee-based Trucking Transportation Agreement [Member] | IPO [Member] | Green Plains Trade [Member] | |
Service agreement, term | 1 year |
Birmingham Terminal Services Agreement [Member] | IPO [Member] | Green Plains Trade [Member] | |
Service agreement, term | 2 years 6 months |
Acquisition (Narrative) (Detail
Acquisition (Narrative) (Details) $ in Thousands | Sep. 23, 2016USD ($)property | Jan. 01, 2016USD ($) |
Abengoa Acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Number of ethanol plants | property | 3 | |
Consideration transferred | $ 90,000 | |
Net assets, historical cost | $ 12,510 | |
Hereford and Hopewell Acquisition [Member] | ||
Business Acquisition [Line Items] | ||
Consideration transferred | $ 62,312 | |
Net assets, historical cost | $ 6,299 |
Acquisition (Summary of Assets
Acquisition (Summary of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Sep. 23, 2016 | Jan. 01, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | [1] |
Business Acquisition [Line Items] | |||||
Partners' capital effect | $ (67,040) | $ 71,810 | |||
Abengoa Acquisition [Member] | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 90,000 | ||||
Property and equipment, net | 12,510 | ||||
Total identifiable net assets | 12,510 | ||||
Partners' capital effect | $ 77,490 | ||||
Hereford and Hopewell Acquisition [Member] | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 62,312 | ||||
Property and equipment, net | 6,447 | ||||
Asset retirement obligations | (148) | ||||
Total identifiable net assets | 6,299 | ||||
Partners' capital effect | $ 56,013 | ||||
[1] | Recast to include the historical balances of assets acquired in a transfer between entities under common control. See Notes 1 and 3 to the consolidated financial statements. |
Acquisition (Summary of the Res
Acquisition (Summary of the Results of Operations of the Acquired Assets for the Period of Common Control) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | |
Business Acquisition [Line Items] | |||||
Operations and maintenance | $ 8,564 | $ 7,715 | $ 25,713 | $ 21,850 | |
Depreciation and amortization | 1,515 | 1,633 | 4,220 | 4,354 | |
Total operating expenses | $ 11,474 | $ 10,380 | $ 33,587 | $ 27,835 | |
Hereford and Hopewell Acquisition [Member] | |||||
Business Acquisition [Line Items] | |||||
Operations and maintenance | $ 232 | ||||
Depreciation and amortization | 41 | ||||
Total operating expenses | 273 | ||||
Net loss attributable to sponsor | $ (273) |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | Jul. 01, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 16, 2016USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |||||||
Capitalized interest | $ 0 | $ 0 | $ 0 | $ 0 | |||
Accounting Standards Update 2015-03 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
New accounting pronouncement, reclassification of debt issuance costs from other assets to long-term debt | 185,000 | 185,000 | $ 221,000 | ||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument, term | 5 years | ||||||
Debt instrument, face amount | $ 100,000,000 | $ 155,000,000 | |||||
Additional amount available under credit facility without consent of the lenders | $ 100,000,000 | ||||||
Line of credit, carrying value | $ 132,000,000 | $ 132,000,000 | $ 0 | ||||
Interest rate, stated percentage | 3.30% | 3.30% | |||||
Minimum [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest coverage ratio | 2.75 | 2.75 | |||||
Maximum [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net leverage ratio | 3.50 | 3.50 | |||||
Base Rate [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, basis for effective rate | base rate plus 1.25% to 2.00% per year | ||||||
Base Rate [Member] | Minimum [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, basis spread on variable rate, percentage | 1.25% | ||||||
Base Rate [Member] | Maximum [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, basis spread on variable rate, percentage | 2.00% | ||||||
LIBOR [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, basis for effective rate | LIBOR rate plus 2.25% to 3.00% | ||||||
