Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 14, 2019 | Jun. 30, 2018 | |
Document and Entity Information [Abstract] | |||
Document type | 10-K | ||
Amendment flag | false | ||
Document period end date | Dec. 31, 2018 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,018 | ||
Entity registrant name | Green Plains Partners LP | ||
Entity central index key | 1,635,650 | ||
Current fiscal year end date | --12-31 | ||
Entity filer category | Accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 270.1 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Trading symbol | gpp | ||
Entity Common Stock, Shares Outstanding | 23,137,695 | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | true | ||
Entity Shell Company | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 569 | $ 502 |
Accounts receivable | 1,460 | 2,640 |
Accounts receivable from affiliates | 13,897 | 17,334 |
Amortizable lease costs | 96 | |
Prepaid expenses and other | 690 | 1,062 |
Total current assets | 16,616 | 21,634 |
Property and equipment, net | 40,911 | 48,305 |
Goodwill | 10,598 | 10,598 |
Investment in equity method investees | 3,648 | 2,237 |
Note receivable | 8,100 | 8,100 |
Other assets | 1,271 | 1,394 |
Total assets | 81,144 | 92,268 |
Current liabilities | ||
Accounts payable | 2,501 | 5,854 |
Accounts payable to affiliates | 676 | 2,106 |
Accrued and other liabilities | 4,089 | 6,684 |
Asset retirement obligations | 674 | 192 |
Unearned revenue | 248 | 1,222 |
Total current liabilities | 8,188 | 16,058 |
Long-term debt | 142,025 | 134,875 |
Deferred lease liability | 843 | 797 |
Asset retirement obligations | 2,542 | 3,384 |
Total liabilities | 153,598 | 155,114 |
Commitments and contingencies (Note 14) | ||
Total partners' capital | (72,454) | (62,846) |
Total liabilities and partners' capital | 81,144 | 92,268 |
General Partner [Member] | ||
Current liabilities | ||
Total partners' capital | (1,171) | (712) |
Common Units - Public [Member] | Limited Partners [Member] | ||
Current liabilities | ||
Total partners' capital | 115,352 | 115,747 |
Common Units - Green Plains [Member] | Limited Partners [Member] | ||
Current liabilities | ||
Total partners' capital | $ (186,635) | (38,505) |
Subordinated Units [Member] | Limited Partners [Member] | ||
Current liabilities | ||
Total partners' capital | $ (139,376) |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - Limited Partners [Member] - shares | Dec. 31, 2018 | Dec. 31, 2017 |
Common Units - Public [Member] | ||
Units issued | 11,551,147 | 11,532,565 |
Units outstanding | 11,551,147 | 11,532,565 |
Common Units - Green Plains [Member] | ||
Units issued | 11,586,548 | 4,389,642 |
Units outstanding | 11,586,548 | 4,389,642 |
Subordinated Units [Member] | ||
Units issued | 0 | 15,889,642 |
Units outstanding | 0 | 15,889,642 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenues | |||
Affiliate | $ 94,267 | $ 100,808 | $ 95,470 |
Non-affiliate | 6,481 | 6,185 | 8,302 |
Total revenues | 100,748 | 106,993 | 103,772 |
Operating expenses | |||
Operations and maintenance (excluding depreciation and amortization reflected below) | 30,866 | 33,501 | 34,211 |
General and administrative | 5,258 | 4,223 | 4,423 |
Depreciation and amortization | 4,442 | 5,111 | 5,647 |
Gain on assignment of operating leases | (2,721) | ||
Total operating expenses | 37,845 | 42,835 | 44,281 |
Operating income | 62,903 | 64,158 | 59,491 |
Other income (expense) | |||
Interest income | 81 | 81 | 83 |
Interest expense | (7,307) | (5,402) | (2,545) |
Other, net | 119 | 150 | |
Total other expense | (7,107) | (5,171) | (2,462) |
Income before income taxes and loss from equity method investees | 55,796 | 58,987 | 57,029 |
Income tax expense | (101) | (109) | (224) |
Loss from equity method investees | (14) | (11) | |
Net income | 55,681 | 58,867 | 56,805 |
Net income attributable to the partnership | 55,681 | 58,867 | 56,805 |
General Partner [Member] | |||
Other income (expense) | |||
Net income attributable to the partnership | 1,114 | 1,177 | 1,136 |
Net income attributable to partners' ownership interests: General partner | 1,114 | 1,177 | 1,136 |
Limited Partners [Member] | Common Units [Member] | |||
Other income (expense) | |||
Net income attributable to the partnership | 37,868 | 28,869 | 27,848 |
Net income attributable to partners' ownership interests: Limited partners | $ 37,868 | $ 28,869 | $ 27,848 |
Earnings per limited partner unit (basic and diluted): | |||
Earnings per limited partner unit (basic and diluted) | $ 1.81 | $ 1.81 | $ 1.75 |
Weighted average limited partner units outstanding (basic and diluted): | |||
Weighted average limited partner units outstanding (basic and diluted) | 20,950,000 | 15,916,000 | 15,904,000 |
Limited Partners [Member] | Subordinated Units [Member] | |||
Other income (expense) | |||
Net income attributable to the partnership | $ 16,699 | $ 28,821 | $ 27,821 |
Net income attributable to partners' ownership interests: Limited partners | $ 16,699 | $ 28,821 | $ 27,821 |
Earnings per limited partner unit (basic and diluted): | |||
Earnings per limited partner unit (basic and diluted) | $ 1.71 | $ 1.81 | $ 1.75 |
Weighted average limited partner units outstanding (basic and diluted): | |||
Weighted average limited partner units outstanding (basic and diluted) | 9,752,000 | 15,890,000 | 15,890,000 |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital - USD ($) $ in Thousands | Assets of Hereford, Texas and Hopewell, Virginia [Member]Common Units - Public [Member]Limited Partners [Member] | Assets of Hereford, Texas and Hopewell, Virginia [Member]Common Units - Green Plains [Member]Limited Partners [Member] | Assets of Hereford, Texas and Hopewell, Virginia [Member]Subordinated Units [Member]Limited Partners [Member] | Assets of Hereford, Texas and Hopewell, Virginia [Member]Sponsor Equity in Contributed Assets [Member] | Assets of Hereford, Texas and Hopewell, Virginia [Member]General Partner [Member] | Assets of Hereford, Texas and Hopewell, Virginia [Member] | Assets of Abengoa [Member]Common Units - Public [Member]Limited Partners [Member] | Assets of Abengoa [Member]Common Units - Green Plains [Member]Limited Partners [Member] | Assets of Abengoa [Member]Subordinated Units [Member]Limited Partners [Member] | Assets of Abengoa [Member]General Partner [Member] | Assets of Abengoa [Member] | Common Units - Public [Member]Limited Partners [Member] | Common Units - Green Plains [Member]Limited Partners [Member] | Subordinated Units [Member]Limited Partners [Member] | Sponsor Equity in Contributed Assets [Member] | General Partner [Member] | Total | |
Balance, Beginning period at Dec. 31, 2015 | [1] | $ 161,079 | $ (21,088) | $ (76,334) | $ 6,299 | $ 1,854 | $ 71,810 | |||||||||||
Quarterly cash distributions to unitholders | (18,855) | (7,187) | (26,020) | (1,063) | (53,125) | |||||||||||||
Acquisition of assets | $ (19,877) | $ (7,581) | $ (27,436) | $ (6,299) | $ (1,119) | $ (62,312) | $ (27,513) | $ (10,483) | $ (37,944) | $ (1,550) | $ (77,490) | |||||||
Net income | 20,162 | 7,686 | 27,821 | 1,136 | 56,805 | |||||||||||||
Unit-based compensation, including general partner net contributions | 143 | 3 | 146 | |||||||||||||||
Balance, Ending period at Dec. 31, 2016 | 115,139 | (38,653) | (139,913) | (739) | (64,166) | |||||||||||||
Quarterly cash distributions to unitholders | (20,519) | (7,813) | (28,284) | (1,155) | (57,771) | |||||||||||||
Net income | 20,908 | 7,961 | 28,821 | 1,177 | 58,867 | |||||||||||||
Unit-based compensation, including general partner net contributions | 219 | 5 | 224 | |||||||||||||||
Balance, Ending period at Dec. 31, 2017 | 115,747 | (38,505) | (139,376) | (712) | (62,846) | |||||||||||||
Quarterly cash distributions to unitholders | (21,872) | (15,866) | (22,563) | (1,504) | (61,805) | |||||||||||||
Net income | 21,200 | 16,668 | 16,699 | 1,114 | 55,681 | |||||||||||||
Unit-based compensation, including general partner net contributions | 277 | 6 | 283 | |||||||||||||||
Conversion of subordinated units | (145,240) | $ 145,240 | ||||||||||||||||
Disposition of Bluffton, Lakota, and Riga assets | 114,790 | 2,343 | 117,133 | |||||||||||||||
Retirement of units | (118,482) | (2,418) | (120,900) | |||||||||||||||
Balance, Ending period at Dec. 31, 2018 | $ 115,352 | $ (186,635) | $ (1,171) | $ (72,454) | ||||||||||||||
[1] | Recast to include historical equity effects related to balances of net assets acquired in a transfer between entities under common control. See Notes 1 and 4 in the accompanying notes to consolidated financial statements for further discussion |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net income | $ 55,681 | $ 58,867 | $ 56,805 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 4,442 | 5,111 | 5,647 |
Accretion | 65 | 238 | 236 |
Amortization of debt issuance costs | 793 | 492 | 299 |
Increase in deferred lease liability | 46 | 58 | 390 |
Unit-based compensation | 277 | 219 | 143 |
Loss from equity method investees | 14 | 11 | |
Gain on assignment of operating leases | (2,721) | ||
Other | (43) | 20 | (2) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 1,240 | (1,127) | (947) |
Accounts receivable from affiliates | 3,437 | 1,443 | (4,430) |
Prepaid expenses and other assets | 372 | 58 | (44) |
Accounts payable and accrued liabilities | (6,826) | (1,494) | 3,703 |
Accounts payable to affiliates | (1,430) | 185 | 383 |
Other | 44 | (27) | 12 |
Net cash provided by operating activities | 55,391 | 64,054 | 62,195 |
Cash flows from investing activities | |||
Purchases of property and equipment, net | (1,256) | (1,914) | (537) |
Proceeds from assignment of operating leases | 2,721 | ||
Contributions to equity method investees | (1,425) | (2,248) | |
Acquisition of assets from sponsor | (62,312) | ||
Acquisition of assets | (90,000) | ||
Net cash provided by (used by) investing activities | 40 | (4,162) | (152,849) |
Cash flows from financing activities | |||
Payments of distributions | (61,805) | (57,771) | (53,125) |
Proceeds from revolving credit facility | 83,100 | 70,100 | 218,000 |
Payments on revolving credit facility | (76,000) | (72,200) | (89,000) |
Payments of loan fees | (665) | (146) | (987) |
Other | 6 | 5 | 3 |
Net cash provided by (used in) financing activities | (55,364) | (60,012) | 74,891 |
Net change in cash and cash equivalents | 67 | (120) | (15,763) |
Cash and cash equivalents, beginning of period | 502 | 622 | 16,385 |
Cash and cash equivalents, end of period | 569 | 502 | 622 |
Non-cash investing and financing activity: | |||
Transfer of assets and liabilities in equity exchange with parent | (3,767) | ||
Property and equipment sale in accounts receivable | 60 | ||
Supplemental disclosures of cash flow: | |||
Cash paid for income taxes | 124 | 143 | 248 |
Cash paid for interest | $ 6,439 | $ 4,973 | $ 2,189 |
Basis of Presentation and Descr
Basis of Presentation and Description of Business | 12 Months Ended |
Dec. 31, 2018 | |
Basis of Presentation and Description of Business [Abstract] | |