LIBOR [Member] | Minimum [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, basis spread on variable rate, percentage | 2.25% | ||||||
LIBOR [Member] | Maximum [Member] | Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest rate, basis spread on variable rate, percentage | 3.00% |
Debt (Schedule of Long-Term Deb
Debt (Schedule of Long-Term Debt Repayments) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Debt [Abstract] | |
2,016 | $ 0 |
2,017 | 0 |
2,018 | 0 |
2,019 | 0 |
2,020 | 132,665 |
Thereafter | 7,435 |
Total | $ 140,100 |
Unit-Based Compensation (Narrat
Unit-Based Compensation (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of shares authorized | 2,500,000 | 2,500,000 | |||
Restricted Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation cost (benefit) | $ 60 | $ (15) | $ 24 | $ 82 | $ 24 |
Unrecognized compensation costs | $ 180 | $ 180 |
Unit-Based Compensation (Schedu
Unit-Based Compensation (Schedule of Non-vested Unit-based Award Activity) (Details) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Unit-Based Compensation [Abstract] | |
Non-Vested Units, Non-vested at December 31, 2015 | shares | 10,089 |
Non-Vested Units, Granted | shares | 16,260 |
Non-Vested Units, Forfeited | shares | (5,333) |
Non-Vested Units, Vested | shares | (6,007) |
Non-Vested Units, Non-vested at September 30, 2016 | shares | 15,009 |
Weighted-Average Grant-Date Fair Value, Non-vested at December 31, 2015 | $ / shares | $ 14.93 |
Weighted-Average Grant-Date Fair Value, Granted | $ / shares | 15.82 |
Weighted-Average Grant-Date Fair Value, Forfeited | $ / shares | 14.93 |
Weighted-Average Grant-Date Fair Value, Vested | $ / shares | 14.69 |
Weighted-Average Grant-Date Fair Value, Non-vested at September 30, 2016 | $ / shares | $ 15.99 |
Weighted-Average Remaining Vesting Term (in years) | 9 months 18 days |
Partners' Capital (Narrative) (
Partners' Capital (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2016 | |
Partners' Capital [Abstract] | |||||
Quarterly distribution declared, per unit | $ 0.42 | $ 0.41 | $ 0.4050 | $ 0.4025 | |
Quarterly cash distribution declared | $ 13,600 | $ 13,300 | $ 13,100 | $ 13,100 | $ 39,496 |
Partners' Capital (Schedule of
Partners' Capital (Schedule of Components of Partners' Capital) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Balance, Beginning period | [1] | $ 71,810 | $ 71,810 | ||||||
Quarterly cash distribution to unitholders | $ (13,600) | $ (13,300) | (13,100) | $ (13,100) | (39,496) | ||||
Net income | 14,199 | $ 10,879 | 40,363 | $ 10,879 | |||||
Unit-based compensation, including general partner net contributions | 85 | ||||||||
Balance, Ending period | (67,040) | 71,810 | [1] | (67,040) | |||||
Sponsor Equity in Contributed Assets [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Balance, Beginning period | [1] | 6,299 | 6,299 | ||||||
Balance, Ending period | [1] | 6,299 | |||||||
General Partner [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Balance, Beginning period | [1] | 1,854 | 1,854 | ||||||
Quarterly cash distribution to unitholders | (790) | ||||||||
Net income | 284 | 218 | 807 | 218 | |||||
Unit-based compensation, including general partner net contributions | 3 | ||||||||
Balance, Ending period | (795) | 1,854 | [1] | (795) | |||||
Common Units - Public [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Balance, Beginning period | [1] | 161,079 | 161,079 | ||||||
Quarterly cash distribution to unitholders | (14,016) | ||||||||
Net income | 14,324 | ||||||||
Unit-based compensation, including general partner net contributions | 82 | ||||||||
Balance, Ending period | 114,079 | 161,079 | [1] | 114,079 | |||||
Common Units - Green Plains [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Balance, Beginning period | [1] | (21,088) | (21,088) | ||||||
Quarterly cash distribution to unitholders | (5,344) | ||||||||
Net income | 5,462 | ||||||||
Balance, Ending period | (39,034) | (21,088) | [1] | (39,034) | |||||