Basis of Presentation and Description of Business | 1. BASIS OF PRESENTATION AND DESCRIPTION OF BUSINESS Organization References to “we,” “our,” “us” or the “partnership” refer to Green Plains Partners LP and its subsidiaries. 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, prepared in accordance with GAAP, include the accounts of the Green Plains Partners LP and its subsidiaries. All significant intercompany balances and transactions are eliminated on a consolidated basis for reporting purposes. In accordance with GAAP, when 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 statements. On July 1, 2015, in addition to the interests of BlendStar, the partnership obtained the ethanol storage and railcar assets 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. 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. On January 1, 2016, the partnership acquired the ethanol storage and leased railcar assets of the Hereford, Texas and Hopewell, Virginia ethanol production facilities for $62.3 million 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, on 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 became effective. On September 23, 2016, the partnership acquired the ethanol storage assets located in Madison, Illinois; Mount Vernon, Indiana and York, Nebraska for $90 million related to three ethanol plants, which occurred concurrently with the acquisition of these facilities by Green Plains from subsidiaries of Abengoa S.A. The transaction was accounted for as a transfer between entities under common control and the assets were recognized at the preliminary value recorded in Green Plains’ purchase accounting. No retroactive adjustments were required. In February 2017, the partnership and Delek Renewables LLC formed NLR Energy Logistics LLC, a 50/50 joint venture, to build an ethanol unit train terminal in the Little Rock, Arkansas area with capacity to unload 110 -car unit trains and provide approximately 100,000 barrels of storage. Construction of the terminal was completed during the first quarter of 2018 at a total cost of approximately $7.0 million. Operations commenced at the beginning of the second quarter and the first unit train was received in July 2018. The NLR investment is accounted for using the equity method of accounting. Under this method, an investment is recorded at the acquisition cost plus the partnership’s share of equity in undistributed earnings or losses since acquisition, and reduced by distributions received and the amortization of excess net investment. The partnership’s proportionate share of the equity investments’ earnings or losses are reported on a one-month lag as a separate line item in the consolidated financial statements. On November 15, 2018, Green Plains closed on the sale of three of its ethanol plants located in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan to Valero Renewable Fuels Company, LLC (“Valero”) . Correspondingly, the partnership’s storage assets located adjacent to such plants were sold to Green Plains for $120.9 million. As consideration , the partnership received from its parent 8.7 million Green Plains units and a portion of the general partner interest equating to 0.2 million equivalent limited partner units to maintain the general partner’s 2% interest. The se units were retired upon receipt. In addition, the partnership a lso received cash consideration of $2.7 million from Valero for the assignment of certain railcar operating leases. On November 15, 2018, Green Plains announced the permanent closure of its ethanol plant located in Hopewell, Virginia. The closure did not affect the partnership’s quarterly storage and throughput minimum volume commitment with Green Plains Trade or the current transload operations at that location . 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 and 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 to support the parent’s approximately 1.1 bgy ethanol marketing and distribution business since 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 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 . |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Summary Of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents The partnership considers short-term highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents include bank deposits. Revenue Recognition On January 1, 2018, the partnership adopted the amended guidance in ASC Topic 606, Revenue from Contracts with Customers . The partnership recognizes revenue when obligations under the terms of a contract with a customer are satisfied. Generally this occurs with the completion of services or the transfer of control of products to the customer or another specified third party. For contracts with customers in which a take-or-pay commitment exists, any minimum volume deficiency charges are recognized as revenue in the period incurred and are not allowed to be credited towards excess volumes in future periods. The partnership generates a substantial portion of its revenues under fee-based commercial agreements with Green Plains Trade. Operating lease revenue related to minimum volume commitments is recognized on a straight-line basis over the term of the lease. To the extent shortfalls associated with minimum volume commitments in the previous four quarters continue to exist, volumes in excess of the minimum volume commitment are applied to those shortfalls. Remaining excess volumes generating operating lease revenue are recognized as incurred. Please refer to Note 3 - Revenue to the consolidated financial statements for further details. 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. Trade Accounts Receivable Trade accounts receivable are recorded at the invoiced amount. The partnership assesses the need for an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In assessing the required allowance, the partnership considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, current receivables’ aging and current payment patterns. The partnership does not have any off-balance-sheet credit exposure related to its customers. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation of these assets is generally computed using the straight-line method over the following estimated useful lives of the assets: Years Buildings and improvements 10 -40 Tanks and terminal equipment 15 -40 Rail and rail equipment 10 -22 Other machinery and equipment 5 -7 Computers and software 3 -5 Office furniture and equipment 5 -7 Expenditures for land are capitalized at cost. Expenditures for property, equipment, and improvements are capitalized at cost and depreciated over their respective useful lives. Costs of repairs and maintenance are charged to expense as incurred. The partnership periodically evaluates whether events and circumstances have occurred that may warrant revision of the estimated useful life of its fixed assets. 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 incurred if it can be reasonably estimated, which is subsequently adjusted for accretion expense. 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, such as the amount or timing of estimated cash flows, could increase or decrease the AROs. The partnership’s AROs are based on legal obligations to perform remedial activity related to land, machinery and equipment when certain operating leases expire. Impairment of Long-Lived Assets The partnership reviews its long-lived assets, currently consisting primarily of property and equipment, for impairment when events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. Recoverability of assets to be held and used is measured by comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Significant management judgment is required in determining the fair value of long-lived assets to measure impairment, including projections of future discounted cash flows. No impairment charges were recorded for the periods reported. Goodwill Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The determination of goodwill takes into consideration the fair value of net tangible and intangible assets. The partnership’s goodwill currently is comprised of amounts recognized by the MLP predecessor related to terminal services assets. The partnership reviews goodwill at the reporting unit level for impairment at least annually, as of October 1, or more frequently when events or changes in circumstances indicate that impairment may have occurred. Effective January 1, 2018, the partnership early adopted the amended guidance in ASC Topic 350, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the amended guidance, an entity may first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test shall be used to identify goodwill impairment and measure the amount of a goodwill impairment loss to be recognized (if any). The partnership performed its annual goodwill assessment as of October 1, 2018, using a qualitative assessment, which resulted in no goodwill impairment. For additional information, please refer to Note 7 – Goodwill . 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. 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. Financing Costs Fees and costs related to securing debt financing are recorded as financing costs. Debt issuance costs are stated at cost and are amortized utilizing the effective interest method for term loans and on a straight-line basis for revolving credit arrangements over the life of the agreements. However, during periods of construction, amortization of such costs is capitalized in construction-in-progress. Operations and Maintenance Expenses The partnership’s operations and maintenance expenses consist primarily of lease expenses related to the transportation assets, labor expenses, outside contractor expenses, insurance premiums, repairs and maintenance expenses and utility costs. These expenses also include fees for certain management, maintenance and operational services to support the facilities, trucks, and the leased railcar fleet allocated by Green Plains under the operational services and secondment agreement. General and Administrative Expenses General and administrative expenses are primarily general and administrative expenses for employee salaries, incentives and benefits; office expenses; director compensation; and professional fees for accounting, legal, consulting, and investor relations activities. Unit-Based Compensation The partnership recognizes compensation cost using a fair value based method whereby compensation cost is measured at the grant date based on the value of the award and is recognized over the service period, which is usually the vesting period. Units issued for compensation are valued using the market price of the stock on the date of the related agreement. Earnings Per Unit The partnership has identified common units and subordinated units prior to the expiration of the subordination period as participating securities and computes earnings per limited partner unit using the two-class method. Earnings per limited partner unit is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of common and subordinated units outstanding during the period, adjusted for the dilutive effect of any outstanding dilutive securities. Investments in Equity Method Investees The partnership accounts for investments in which the partnership exercises significant influence using the equity method so long as the partnership (i) does not control the investee and (ii) is not the primary beneficiary of the entity. The partnership recognizes these investments as a separate line item in the consolidated balance sheets. The partnership recognizes its proportionate share of earnings or loss on a one-month lag as a separate line item in the consolidated statements of operations. The partnership recognizes losses in the value of equity method investees when there is evidence of an other-than-temporary decrease in value. Evidence of a loss might include, but would not necessarily be limited to, the inability to recover the carrying amount of the investment or the inability of the equity method investee to sustain an earnings capacity that justifies the carrying amount of the investment. The current fair value of an investment that is less than its carrying amount may indicate a loss in value of the investment. The partnership evaluates equity method investments when there is evidence an investment may be impaired. Distributions paid to the partnership from unconsolidated affiliates are classified as operating activities in the consolidated statements of cash flows until the cumulative distributions exceed the partnership’s proportionate share of income from the unconsolidated affiliate since the date of initial investment. The amount of cumulative distributions paid to the partnership that exceeds the cumulative proportionate share of income in each period represents a return of investment, which is classified as an investing activity in the consolidated statements of cash flows. Recent Accounting Pronouncements On January 1, 2018, the partnership adopted the amended guidance in ASC Topic 606, Revenue from Contracts with Customers . Please refer to Note 3 - Revenue to the consolidated financial statements for further details. Effective January 1, 2018, the partnership early adopted the amended guidance in ASC Topic 350, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the amended guidance, an entity may first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test shall be used to identify goodwill impairment and measure the amount of a goodwill impairment loss to be recognized (if any). The amended guidance was applied prospectively when the annual impairment testing was performed in the current year. The new guidance did not have a material impact on the consolidated financial statements. Effective January 1, 2019, the partnership will adopt the amended guidance in ASC Topic 842, Leases , which aims to make leasing activities more transparent and comparable, requiring substantially all leases to be recognized by lessees on the balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. The new standard is effective for fiscal years and interim periods within those years, beginning after December 15, 2018. The standard requires a modified retrospective transition approach and allows for early adoption. In July 2018, the FASB issued Accounting Standards Update, Leases (Topic 842): Targeted Improvements , which provides an option to apply the transition provisions of the new standard at adoption date instead of the earliest comparative period presented in the financial statements. The partnership will elect to use this optional transition method. The partnership has implemented a lease accounting system, which will assist in delivering the required accounting changes and disclosures under ASC Topic 842. The partnership expects the adoption of the new standard to result in recognition of approximately $40 million in right-of -use assets and lease liabilities on the partnership’s consolidated balance sheet, primarily due to operating leases that are currently not recognized on the balance sheet. The impact to revenue streams reported as operating lease revenue is expected to be immaterial . The partnership plans to elect the non-lease component separation practical expedient to include both the lease and nonlease components as a single component and account for them as a lease. In addition, the partnership expects to make an accounting policy election that will keep certain leases with a term of 12 months or less off the balance sheet and result in recognizing those lease payments on a straight-line basis over the lease term. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2018 | |
Revenue [Abstract] | |
Revenue | 3. REVENUE Adoption of ASC Topic 606 On January 1, 2018, the partnership adopted the amended guidance in ASC Topic 606, Revenue from Contracts with Customers , and all related amendments (“new revenue standard”) and applied it to all contracts using the modified retrospective transition method. There was no adjustment required to the consolidated January 1, 2018, balance sheet for the adoption of the new revenue standard. Comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. In addition, there was no impact of adoption on the consolidated statement of operations or balance sheet for the year ended December 31, 2018. Revenue Recognition The partnership recognizes revenue when obligations under the terms of a contract with a customer are satisfied. Generally this occurs with the completion of services or the transfer of control of products to the customer or another specified third party. Revenue is measured as the amount of consideration expected to be received in exchange for providing services. Revenue by Source The following table disaggregates our revenue by major source for the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Revenues Service revenues Terminal services $ 9,197 $ 9,513 $ 9,125 Trucking and other 4,905 3,302 2,696 Rail transportation services 108 109 109 Total service revenues 14,210 12,924 11,930 Leasing revenues (1) Storage and throughput services 59,290 62,443 57,827 Rail transportation services 25,947 29,830 31,186 Terminal services 1,301 1,796 2,829 Total leasing revenues 86,538 94,069 91,842 Total revenues $ 100,748 $ 106,993 $ 103,772 (1) Leasing revenues do not represent revenues recognized from contracts with customers under ASC Topic 606, Revenue from Contracts with Customers , and continue to be accounted for under ASC Topic 840, Leases . Terminal Services Revenue The partnership provides terminal services and logistics solutions to Green Plains Trade, and other customers, through its fuel terminal facilities under various terminal service agreements, some of which have minimum volume commitments. Revenue generated by these terminals is disaggregated between service revenue and leasing revenue in accordance with the new revenue standard. If Green Plains or other customers fail to meet their minimum volume commitments during the applicable term, a deficiency payment equal to the deficient volume multiplied by the applicable fee will be charged. Deficiency payments related to the partnership’s terminal services revenue may not be utilized as credits toward future volumes. At terminals where customers have shared use of terminal and tank storage assets, revenue is generated from contracts with customers and accounted for as service revenue. This service revenue is recognized at the point in time when product is withdrawn from tank storage. At terminals where a customer is predominantly provided exclusive use of the terminal or tank storage assets, the partnership is considered a lessor as part of an operating lease agreement. Revenue is recognized over the term of the lease based on the minimum volume commitment or total actual throughput if in excess of the minimum volume commitment. Trucking and Other Revenue The partnership transports ethanol, natural gasoline, other refined fuels and feedstocks by truck from identified receipt points to various delivery points. Trucking revenue is recognized over time based on the percentage of total miles traveled, which is on average less than 100 miles. Rail Transportation Services Revenue 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. Green Plains Trade is required to pay the partnership fees for the minimum railcar volumetric capacity provided, regardless of utilization of that capacity. However, Green Plains Trade is not charged for railcar volumetric capacity that is not available for use due to inspections, upgrades or routine repairs and maintenance. Revenue associated with the rail transportation services fee is considered leasing revenue and is recognized over the term of the lease based on the actual average daily railcar volumetric capacity provided. The partnership may also charge Green Plains Trade a related services fee for logistical operations management of railcar volumetric capacity utilized by Green Plains Trade which is not provided by the partnership. Revenue associated with the related services fee is considered service revenue generated from contracts with customers and is recognized at a point in time based on average daily railcar volumetric capacity managed. Storage and Throughput Revenue The partnership generates leasing revenue from its storage and throughput agreement with Green Plains Trade based on contractual rates charged for the handling, storage and throughput of ethanol. Under this agreement, Green Plains Trade is required to pay the partnership a fee for a minimum volume commitment regardless of the actual volume delivered. If Green Plains Trade fails to meet its minimum volume commitment during any quarter, the partnership will charge Green Plains Trade a deficiency payment equal to the deficient volume multiplied by the applicable fee. The deficiency payment may be applied as a credit toward volumes delivered by Green Plains Trade in excess of the minimum volume commitment during the following four quarters, after which time any unused credits will expire. Revenue is recognized over the term of the lease based on the minimum volume commitment or total actual throughput if in excess of the minimum volume commitment. Payment Terms The partnership has standard payment terms, which vary depending on the nature of the services provided, with the majority of terms falling within 10 to 30 days after transfer of control or completion of services. Contracts generally do not include a significant financing component in instances where the timing of revenue recognition differs from the timing of invoicing. Major Customers Revenue from Green Plains Trade Group was $94.3 million, $100.8 million, and $95.5 million for the years ended December 31, 2018 , 2017 and 2016 , respectively, which exceeds 10% of the partnership's total revenue. Contract Liabilities The partnership records unearned revenue when consideration is received, or such consideration is unconditionally due, from a customer prior to transferring goods or services to the customer under the terms of service and lease agreements. Unearned revenue from service agreements, which represents a contract liability, is recorded for fees that have been charged to the customer prior to the completion of performance obligations, and is generally recognized in the subsequent quarter. The following table reflects the changes in our unearned revenue from service agreements for the year ended December 31, 2018 (in thousands): Amount Balance at January 1, 2018 $ 194 Revenue recognized included in beginning balance (194) Net additions 248 Balance at December 31, 2018 $ 248 The partnership expects to recognize all of the unearned revenue associated with service agreements from contracts with customers as of December 31, 2018 , in the subsequent quarter when the product is withdrawn from tank storage. Unearned revenue associated with lease agreements is not considered a contract liability under the new revenue standard. There was no unearned revenue associated with lease agreements as of December 31, 2018 , and $1.0 million as of December 31, 2017. |
Acquisitions And Dispositions
Acquisitions And Dispositions | 12 Months Ended |
Dec. 31, 2018 | |
Acquisitions And Dispositions [Abstract] | |
Acquisitions And Dispositions | 4. ACQUISITIONS AND DISPOSITIONS Acquisitions 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 related to three ethanol plants, which occurred concurrently with the acquisition of these facilities 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 was approved by the conflicts committee. Therefore, the net assets were transferred at the value recorded in Green Plains’ purchase accounting 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 The amounts above reflect the final purchase price allocation, which did not change from the initial allocation. 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 15 – Related Party Transactions to the consolidated financial statements for additional information. Dispositions On November 15, 2018, Green Plains closed on the sale of three of its ethanol plants located in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan to Valero. Correspondingly, the partnership’s storage assets located adjacent to such plants were sold to Green Plains for $120.9 million. As consideration, the partnership received from its parent 8.7 million Green Plains units and a portion of the general partner interest equating to 0.2 million equivalent limited partner units to maintain the general partner’s 2% interest. These units were retired upon receipt. In addition, the partnership also received cash consideration of $2.7 million from Valero for the assignment of certain railcar operating leases. This transaction was accounted for as a transfer between entities under common control and was approved by the conflicts committee. The partnership recorded $0.5 million of transaction costs in the consolidated statement of operations as general and administrative expense for the year ended December 31, 2018. The following is a summary of assets and liabilities disposed of (in thousands): Total consideration received, November 15, 2018 $ 120,900 Identifiable assets and liabilities disposed of: Property and equipment, net 4,192 Asset retirement obligations (425) Total identifiable net assets 3,767 Units retired: Common units - Green Plains 118,482 General partners interest 2,418 Total units retired 120,900 Partners' capital effect, November 15, 2018 $ (3,767) In conjunction with the disposition, the partnership amended the 1) omnibus agreement, 2) operational services agreement, 3) ethanol storage and throughput agreement, and (4) rail transportation services agreement. Please refer to Note 15 – Related Party Transactions to the consolidated financial statements for additional information. |
Fair Value Disclosures
Fair Value Disclosures | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | 5 . FAIR VALUE DISCLOSURES The following methods, assumptions and valuation techniques were used to estimate the fair value of the partnership’s financial instruments: Level 1 – unadjusted quoted prices in active markets for identical assets or liabilities the partnership can access at the measurement date. Level 2 – directly or indirectly observable inputs such, as quoted prices for similar assets or liabilities in active markets other than quoted prices included within Level 1, quoted prices for identical or similar assets in markets that are not active, and other inputs that are observable or can be substantially corroborated by observable market data through correlation or other means. Level 3 – unobservable inputs that are supported by little or no market activity and comprise a significant component of the fair value of the assets or liabilities. The partnership currently does not have any recurring Level 3 financial instruments. The carrying amounts of financial assets and liabilities with maturities of less than one year, including cash and cash equivalents, accounts receivable and accounts payable, approximate fair value due to the short period to maturity. The partnership uses market interest rates to measure the fair value of its long ‑term debt and adjusts those rates for all necessary risks, including its own credit risk. At December 31, 2018 and 2017 , the carrying amount of debt approximated fair value. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property and Equipment [Abstract] | |