Subordinated Units - Green Plains [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Balance, Beginning period | [1] | $ (76,334) | (76,334) | ||||||
Quarterly cash distribution to unitholders | (19,346) | ||||||||
Net income | 6,953 | $ 5,329 | 19,770 | $ 5,329 | |||||
Balance, Ending period | $ (141,290) | $ (76,334) | [1] | (141,290) | |||||
Abengoa Acquisition [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (77,490) | ||||||||
Abengoa Acquisition [Member] | General Partner [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (1,550) | ||||||||
Abengoa Acquisition [Member] | Common Units - Public [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (27,513) | ||||||||
Abengoa Acquisition [Member] | Common Units - Green Plains [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (10,483) | ||||||||
Abengoa Acquisition [Member] | Subordinated Units - Green Plains [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (37,944) | ||||||||
Hereford and Hopewell Acquisition [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (62,312) | ||||||||
Hereford and Hopewell Acquisition [Member] | Sponsor Equity in Contributed Assets [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (6,299) | ||||||||
Hereford and Hopewell Acquisition [Member] | General Partner [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (1,119) | ||||||||
Hereford and Hopewell Acquisition [Member] | Common Units - Public [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (19,877) | ||||||||
Hereford and Hopewell Acquisition [Member] | Common Units - Green Plains [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | (7,581) | ||||||||
Hereford and Hopewell Acquisition [Member] | Subordinated Units - Green Plains [Member] | Limited Partners [Member] | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||||||
Acquisition of assets | $ (27,436) | ||||||||
[1] | Recast to include the historical balances of assets acquired in a transfer between entities under common control. See Notes 1 and 3 to the consolidated financial statements. |
Partners' Capital (Rollforward
Partners' Capital (Rollforward of the Number of Common and Subordinated Limited Partner Units Outstanding) (Details) | 9 Months Ended |
Sep. 30, 2016shares | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Units, December 31, 2015 | 31,789,373 |
Units issued under the LTIP | 16,260 |
Units forfeited under the LTIP | (5,333) |
Units, September 30, 2016 | 31,800,300 |
Common Units - Public [Member] | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Units, December 31, 2015 | 11,510,089 |
Units issued under the LTIP | 16,260 |
Units forfeited under the LTIP | (5,333) |
Units, September 30, 2016 | 11,521,016 |
Common Units - Green Plains [Member] | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Units, December 31, 2015 | 4,389,642 |
Units, September 30, 2016 | 4,389,642 |
Subordinated Units - Green Plains [Member] | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |
Units, December 31, 2015 | 15,889,642 |
Units, September 30, 2016 | 15,889,642 |
Partners' Capital (Schedule All
Partners' Capital (Schedule Allocation of Total Cash Distributions to the General and Limited Partners) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | $ 13,629 | $ 12,975 | $ 40,069 | $ 12,975 |
General Partner [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | 273 | 259 | 802 | 259 |
Limited Partners [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | 13,356 | 12,716 | 39,267 | 12,716 |
Limited Partners [Member] | Common Units - Public [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | 4,839 | 4,604 | 14,222 | 4,604 |
Limited Partners [Member] | Common Units - Green Plains [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | 1,843 | 1,756 | 5,421 | 1,756 |
Limited Partners [Member] | Subordinated Units - Green Plains [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | $ 6,674 | $ 6,356 | $ 19,624 | $ 6,356 |
Earnings Per Unit (Narrative) (
Earnings Per Unit (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Common Units [Member] | ||