Property and Equipment | 6. PROPERTY AND EQUIPMENT The components of property and equipment are as follows (in thousands): December 31, 2018 2017 Tanks and terminal equipment $ 41,009 $ 48,536 Leasehold improvements and other 10,300 11,158 Land and buildings 8,424 9,230 Rail and rail equipment 4,551 4,551 Trucks and other vehicles 4,397 3,265 Computer equipment, furniture and fixtures 495 495 Construction-in-progress - 47 Total property and equipment 69,176 77,282 Less: accumulated depreciation and amortization (28,265) (28,977) Property and equipment, net $ 40,911 $ 48,305 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill [Abstract] | |
Goodwill | 7. GOODWILL The partnership currently has one reporting unit, Blendstar, to which goodwill is assigned. Effective January 1, 2018, the partnership early adopted the amended guidance in ASC Topic 350, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the amended guidance, an entity may first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test shall be used to identify goodwill impairment and measure the amount of a goodwill impairment loss to be recognized (if any). The partnership performed the annual goodwill assessment as of October 1, 2018, using a qualitative assessment, which resulted in no goodwill impairment. Th erefore, there were no changes in the carrying amount of goodwill, which was $ 10.6 million at December 31, 2018 and 2017 . |
Debt
Debt | 12 Months Ended |
Dec. 31, 2018 | |
Debt [Abstract] | |
Debt | 8. DEBT Revolving Credit Facility Green Plains Operating Company has a $200.0 million revolving credit facility, which matures on July 1, 2020, to fund working capital, acquisitions, distributions, capital expenditures and other general partnership purposes. Advances under the credit facility are subject to a floating interest rate based on the preceding fiscal quarter’s consolidated leverage ratio at a base rate plus 1.25% to 2.00% per year or LIBOR plus 2.25% to 3.00% . On February 20, 2018, the partnership accessed a portion of its available accordion to increase the revolving credit facility by $40.0 million, from $195.0 million to $235.0 million. On November 15, 2018, the partnership decreased the revolving credit facility by $35.0 million, from $235.0 million to $200.0 million. The credit facility can be increased by an additional $20.0 million without the consent of lenders. The unused portion of the credit facility is also subject to a commitment fee of 0.35 % to 0.50 %, depending on the preceding fiscal quarter’s consolidated leverage ratio. The revolving credit facility is available for revolving loans, including sublimits of $30.0 million for swing line loans and $30.0 million for letters of credit. The partnership, each of its existing subsidiaries and future domestic subsidiaries guarantee the revolving credit facility. As of December 31, 2018 , the revolving credit facility had an average interest rate of 5.03% . The partnership’s obligations under the credit facility are secured by a first priority lien on (i) the capital stock of the partnership’s present and future subsidiaries, (ii) all of the partnership’s present and future personal property, such as investment property, general intangibles and contract rights, including rights under any agreements with Green Plains Trade, and (iii) all proceeds and products of the equity interests of the partnership’s present and future subsidiaries and its personal property. The terms impose affirmative and negative covenants, including 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 credit facility also requires the partnership to maintain a maximum consolidated net leverage ratio of no more than 3.50x and a minimum consolidated interest coverage ratio of no less than 2.75 x, each of which is calculated on a pro forma basis with respect to acquisitions and divestitures occurring during the applicable period. The consolidated leverage ratio is calculated by dividing total funded indebtedness minus the lesser of cash in excess of $5.0 million or $30.0 million by the sum of the four preceding fiscal quarters’ consolidated EBITDA. The consolidated interest coverage ratio is calculated by dividing the sum of the four preceding fiscal quarters’ consolidated EBITDA by the sum of the four preceding fiscal quarters’ interest charges. The partnership had $134.0 million and $126.9 million of borrowings outstanding under the revolving credit facility as of December 31, 2018 and 2017 , respectively. Qualified Low Income Community Investment Notes Birmingham BioEnergy, a subsidiary of BlendStar, was a recipient of qualified low income community investment notes executed in June 2013 in conjunction with NMTC financing related to the Birmingham, Alabama terminal. Promissory notes payable totaling $10.0 million and notes receivable of $8.1 million were issued in connection with this transaction. The notes payable bear an interest rate of 1.0% per year and require quarterly interest only payments through December 31, 2019 . Beginning in March 2020, the promissory notes and note receivable each require quarterly principal and interest payments of approximately $0.2 million . BlendStar retains the right to call $8.1 million of the promissory notes in 2020. The promissory notes payable and note receivable will be fully amortized upon maturity in September 2031. Income tax credits were generated for the lender, which the company has guaranteed over their statutory life of seven years in the event the credits are recaptured or reduced. At the time of the transaction, the income tax credits were valued at $5.0 million . The company has not established a liability in connection with the guarantee because it believes the likelihood of recapture or reduction is remote. The investors of the NMTC financing paid $1.9 million to Birmingham BioEnergy in the form of a promissory note and are entitled to all of the NMTC tax benefits derived from the Birmingham facility. This transaction includes a put/call provision under which BlendStar can cause the $1.9 million to be forgiven. The partnership accounted for the $1.9 million as a grant received and reflected a reduction in the carrying value of the property and equipment at Birmingham BioEnergy, which is recognized in earnings as a decrease in depreciation expense over the useful life of the property and equipment. The partnership had $ 75 thousand and $ 125 thousand of unamortized debt issuance costs recorded as a direct reduction of the carrying value of the partnership’s long-term debt as of December 31, 2018 and 2017 , respectively. Scheduled long ‑term debt repayments as of December 31, 2018 , are as follows (in thousands): Year Ending December 31, Amount 2019 $ - 2020 134,665 2021 671 2022 678 2023 685 Thereafter 5,401 Total $ 142,100 Covenant Compliance The partnership, including all of its subsidiaries, was in compliance with its debt covenants as of December 31, 2018 . Capitalized Interest The partnership’s policy is to capitalize interest costs incurred on debt during the construction of major projects. The partnership had no capitalized interest for the years ended December 31, 2018 and 2017 . |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligations [Abstract] | |
Asset Retirement Obligations | 9. ASSET RETIREMENT OBLIGATIONS Under various lease agreements, the partnership has AROs when certain machinery and equipment are disposed or operating leases expire. The following table summarizes the change in the liability for the AROs (in thousands): Amount Balance, December 31, 2016 $ 3,076 Additional asset retirement obligations incurred 468 Liabilities settled (206) Accretion expense 238 Balance, December 31, 2017 3,576 Liabilities settled (425) Accretion expense 65 Balance, December 31, 2018 $ 3,216 |
Unit-Based Compensation
Unit-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Unit-Based Compensation [Abstract] | |
Unit-Based Compensation | 10. 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 incentive compensation awards based on units 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 on a straight-line basis over the requisite service period. The non-vested unit-based award activity for the year ended December 31, 2018 , is as follows: Non-Vested Units Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2017 11,549 $ 19.06 Granted 18,582 16.96 Forfeited - - Vested (11,549) 19.06 Non-Vested at December 31, 2018 18,582 $ 16.96 0.5 Compensation costs related to the unit-based awards of approximately $277 thousand, $219 thousand and $143 thousand were recognized during the years ended December 31, 2018 , 2017 and 2016 , respectively. At December 31, 2018 , there were $158 thousand of unrecognized compensation costs from unit-based compensation awards. |
Partners' Capital
Partners' Capital | 12 Months Ended |
Dec. 31, 2018 | |
Partners' Capital [Abstract] | |
Partners' Capital | 11. PARTNERS’ CAPITAL A roll forward of the number of common and subordinated limited partner units outstanding is as follows: Common Units - Public Common Units - Green Plains Subordinated Units - Green Plains Total Units, December 31, 2016 11,521,016 4,389,642 15,889,642 31,800,300 Units issued under the LTIP 15,827 - - 15,827 Units forfeited under the LTIP (4,278) - - (4,278) Units, December 31, 2017 11,532,565 4,389,642 15,889,642 31,811,849 Units issued under the LTIP 18,582 - - 18,582 Conversion of subordinated units - 15,889,642 (15,889,642) - Retirement of common units - (8,692,736) - (8,692,736) Units, December 31, 2018 11,551,147 11,586,548 - 23,137,695 Issuance of Additional Securities 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. It is possible the partnership will fund acquisitions through the issuance of additional common units or other partnership interests. Holders of any additional common units are entitled to share equally with existing holders in the partnership’s distributions of available cash. The issuance of additional common units or other partnership interests may dilute the value of the existing holders of common units’ interests. In accordance with Delaware law and the provisions of the partnership agreement, the partnership may also issue additional interests that have rights to distributions or special voting rights the common units do not have, as determined by the general partner. In addition, the partnership agreement does not prohibit the partnership’s subsidiaries to issue equity interests, which may effectively rank senior to the common units. The general partner has the right, which it may from time to time assign in whole or in part to any of its affiliates, to purchase common units or other partnership interests from the partnership whenever, and on the same terms that, the partnership issues those interests to persons other than the general partner and its affiliates to maintain the percentage interest of the general partner and its affiliates, including interests represented by common units that existed immediately prior to each issuance. The other holders of common units do not have preemptive rights under the partnership agreement to acquire additional common units or other partnership interests. Subordinated Unit Conversion The requirements under the partnership agreement for the conversion of all of the outstanding subordinated units into common units were satisfied upon the payment of the distribution with respect to the quarter ended June 30, 2018. Accordingly, the subordination period ended on August 13, 2018, the first business day after the date of the distribution payment, and all of the 15,889,642 outstanding subordinated units were converted into common units on a one-for-one basis. The conversion of the subordinated units did not impact the amount of cash distributions paid or the total number of units outstanding. Retirement of Units On November 15, 2018, the partnership’s storage assets located adjacent to the ethanol plants in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan were sold to Green Plains for $120.9 million. As consideration, the partnership received from its parent 8,692,736 Green Plains units and a portion of the general partner interest equating to 177,403 equivalent limited partner units to maintain the general partner’s 2% interest. These units were retired upon receipt. The reduction in the number of units outstanding decreased the minimum quarterly cash distributions the partnership is required to pay by approximately $3.5 million. Cash Distribution Policy Quarterly distributions are made within 45 days after the end of each calendar quarter, assuming we have 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. The general partner is entitled to 2% of all distributions prior to the partnership’s liquidation. The general partner’s 2% general partner interest is reduced if the partnership issues additional partnership interests and the general partner does not contribute a proportionate amount of capital to the partnership to maintain its 2% general partner interest. For any quarter after the subordination period, the partnership is required to make distributions in the following manner: · first, 98% to the common unitholders, pro rata, and 2% to the general partner, until the partnership distributes an amount equal to the minimum quarterly distribution for that quarter on each outstanding common unit; · thereafter, in the manner described in the table below. The preceding discussion is based on the assumptions that the general partner maintains its 2% general partner interest and the partnership does not issue additional classes of equity securities. The general partner also holds incentive distribution rights that entitles it to receive increasing percentages, up to 48% , of available cash distributed from operating surplus, as defined in the partnership agreement, in excess of $0.46 per unit per quarter. The maximum distribution of 48% does not include any distributions the general partner or its affiliates may receive on its general partner interest or common units. The following table illustrates the percentage allocations of available cash from operating surplus between the unitholders and the general partner, as the holder of the incentive distribution rights, based on the specified target distribution levels: Marginal Percentage Interest in Distribution (1) Total Quarterly Distribution Per Unit - Target Amount Common and Subordinated Unitholders General Partner (as holder of Incentive Distribution Rights) (2) Minimum quarterly distribution $0.40 98.0% 2.0% First target distribution above $0.40 up to $0.46 98.0% 2.0% Second target distribution above $0.46 up to $0.50 85.0% 15.0% Third target distribution above $0.50 up to $0.60 75.0% 25.0% Thereafter above $0.60 50.0% 50.0% (1) Includes percentage interests of the general partner, as the holder of incentive distribution rights, and the unitholders when the partnership distributes available cash from operating surplus up to and including the corresponding amount in the column “Total Quarterly Distribution Per Unit Target Amount.” The percentage interests shown for the unitholders and the general partner for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. (2) The percentage interests for the general partner assume the general partner contributes additional capital necessary to maintain its 2% general partner interest, does not transfer any of its incentive distribution rights and there are no arrearages on common units. The table below summarizes the quarterly cash distributions for the periods presented: Three Months Ended Declaration Date Record Date Payment Date Quarterly Distribution December 31, 2018 January 17, 2019 February 1, 2019 February 8, 2019 $ 0.4750 September 30, 2018 October 18, 2018 November 2, 2018 November 9, 2018 0.4750 June 30, 2018 July 19, 2018 August 3, 2018 August 10, 2018 0.4750 March 31, 2018 April 19, 2018 May 4, 2018 May 11, 2018 0.4750 December 31, 2017 January 18, 2018 February 2, 2018 February 9, 2018 0.4700 September 30, 2017 October 19, 2017 November 3, 2017 November 10, 2017 0.4600 June 30, 2017 July 20, 2017 August 4, 2017 August 11, 2017 0.4500 March 31, 2017 April 20, 2017 May 5, 2017 May 15, 2017 0.4400 December 31, 2016 January 23, 2017 February 3, 2017 February 14, 2017 0.4300 September 30, 2016 October 20, 2016 November 4, 2016 November 14, 2016 0.4200 June 30, 2016 July 20, 2016 August 5, 2016 August 12, 2016 0.4100 March 31, 2016 April 21, 2016 May 6, 2016 May 13, 2016 0.4050 The total cash distributions paid during the periods indicated are as follows (in thousands): Year Ended December 31, 2018 2017 2016 General partner distributions $ 1,236 $ 1,155 $ 1,063 Incentive distributions 268 - - Total distributions to general partner 1,504 1,155 1,063 Limited partner common units - public 21,872 20,519 18,855 Limited partner common units - Green Plains 15,866 7,813 7,187 Limited partner subordinated units - Green Plains 22,563 28,284 26,020 Total distributions to limited partners 60,301 56,616 52,062 Total distributions paid $ 61,805 $ 57,771 $ 53,125 The total cash distributions declared during the periods indicated are as follows (in thousands): Year Ended December 31, 2018 2017 2016 General partner distributions $ 1,155 $ 1,183 $ 1,081 Incentive distributions 272 48 - Total distributions to general partner 1,427 1,231 1,081 Limited partner common units - public 21,938 20,985 19,176 Limited partner common units - Green Plains 19,307 7,989 7,309 Limited partner subordinated units - Green Plains 15,095 28,919 26,456 Total distributions to limited partners 56,340 57,893 52,941 Total distributions declared $ 57,767 $ 59,124 $ 54,022 |
Earnings Per Unit
Earnings Per Unit | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Unit [Abstract] | |
Earnings Per Unit | 12. EARNINGS PER UNIT The partnership computes earnings per unit using the two-class method. Earnings per unit applicable to common units, and to subordinated units prior to the expiration of the subordination period, 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 December 31, 2018 . The following tables show the calculation of earnings per limited partner unit – basic and diluted (in thousands, except for per unit data): Year Ended December 31, 2018 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 41,245 $ 15,095 $ 1,427 $ 57,767 Earnings (less than) in excess of distributions (3,377) 1,604 (313) (2,086) Total net income $ 37,868 $ 16,699 $ 1,114 $ 55,681 Weighted-average units outstanding - basic and diluted 20,950 9,752 Earnings per limited partner unit - basic and diluted $ 1.81 $ 1.71 Year Ended December 31, 2017 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 28,974 $ 28,919 $ 1,231 $ 59,124 Earnings less than distributions (105) (98) (54) (257) Total net income $ 28,869 $ 28,821 $ 1,177 $ 58,867 Weighted-average units outstanding - basic and diluted 15,916 15,890 Earnings per limited partner unit - basic and diluted $ 1.81 $ 1.81 Year Ended December 31, 2016 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 26,485 $ 26,456 $ 1,081 $ 54,022 Earnings in excess of distributions 1,363 1,365 55 2,783 Total net income $ 27,848 $ 27,821 $ 1,136 $ 56,805 Weighted-average units outstanding - basic and diluted 15,904 15,890 Earnings per limited partner unit - basic and diluted $ 1.75 $ 1.75 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | 13. 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 recorded deferred tax assets in the amount of $58 thousand as of December 31, 2018 and 2017 , related to investments in Birmingham BioEnergy . These deferred tax assets are recognized in the consolidated balance sheets as other assets. The partnership also recorded income taxes payable in the amount of $6 thousand and $10 thousand as of December 31, 2018 and 2017 , respectively. The effective tax rate for 2018 and 2017 was immaterial to the financial statements. Income tax expense (benefit) consists of the following (in thousands): Year Ended December 31, 2018 2017 2016 Current $ 101 $ 89 $ 226 Deferred - 20 (2) Total $ 101 $ 109 $ 224 Differences between income tax expense computed at the statutory federal income tax rate on its income subject to tax are presented on the consolidated statements of operations and summarized as follows (in thousands): Year Ended December 31, 2018 2017 2016 Tax expense at federal statutory rate* $ 49 $ 72 $ 59 State income tax expense, net of federal 53 26 208 Other (1) 11 (43) Income tax expense $ 101 $ 109 $ 224 * The federal statutory corporate income rate was reduced from 35% to 21% beginning on January 1, 2018. Effective January 1, 2018, the partnership is required to comply with the Centralized Partnership Audit Regime (CPAR), which was enacted as part of the Bipartisan Budget Act of 2015. Prior to January 1, 2018, tax adjustments were determined at the partnership level, but any additional taxes, including applicable penalties and interest, were collected directly from the partners. Under the CPAR, if an audit of the partnership’s income tax returns for fiscal years beginning after December 31, 2017, results in any adjustments, the IRS will collect the resulting taxes, penalties or interest directly from the partnership. An election is available to allocate the tax audit adjustments to the general partner and unitholders once they have been calculated at the partnership level. The partnership has 45 days upon receipt of notice of final adjustment to make the election. However, the partnership does not anticipate making such an election at this time. The partnership conducts business and its parent files tax returns in several states within the United States. The partnership’s federal and state returns filed by its parent for the tax years ended December 31, 2015, and later are still subject to audit. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 14. 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, lease 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 $ 843 thousand and $ 797 thousand as of December 31, 2018 and 2017 , respectively. The partnership incurred lease expenses of $19.2 million, $22.8 million and $24.8 million during the years ended December 31, 2018, 2017 and 2016 , respectively. Aggregate minimum lease payments under these agreements in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 14,180 2020 11,843 2021 6,842 2022 4,758 2023 1,164 Thereafter 4,028 Total $ 42,815 In accordance with the amended storage and throughput agreement with Green Plains Trade, Green Plains Trade is obligated to throughput a minimum of 235.7 mmg per calendar quarter at the partnership’s storage facilities and pay $0.05 per gallon on all volume it throughputs. The partnership also has minimum volume commitment terminal agreements with other customers at various rates. Minimum operating lease revenues under these agreements in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 47,394 2020 47,140 2021 47,140 2022 47,140 2023 47,140 Thereafter 212,130 Total $ 448,084 In accordance with the amended rail transportation services agreement with Green Plains Trade, Green Plains Trade is required to pay the rail transportation services fee for railcar volumetric capacity provided by the partnership. Under the terms of the agreement, Green Plains Trade is not required to pay for volumetric capacity that is not available due to inspections, upgrades, or routine repairs and maintenance. As a result, the actual volumetric capacity billed may fluctuate based on the amount of volumetric capacity available for use during any applicable period. Anticipated minimum operating lease revenues under this agreement in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 18,558 2020 16,565 2021 9,584 2022 7,120 2023 1,076 Thereafter - Total $ 52,903 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 dates. The partnership exceeded all minimum commitments under these agreements during the years ended December 31, 2018, 2017 and 2016 . Aggregate minimum payments under these agreements in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 1,123 2020 240 2021 157 2022 156 2023 - Thereafter - Total $ 1,676 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. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15. RELATED PARTY TRANSACTIONS In addition to the related party transactions disclosed in Note 4 – Acquisitions and Dispositions to the consolidated financial statements, the 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. The partnership recorded expenses related to these shared services of approximately $4.6 million, $4.2 million and $3.7 million for the years ended December 31, 2018, 2017 and 2016 , respectively. In addition, the partnership reimburses Green Plains for wages and benefit costs 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. Omnibus Agreement The partnership has entered into an omnibus agreement, as amended, with Green Plains and its affiliates which, among other terms and conditions, 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; 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; the partnership’s right of first offer to acquire assets if Green Plains decides to sell them; a nontransferable, nonexclusive, royalty-free license to use the Green Plains trademark and name; the allocation of taxes among the parent, the 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. 