Earnings Per Unit [Line Items] | ||
Potentially dilutive common or subordinated units outstanding | 0 | 0 |
Subordinated Units - Green Plains [Member] | ||
Earnings Per Unit [Line Items] | ||
Potentially dilutive common or subordinated units outstanding | 0 | 0 |
Earnings Per Unit (Schedule of
Earnings Per Unit (Schedule of Basic and Diluted Earnings Per Unit) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Earnings Per Unit [Line Items] | ||||
Distributions declared | $ 13,629 | $ 12,975 | $ 40,069 | $ 12,975 |
Earnings in excess of (less than) distributions | 570 | (2,096) | 294 | |
Net income attributable to the partnership | 14,199 | 10,879 | 40,363 | 10,879 |
Limited Partners [Member] | ||||
Earnings Per Unit [Line Items] | ||||
Distributions declared | 13,356 | 12,716 | 39,267 | 12,716 |
General Partner [Member] | ||||
Earnings Per Unit [Line Items] | ||||
Distributions declared | 273 | 259 | 802 | 259 |
Earnings in excess of (less than) distributions | 11 | (41) | 5 | |
Net income attributable to the partnership | 284 | 218 | 807 | 218 |
Common Units [Member] | Limited Partners [Member] | ||||
Earnings Per Unit [Line Items] | ||||
Distributions declared | 6,682 | 6,360 | 19,643 | |
Earnings in excess of (less than) distributions | 280 | (1,028) | 143 | |
Net income attributable to the partnership | $ 6,962 | $ 5,332 | $ 19,786 | $ 5,332 |
Weighted average limited partner units outstanding (basic and diluted) | 15,910 | 15,895 | 15,902 | 15,895 |
Earnings per limited partner unit (basic and diluted) | $ 0.44 | $ 0.34 | $ 1.24 | $ 0.34 |
Subordinated Units - Green Plains [Member] | Limited Partners [Member] | ||||
Earnings Per Unit [Line Items] | ||||
Distributions declared | $ 6,674 | $ 6,356 | $ 19,624 | $ 6,356 |
Earnings in excess of (less than) distributions | 279 | (1,027) | 146 | |
Net income attributable to the partnership | $ 6,953 | $ 5,329 | $ 19,770 | $ 5,329 |
Weighted average limited partner units outstanding (basic and diluted) | 15,890 | 15,890 | 15,890 | 15,890 |
Earnings per limited partner unit (basic and diluted) | $ 0.44 | $ 0.34 | $ 1.24 | $ 0.34 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
MLP Predecessor [Member] | |
Member contributions (distributions), tax amounts | $ 11 |
Commitments and Contingencies41
Commitments and Contingencies (Narrative) (Details) $ in Thousands, gal in Millions | Sep. 23, 2016gal | Jul. 01, 2015$ / galgal | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015USD ($) |
Other Commitments [Line Items] | |||||||
Deferred lease liability | $ | $ 708 | $ 708 | $ 349 | ||||
Lease expenses | $ | $ 6,100 | $ 5,400 | $ 18,700 | $ 16,600 | |||
Fee-based Storage and Throughput Agreement [Member] | Green Plains Trade [Member] | |||||||
Other Commitments [Line Items] | |||||||
Quarterly minimum volume commitment, throughput capacity (in gallons) | gal | 296.6 | ||||||
IPO [Member] | Fee-based Storage and Throughput Agreement [Member] | |||||||
Other Commitments [Line Items] | |||||||
Ethanol storage and throughput agreement | 10 years | ||||||
IPO [Member] | Fee-based Storage and Throughput Agreement [Member] | Green Plains Trade [Member] | |||||||
Other Commitments [Line Items] | |||||||
Quarterly minimum volume commitment, throughput capacity (in gallons) | gal | 212.5 | ||||||
Throughput, price per gallon | $ / gal | 0.05 |
Commitments and Contingencies42
Commitments and Contingencies (Schedule of Aggregate Minimum Lease Payments) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Commitments and Contingencies [Abstract] | |
2,016 | $ 5,945 |
2,017 | 21,571 |
2,018 | 15,247 |
2,019 | 10,460 |
2,020 | 8,403 |
Thereafter | 4,481 |
Total | $ 66,107 |
Commitments and Contingencies43
Commitments and Contingencies (Summary of Minimum Future Rental Revenue) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Commitments and Contingencies [Abstract] | |
2,016 | $ 14,830 |
2,017 | 59,320 |
2,018 | 59,320 |
2,019 | 59,320 |
2,020 | 59,320 |
Thereafter | 266,940 |
Total | $ 519,050 |
Commitments and Contingencies44
Commitments and Contingencies (Schedule of Aggregate Minimum Service Payments) (Details) $ in Thousands | Sep. 30, 2016USD ($) |
Commitments and Contingencies [Abstract] | |
2,016 | $ 307 |
2,017 | 747 |
2,018 | 331 |
2,019 | 0 |
2,020 | 0 |
Thereafter | 0 |
Total | $ 1,385 |
Major Customers (Details)
Major Customers (Details) | 9 Months Ended |
Sep. 30, 2016customer | |
Revenue From Third-party Customers Exceeded 10% of Company's Total Revenue [Member] | |
Revenue, Major Customer [Line Items] | |
Number of customers | 2 |
Major Customers (Schedule of Re
Major Customers (Schedule of Revenue by Major Customers) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue, Major Customer [Line Items] | ||||
Revenues | $ 26,205 | $ 21,410 | $ 75,487 | $ 28,251 |
Green Plains Trade Group LLC [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | $ 24,139 | $ 19,247 | $ 69,445 | 21,895 |
Customer A [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Revenues | $ 2,847 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands, gal in Millions | Sep. 23, 2016gal | Jul. 01, 2015$ / galgal | Feb. 28, 2015USD ($) | Sep. 30, 2016USD ($)$ / galitemgal | Sep. 30, 2015USD ($)$ / galitemgal | Sep. 30, 2016USD ($)$ / galitemgal | Sep. 30, 2015USD ($)itemgal |
Related Party Transaction [Line Items] | |||||||
Shared services expenses | $ 900 | $ 700 | $ 2,700 | $ 900 | |||
Revenue from related parties | 24,139 | 19,247 | 69,445 | 21,895 | |||
Green Plains Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Distribution to Green Plains | (8,600) | (8,400) | (25,500) | $ (8,400) | |||
Green Plains Trade [Member] | Fee-based Storage and Throughput and Rail Transporatation Agreements [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue from related parties | $ 22,500 | $ 17,800 | $ 64,500 | ||||
Green Plains Trade [Member] | Fee-based Storage and Throughput Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Quarterly minimum volume commitment, throughput capacity (in gallons) | gal | 296.6 | ||||||
Green Plains Trade [Member] | Fee-based Rail Transportation Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Railcar volumetric capacity, average monthly fee, price per gallon | $ / gal | 0.0328 | 0.0359 | 0.0343 | ||||
Railcar volumetric capacity (in gallons) | gal | 80.6 | 66.3 | 80.6 | 66.3 | |||
Number of railcars in fleet | item | 3,100 | 2,200 | 3,100 | 2,200 | |||
Logistical operations management and other services, monthly fee, price per gallon | $ / gal | 0.0013 | ||||||
Green Plains Trade [Member] | Birmingham Terminal Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Quarterly minimum volume commitment, throughput capacity (in gallons) | gal | 2.8 | ||||||
Throughput, price per gallon | $ / gal | 0.0355 | ||||||
MLP Predecessor [Member] | Green Plains Inc. [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Member contributions (distributions) | $ (3,300) | ||||||
MLP Predecessor [Member] | Green Plains Trade [Member] | Fee-based Trucking Transportation and Terminal Services Agreements [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Revenue from related parties | $ 1,600 | $ 1,500 | $ 4,900 | $ 4,100 | |||
IPO [Member] | Green Plains Trade [Member] | Fee-based Storage and Throughput Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Service agreement, term | 10 years | ||||||
Quarterly minimum volume commitment, throughput capacity (in gallons) | gal | 212.5 | ||||||
Throughput, price per gallon | $ / gal | 0.05 | ||||||
IPO [Member] | Green Plains Trade [Member] | Fee-based Rail Transportation Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Service agreement, term | 6 years | ||||||
IPO [Member] | Green Plains Trade [Member] | Fee-based Trucking Transportation Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Service agreement, term | 1 year | ||||||
IPO [Member] | Green Plains Trade [Member] | Birmingham Terminal Services Agreement [Member] | |||||||
Related Party Transaction [Line Items] | |||||||
Service agreement, term | 2 years 6 months |