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. Operating Services and Secondment Agreement The general partner has entered into an operational services and secondment agreement, as amended, 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, employee training, finance and administration, human resources, business operations and planning. The seconded personnel are under the direct management and supervision of the general partner who 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. Under the operational services and secondment agreement, Green Plains will indemnify the partnership from any claims, losses or liabilities incurred by the partnership, including third-party claims, arising from their performance of the operational services secondment agreement; provided, however, that Green Plains will not be obligated to indemnify the partnership for any claims, losses or liabilities arising out of the partnership’s gross negligence, willful misconduct or bad faith with respect to any services provided under the operational services and secondment agreement. Commercial Agreements The partnership has various fee-based commercial agreements with Green Plains Trade, including: · 10 -year storage and throughput agreement, originally expiring on June 30, 2025, extended to June 30, 2028; · 10 -year rail transportation services agreement, expiring on June 30, 2025; · 1 -year trucking transportation agreement, expiring on May 31, 2019; · Terminal services agreement for the Birmingham, Alabama unit train terminal, expiring December 31, 2019; and · Various other terminal services agreements for other fuel terminal facilities, each with Green Plains Trade. The storage and throughput, rail transportation services, and trucking transportation agreements have various automatic renewal terms if not cancelled by either party within specified timeframes. Please refer to Item 15 – Exhibits, Financial Statement Schedule for further details. 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 volumetric capacity commitments. Under the storage and throughput agreement, as amended, Green Plains Trade is obligated to deliver a minimum of 2 35.7 mmg of product per calendar quarter at the partnership’s storage facilities and pay $0.05 per gallon on all volume it throughputs. 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 delivered by Green Plains Trade in excess of the minimum volume commitment during the following four quarters, after which time any unused credits will expire. The partnership charged Green Plains Trade a deficiency payment in the amount of $3.0 million related to the minimum volume commitment for the three months ended December 31, 2018. Under the rail transportation services agreement, as amended, 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 years ended December 31, 2018, 2017 and 2016 , the average monthly fee was approximately $0.0221 , $0.0267 and $0.0330 per gallon, respectively, for the average railcar volumetric capacity provided by the partnership, which was 96.9 , 93.5 and 79.2 mmg, respectively. The partnership’s leased railcar fleet consisted of approximately 2,840 and 3,500 railcars as of December 31, 2018 and 2017 , respectively. Since the IPO, the partnership has entered into lease renewals in the normal course of business at comparable margins. Green Plains Trade is also obligated to use the partnership for logistical operations management and other services related to railcar volumetric capacity provided by Green Plains Trade, which was approximately 6.6 mmg for the years ended December 31, 2018 and 2017 . Green Plains Trade is obligated to pay a monthly fee of approximately $0.0014 per gallon for these services. In addition, 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. Green Plains Trade frequently contracts with the partnership for additional railcar volumetric capacity during the normal course of business at comparable margins. Under the trucking transportation agreement, Green Plains Trade pays the partnership to transport ethanol and other fuels by truck from identified receipt points to various 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 truck lane. A truck lane is defined as a specific and routine route of travel between a point of origin and point of destination. Rates for each truck lane are negotiated based on product, location, mileage and other factors. 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, effective January 1, 2017, through December 31, 2019, Green Plains Trade is obligated to throughput a minimum volume commitment of approximately 2.8 mmg per month and pay associated throughput fees, as well as fees for ancillary services. The partnership recorded revenues from Green Plains Trade under the storage and throughput agreement and rail transportation services agreement of $85.0 million, $ 92.4 million and $89.1 million for the years ended December 31, 2018, 2017 and 2016 , respectively. The partnership also recorded revenues from Green Plains Trade related to trucking and terminal services of $9.3 million, $8.4 million and $6.3 million for the years ended December 31, 2018, 2017 and 2016 , respectively. Other Related Party Revenues and Expenses The partnership incurs expenses charged by a subsidiary of the parent for cleaning of its storage tanks. The partnership incurred tank cleaning expenses of $22 thousand, $53 thousand and $29 thousand for the years ended December 31, 2018, 2017 and 2016 , respectively, for these services. Equity Method Investments The partnership entered into a project management agreement with NLR Energy Logistics LLC, effective June 23, 2017, in which NLR provided the partnership a fixed monthly fee to coordinate and manage the development, design, and construction of the Little Rock, Arkansas unit train terminal. The partnership recognized $75 thousand and $150 thousand within other income for the performance of these services for the years ended December 31, 2018 and 2017 , respectively. In addition, the partnership has recorded a receivable of $50 thousand for start-up costs to be reimbursed by NLR as of December 31, 2018. |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments [Abstract] | |
Equity Method Investments | 16. EQUITY METHOD INVESTMENTS NLR Energy Logistics LLC In February 2017, the partnership and Delek Renewables LLC formed NLR Energy Logistics LLC, a 50/50 joint venture, to build an ethanol unit train terminal in the Little Rock, Arkansas area with capacity to unload 110 -car unit trains and provide approximately 100,000 barrels of storage. Construction of the terminal was completed during the first quarter of 2018 at a total cost of approximately $7.0 million. Operations commenced at the beginning of the second quarter and the first unit train was received in July 2018. The partnership's investment in NLR was financed through a combination of cash from operations and borrowings under its revolving credit facility. As of December 31, 2018 , the partnership's investment balance in the joint venture was $ 3.6 million. The partnership does not consolidate any part of the assets or liabilities or operating results of its equity method investees. The partnership’s share of net income or loss in the investee increases or decreases, as applicable, the carrying value of the investment. With respect to NLR, the partnership determined that this entity does not represent a variable interest entity and consolidation is not required. In addition, although the partnership has the ability to exercise significant influence over the joint venture through board representation and voting rights, all significant decisions require the consent of the other investor without regard to economic interest. DKGP Energy Terminals LLC On February 16, 2018, the partnership and Delek Logistics Partners LP formed DKGP Energy Terminals LLC, a 50/50 joint venture, to acquire and manage light products terminal assets in Texas and Arkansas. In conjunction with the formation of the joint venture, DKGP executed a membership interest purchase agreement with AMID Merger LP, to acquire all of the membership interests of AMID Refined Products LLC (“AMID”) for approximately $138.5 million. Due to regulatory obstacles, on August 1, 2018, DKGP Energy Terminals LLC notified AMID Merger LP of its termination of the membership interest purchase agreement. During the year ended December 31, 2018, the partnership incurred $288 thousand of transaction costs associated with the formation of DKGP. The partnership did not make any equity contributions to DKGP. Summarized Financial Information The partnership’s proportional share of equity method investee losses are reported on a one-month lag in the consolidated statements of operations. The following table presents combined summarized statement of operations data of our equity method investees for the twelve months ended November 30, 2018 and 2017 (amounts represent 100% of investee financial information in thousands, unaudited): Twelve Months Ended November 30, 2018 Twelve Months Ended November 30, 2017 Total revenues $ 879 $ - Total operating expenses 906 22 Net loss $ (27) $ (22) |
Quarterly Financial Data
Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Quarterly Financial Data | 17. QUARTERLY FINANCIAL DATA (Unaudited) The following tables set forth certain unaudited financial data for each of the quarters within the years ended December 31, 2018 and 2017 (in thousands, except per unit amounts). This information has been derived from the partnership’s consolidated financial statements and in management’s opinion, reflects all adjustments necessary for a fair presentation of the information for the quarters presented. The operating results for any quarter are not necessarily indicative of results for any future period. Three Months Ended December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 Revenues $ 23,253 $ 25,770 $ 25,840 $ 25,885 Operating expenses (1) 7,164 9,512 10,177 10,992 Operating income 16,089 16,258 15,663 14,893 Other expense (1,990) (1,850) (1,791) (1,476) Income tax expense (31) (5) (33) (32) Income (loss) from equity method investees 68 48 (117) (13) Net income attributable to the partnership $ 14,136 $ 14,451 $ 13,722 $ 13,372 Earnings per limited partner unit (basic and diluted): Common units $ 0.51 $ 0.44 $ 0.42 $ 0.41 Subordinated units $ - $ 0.46 $ 0.42 $ 0.41 Distribution declared $ 0.4750 $ 0.4750 $ 0.4750 $ 0.4750 (1) Includes consideration received of $2.7 million for the assignment of railcar operating leases to Valero in the fourth quarter of 2018. Three Months Ended December 31, 2017 September 30, 2017 June 30, 2017 March 31, 2017 Revenues $ 28,250 $ 26,449 $ 25,065 $ 27,229 Operating expenses 10,635 10,548 10,655 10,997 Operating income 17,615 15,901 14,410 16,232 Other expense (1,291) (1,392) (1,280) (1,208) Income tax (expense) benefit 26 (43) (45) (47) Loss from equity method investees (11) - - - Net income attributable to the partnership $ 16,339 $ 14,466 $ 13,085 $ 14,977 Earnings per limited partner unit (basic and diluted): Common units $ 0.50 $ 0.45 $ 0.40 $ 0.46 Subordinated units $ 0.50 $ 0.45 $ 0.40 $ 0.46 Distribution declared $ 0.4700 $ 0.4600 $ 0.4500 $ 0.4400 |
Basis of Presentation and Des_2
Basis of Presentation and Description of Business (Policy) | 12 Months Ended |
Dec. 31, 2018 | |
Basis of Presentation and Description of Business [Abstract] | |
Consolidated Financial Statements | Consolidated Financial Statements The consolidated financial statements, prepared in accordance with GAAP, include the accounts of the Green Plains Partners LP and its subsidiaries. All significant intercompany balances and transactions are eliminated on a consolidated basis for reporting purposes. In accordance with GAAP, when 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 statements. On July 1, 2015, in addition to the interests of BlendStar, the partnership obtained the ethanol storage and railcar assets 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. 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. On January 1, 2016, the partnership acquired the ethanol storage and leased railcar assets of the Hereford, Texas and Hopewell, Virginia ethanol production facilities for $62.3 million 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, on 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 became effective. On September 23, 2016, the partnership acquired the ethanol storage assets located in Madison, Illinois; Mount Vernon, Indiana and York, Nebraska for $90 million related to three ethanol plants, which occurred concurrently with the acquisition of these facilities by Green Plains from subsidiaries of Abengoa S.A. The transaction was accounted for as a transfer between entities under common control and the assets were recognized at the preliminary value recorded in Green Plains’ purchase accounting. No retroactive adjustments were required. In February 2017, the partnership and Delek Renewables LLC formed NLR Energy Logistics LLC, a 50/50 joint venture, to build an ethanol unit train terminal in the Little Rock, Arkansas area with capacity to unload 110 -car unit trains and provide approximately 100,000 barrels of storage. Construction of the terminal was completed during the first quarter of 2018 at a total cost of approximately $7.0 million. Operations commenced at the beginning of the second quarter and the first unit train was received in July 2018. The NLR investment is accounted for using the equity method of accounting. Under this method, an investment is recorded at the acquisition cost plus the partnership’s share of equity in undistributed earnings or losses since acquisition, and reduced by distributions received and the amortization of excess net investment. The partnership’s proportionate share of the equity investments’ earnings or losses are reported on a one-month lag as a separate line item in the consolidated financial statements. On November 15, 2018, Green Plains closed on the sale of three of its ethanol plants located in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan to Valero Renewable Fuels Company, LLC (“Valero”) . Correspondingly, the partnership’s storage assets located adjacent to such plants were sold to Green Plains for $120.9 million. As consideration , the partnership received from its parent 8.7 million Green Plains units and a portion of the general partner interest equating to 0.2 million equivalent limited partner units to maintain the general partner’s 2% interest. The se units were retired upon receipt. In addition, the partnership a lso received cash consideration of $2.7 million from Valero for the assignment of certain railcar operating leases. On November 15, 2018, Green Plains announced the permanent closure of its ethanol plant located in Hopewell, Virginia. The closure did not affect the partnership’s quarterly storage and throughput minimum volume commitment with Green Plains Trade or the current transload operations at that location . |
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 and 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 to support the parent’s approximately 1.1 bgy ethanol marketing and distribution business since 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 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 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Summary Of Significant Accounting Policies [Abstract] | |
Cash and Cash Equivalents | Cash and Cash Equivalents The partnership considers short-term highly liquid investments with original maturities of three months or less to be cash equivalents. Cash and cash equivalents include bank deposits. |
Revenue Recognition | Revenue Recognition On January 1, 2018, the partnership adopted the amended guidance in ASC Topic 606, Revenue from Contracts with Customers . The partnership recognizes revenue when obligations under the terms of a contract with a customer are satisfied. Generally this occurs with the completion of services or the transfer of control of products to the customer or another specified third party. For contracts with customers in which a take-or-pay commitment exists, any minimum volume deficiency charges are recognized as revenue in the period incurred and are not allowed to be credited towards excess volumes in future periods. The partnership generates a substantial portion of its revenues under fee-based commercial agreements with Green Plains Trade. Operating lease revenue related to minimum volume commitments is recognized on a straight-line basis over the term of the lease. To the extent shortfalls associated with minimum volume commitments in the previous four quarters continue to exist, volumes in excess of the minimum volume commitment are applied to those shortfalls. Remaining excess volumes generating operating lease revenue are recognized as incurred. Please refer to Note 3 - Revenue to the consolidated financial statements for further details. |
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. |
Trade Accounts Receivable | Trade Accounts Receivable Trade accounts receivable are recorded at the invoiced amount. The partnership assesses the need for an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. In assessing the required allowance, the partnership considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, current receivables’ aging and current payment patterns. The partnership does not have any off-balance-sheet credit exposure related to its customers. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Depreciation of these assets is generally computed using the straight-line method over the following estimated useful lives of the assets: Years Buildings and improvements 10 -40 Tanks and terminal equipment 15 -40 Rail and rail equipment 10 -22 Other machinery and equipment 5 -7 Computers and software 3 -5 Office furniture and equipment 5 -7 Expenditures for land are capitalized at cost. Expenditures for property, equipment, and improvements are capitalized at cost and depreciated over their respective useful lives. Costs of repairs and maintenance are charged to expense as incurred. The partnership periodically evaluates whether events and circumstances have occurred that may warrant revision of the estimated useful life of its fixed assets. |
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 incurred if it can be reasonably estimated, which is subsequently adjusted for accretion expense. 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, such as the amount or timing of estimated cash flows, could increase or decrease the AROs. The partnership’s AROs are based on legal obligations to perform remedial activity related to land, machinery and equipment when certain operating leases expire. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The partnership reviews its long-lived assets, currently consisting primarily of property and equipment, for impairment when events or changes in circumstances indicate that the carrying amount of a long-lived asset may not be recoverable. Recoverability of assets to be held and used is measured by comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Significant management judgment is required in determining the fair value of long-lived assets to measure impairment, including projections of future discounted cash flows. No impairment charges were recorded for the periods reported. |
Goodwill | Goodwill Goodwill is an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized. The determination of goodwill takes into consideration the fair value of net tangible and intangible assets. The partnership’s goodwill currently is comprised of amounts recognized by the MLP predecessor related to terminal services assets. The partnership reviews goodwill at the reporting unit level for impairment at least annually, as of October 1, or more frequently when events or changes in circumstances indicate that impairment may have occurred. Effective January 1, 2018, the partnership early adopted the amended guidance in ASC Topic 350, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the amended guidance, an entity may first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test shall be used to identify goodwill impairment and measure the amount of a goodwill impairment loss to be recognized (if any). The partnership performed its annual goodwill assessment as of October 1, 2018, using a qualitative assessment, which resulted in no goodwill impairment. For additional information, please refer to Note 7 – Goodwill . |
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. |
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. |
Financing Costs | Financing Costs Fees and costs related to securing debt financing are recorded as financing costs. Debt issuance costs are stated at cost and are amortized utilizing the effective interest method for term loans and on a straight-line basis for revolving credit arrangements over the life of the agreements. However, during periods of construction, amortization of such costs is capitalized in construction-in-progress. |
Operations and Maintenance Expenses | Operations and Maintenance Expenses The partnership’s operations and maintenance expenses consist primarily of lease expenses related to the transportation assets, labor expenses, outside contractor expenses, insurance premiums, repairs and maintenance expenses and utility costs. These expenses also include fees for certain management, maintenance and operational services to support the facilities, trucks, and the leased railcar fleet allocated by Green Plains under the operational services and secondment agreement. |
General and Administrative Expenses | General and Administrative Expenses General and administrative expenses are primarily general and administrative expenses for employee salaries, incentives and benefits; office expenses; director compensation; and professional fees for accounting, legal, consulting, and investor relations activities. |
Unit-Based Compensation | Unit-Based Compensation The partnership recognizes compensation cost using a fair value based method whereby compensation cost is measured at the grant date based on the value of the award and is recognized over the service period, which is usually the vesting period. Units issued for compensation are valued using the market price of the stock on the date of the related agreement. |
Earnings Per Unit | Earnings Per Unit The partnership has identified common units and subordinated units prior to the expiration of the subordination period as participating securities and computes earnings per limited partner unit using the two-class method. Earnings per limited partner unit is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of common and subordinated units outstanding during the period, adjusted for the dilutive effect of any outstanding dilutive securities. |
Investments in Equity Method Investees | Investments in Equity Method Investees The partnership accounts for investments in which the partnership exercises significant influence using the equity method so long as the partnership (i) does not control the investee and (ii) is not the primary beneficiary of the entity. The partnership recognizes these investments as a separate line item in the consolidated balance sheets. The partnership recognizes its proportionate share of earnings or loss on a one-month lag as a separate line item in the consolidated statements of operations. The partnership recognizes losses in the value of equity method investees when there is evidence of an other-than-temporary decrease in value. Evidence of a loss might include, but would not necessarily be limited to, the inability to recover the carrying amount of the investment or the inability of the equity method investee to sustain an earnings capacity that justifies the carrying amount of the investment. The current fair value of an investment that is less than its carrying amount may indicate a loss in value of the investment. The partnership evaluates equity method investments when there is evidence an investment may be impaired. Distributions paid to the partnership from unconsolidated affiliates are classified as operating activities in the consolidated statements of cash flows until the cumulative distributions exceed the partnership’s proportionate share of income from the unconsolidated affiliate since the date of initial investment. The amount of cumulative distributions paid to the partnership that exceeds the cumulative proportionate share of income in each period represents a return of investment, which is classified as an investing activity in the consolidated statements of cash flows. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements On January 1, 2018, the partnership adopted the amended guidance in ASC Topic 606, Revenue from Contracts with Customers . Please refer to Note 3 - Revenue to the consolidated financial statements for further details. Effective January 1, 2018, the partnership early adopted the amended guidance in ASC Topic 350, Intangibles – Goodwill and Other: Simplifying the Test for Goodwill Impairment , which simplifies the measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Under the amended guidance, an entity may first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. If determined to be necessary, the quantitative impairment test shall be used to identify goodwill impairment and measure the amount of a goodwill impairment loss to be recognized (if any). The amended guidance was applied prospectively when the annual impairment testing was performed in the current year. The new guidance did not have a material impact on the consolidated financial statements. Effective January 1, 2019, the partnership will adopt the amended guidance in ASC Topic 842, Leases , which aims to make leasing activities more transparent and comparable, requiring substantially all leases to be recognized by lessees on the balance sheet as a right-of-use asset and corresponding lease liability, including leases currently accounted for as operating leases. The new standard is effective for fiscal years and interim periods within those years, beginning after December 15, 2018. The standard requires a modified retrospective transition approach and allows for early adoption. In July 2018, the FASB issued Accounting Standards Update, Leases (Topic 842): Targeted Improvements , which provides an option to apply the transition provisions of the new standard at adoption date instead of the earliest comparative period presented in the financial statements. The partnership will elect to use this optional transition method. The partnership has implemented a lease accounting system, which will assist in delivering the required accounting changes and disclosures under ASC Topic 842. The partnership expects the adoption of the new standard to result in recognition of approximately $40 million in right-of -use assets and lease liabilities on the partnership’s consolidated balance sheet, primarily due to operating leases that are currently not recognized on the balance sheet. The impact to revenue streams reported as operating lease revenue is expected to be immaterial . The partnership plans to elect the non-lease component separation practical expedient to include both the lease and nonlease components as a single component and account for them as a lease. In addition, the partnership expects to make an accounting policy election that will keep certain leases with a term of 12 months or less off the balance sheet and result in recognizing those lease payments on a straight-line basis over the lease term. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Summary Of Significant Accounting Policies [Abstract] | |
Schedule of Estimated Useful Lives of Assets | Years Buildings and improvements 10 -40 Tanks and terminal equipment 15 -40 Rail and rail equipment 10 -22 Other machinery and equipment 5 -7 Computers and software 3 -5 Office furniture and equipment 5 -7 |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue [Abstract] | |
Disaggregation Of Revenue By Major Source | The following table disaggregates our revenue by major source for the years ended December 31, 2018, 2017 and 2016 (in thousands): Year Ended December 31, 2018 2017 2016 Revenues Service revenues Terminal services $ 9,197 $ 9,513 $ 9,125 Trucking and other 4,905 3,302 2,696 Rail transportation services 108 109 109 Total service revenues 14,210 12,924 11,930 Leasing revenues (1) Storage and throughput services 59,290 62,443 57,827 Rail transportation services 25,947 29,830 31,186 Terminal services 1,301 1,796 2,829 Total leasing revenues 86,538 94,069 91,842 Total revenues $ 100,748 $ 106,993 $ 103,772 (1) Leasing revenues do not represent revenues recognized from contracts with customers under ASC Topic 606, Revenue from Contracts with Customers , and continue to be accounted for under ASC Topic 840, Leases . |
Changes in Unearned Revenue From Service Agreements | Amount Balance at January 1, 2018 $ 194 Revenue recognized included in beginning balance (194) Net additions 248 Balance at December 31, 2018 $ 248 |
Acquisitions And Dispositions (
Acquisitions And Dispositions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Acquisition [Line Items] | |
Summary of Assets and Liabilities Disposed | Total consideration received, November 15, 2018 $ 120,900 Identifiable assets and liabilities disposed of: Property and equipment, net 4,192 Asset retirement obligations (425) Total identifiable net assets 3,767 Units retired: Common units - Green Plains 118,482 General partners interest 2,418 Total units retired 120,900 Partners' capital effect, November 15, 2018 $ (3,767) |
Assets of Abengoa [Member] | |
Business Acquisition [Line Items] | |
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 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property and Equipment [Abstract] | |
Schedule of Components of Property and Equipment | The components of property and equipment are as follows (in thousands): December 31, 2018 2017 Tanks and terminal equipment $ 41,009 $ 48,536 Leasehold improvements and other 10,300 11,158 Land and buildings 8,424 9,230 Rail and rail equipment 4,551 4,551 Trucks and other vehicles 4,397 3,265 Computer equipment, furniture and fixtures 495 495 Construction-in-progress - 47 Total property and equipment 69,176 77,282 Less: accumulated depreciation and amortization (28,265) (28,977) Property and equipment, net $ 40,911 $ 48,305 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt [Abstract] | |
Schedule of Long-Term Debt Repayments | Scheduled long ‑term debt repayments as of December 31, 2018 , are as follows (in thousands): Year Ending December 31, Amount 2019 $ - 2020 134,665 2021 671 2022 678 2023 685 Thereafter 5,401 Total $ 142,100 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligations [Abstract] | |
Schedule of Change in the Liability for the Asset Retirement Obligations | The following table summarizes the change in the liability for the AROs (in thousands): Amount Balance, December 31, 2016 $ 3,076 Additional asset retirement obligations incurred 468 Liabilities settled (206) Accretion expense 238 Balance, December 31, 2017 3,576 Liabilities settled (425) Accretion expense 65 Balance, December 31, 2018 $ 3,216 |
Unit-Based Compensation (Tables
Unit-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Unit-Based Compensation [Abstract] | |
Summary of Non-vested Unit-based Award Activity | The non-vested unit-based award activity for the year ended December 31, 2018 , is as follows: Non-Vested Units Weighted-Average Grant-Date Fair Value Weighted-Average Remaining Vesting Term (in years) Non-Vested at December 31, 2017 11,549 $ 19.06 Granted 18,582 16.96 Forfeited - - Vested (11,549) 19.06 Non-Vested at December 31, 2018 18,582 $ 16.96 0.5 |
Partners' Capital (Tables)
Partners' Capital (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Partners' Capital [Abstract] | |
Rollforward of the Number of Common and Subordinated Limited Partner Units Outstanding | A roll forward of the number of common and subordinated limited partner units outstanding is as follows: Common Units - Public Common Units - Green Plains Subordinated Units - Green Plains Total Units, December 31, 2016 11,521,016 4,389,642 15,889,642 31,800,300 Units issued under the LTIP 15,827 - - 15,827 Units forfeited under the LTIP (4,278) - - (4,278) Units, December 31, 2017 11,532,565 4,389,642 15,889,642 31,811,849 Units issued under the LTIP 18,582 - - 18,582 Conversion of subordinated units - 15,889,642 (15,889,642) - Retirement of common units - (8,692,736) - (8,692,736) Units, December 31, 2018 11,551,147 11,586,548 - 23,137,695 |
Summary of the Percentage Allocations of Available Cash From Operating Surplus Based on Specified Target Distribution Levels | The following table illustrates the percentage allocations of available cash from operating surplus between the unitholders and the general partner, as the holder of the incentive distribution rights, based on the specified target distribution levels: Marginal Percentage Interest in Distribution (1) Total Quarterly Distribution Per Unit - Target Amount Common and Subordinated Unitholders General Partner (as holder of Incentive Distribution Rights) (2) Minimum quarterly distribution $0.40 98.0% 2.0% First target distribution above $0.40 up to $0.46 98.0% 2.0% Second target distribution above $0.46 up to $0.50 85.0% 15.0% Third target distribution above $0.50 up to $0.60 75.0% 25.0% Thereafter above $0.60 50.0% 50.0% (1) Includes percentage interests of the general partner, as the holder of incentive distribution rights, and the unitholders when the partnership distributes available cash from operating surplus up to and including the corresponding amount in the column “Total Quarterly Distribution Per Unit Target Amount.” The percentage interests shown for the unitholders and the general partner for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. (2) The percentage interests for the general partner assume the general partner contributes additional capital necessary to maintain its 2% general partner interest, does not transfer any of its incentive distribution rights and there are no arrearages on common units. |
Summary of Quarterly Cash Distributions Declarations, Payments and Scheduled Payments | The table below summarizes the quarterly cash distributions for the periods presented: Three Months Ended Declaration Date Record Date Payment Date Quarterly Distribution December 31, 2018 January 17, 2019 February 1, 2019 February 8, 2019 $ 0.4750 September 30, 2018 October 18, 2018 November 2, 2018 November 9, 2018 0.4750 June 30, 2018 July 19, 2018 August 3, 2018 August 10, 2018 0.4750 March 31, 2018 April 19, 2018 May 4, 2018 May 11, 2018 0.4750 December 31, 2017 January 18, 2018 February 2, 2018 February 9, 2018 0.4700 September 30, 2017 October 19, 2017 November 3, 2017 November 10, 2017 0.4600 June 30, 2017 July 20, 2017 August 4, 2017 August 11, 2017 0.4500 March 31, 2017 April 20, 2017 May 5, 2017 May 15, 2017 0.4400 December 31, 2016 January 23, 2017 February 3, 2017 February 14, 2017 0.4300 September 30, 2016 October 20, 2016 November 4, 2016 November 14, 2016 0.4200 June 30, 2016 July 20, 2016 August 5, 2016 August 12, 2016 0.4100 March 31, 2016 April 21, 2016 May 6, 2016 May 13, 2016 0.4050 |
Schedule Allocation of Total Cash Distributions to the General and Limited Partners | The total cash distributions paid during the periods indicated are as follows (in thousands): Year Ended December 31, 2018 2017 2016 General partner distributions $ 1,236 $ 1,155 $ 1,063 Incentive distributions 268 - - Total distributions to general partner 1,504 1,155 1,063 Limited partner common units - public 21,872 20,519 18,855 Limited partner common units - Green Plains 15,866 7,813 7,187 Limited partner subordinated units - Green Plains 22,563 28,284 26,020 Total distributions to limited partners 60,301 56,616 52,062 Total distributions paid $ 61,805 $ 57,771 $ 53,125 The total cash distributions declared during the periods indicated are as follows (in thousands): Year Ended December 31, 2018 2017 2016 General partner distributions $ 1,155 $ 1,183 $ 1,081 Incentive distributions 272 48 - Total distributions to general partner 1,427 1,231 1,081 Limited partner common units - public 21,938 20,985 19,176 Limited partner common units - Green Plains 19,307 7,989 7,309 Limited partner subordinated units - Green Plains 15,095 28,919 26,456 Total distributions to limited partners 56,340 57,893 52,941 Total distributions declared $ 57,767 $ 59,124 $ 54,022 |
Earnings Per Unit (Tables)
Earnings Per Unit (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Unit [Abstract] | |
Schedule of Basic and Diluted Earnings Per Unit | Year Ended December 31, 2018 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 41,245 $ 15,095 $ 1,427 $ 57,767 Earnings (less than) in excess of distributions (3,377) 1,604 (313) (2,086) Total net income $ 37,868 $ 16,699 $ 1,114 $ 55,681 Weighted-average units outstanding - basic and diluted 20,950 9,752 Earnings per limited partner unit - basic and diluted $ 1.81 $ 1.71 Year Ended December 31, 2017 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 28,974 $ 28,919 $ 1,231 $ 59,124 Earnings less than distributions (105) (98) (54) (257) Total net income $ 28,869 $ 28,821 $ 1,177 $ 58,867 Weighted-average units outstanding - basic and diluted 15,916 15,890 Earnings per limited partner unit - basic and diluted $ 1.81 $ 1.81 Year Ended December 31, 2016 Limited Partner Common Units Limited Partner Subordinated Units General Partner Total Net income Distributions declared $ 26,485 $ 26,456 $ 1,081 $ 54,022 Earnings in excess of distributions 1,363 1,365 55 2,783 Total net income $ 27,848 $ 27,821 $ 1,136 $ 56,805 Weighted-average units outstanding - basic and diluted 15,904 15,890 Earnings per limited partner unit - basic and diluted $ 1.75 $ 1.75 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Taxes [Abstract] | |
Schedule of Income Tax Expense (Benefit) | Year Ended December 31, 2018 2017 2016 Current $ 101 $ 89 $ 226 Deferred - 20 (2) Total $ 101 $ 109 $ 224 |
Schedule of Differences Between Income Tax Expense (Benefit) | Year Ended December 31, 2018 2017 2016 Tax expense at federal statutory rate* $ 49 $ 72 $ 59 State income tax expense, net of federal 53 26 208 Other (1) 11 (43) Income tax expense $ 101 $ 109 $ 224 * The federal statutory corporate income rate was reduced from 35% to 21% beginning on January 1, 2018. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Schedule of Aggregate Minimum Lease Payments | Aggregate minimum lease payments under these agreements in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 14,180 2020 11,843 2021 6,842 2022 4,758 2023 1,164 Thereafter 4,028 Total $ 42,815 |
Summary of Minimum Future Rental Revenue | In accordance with the amended storage and throughput agreement with Green Plains Trade, Green Plains Trade is obligated to throughput a minimum of 235.7 mmg per calendar quarter at the partnership’s storage facilities and pay $0.05 per gallon on all volume it throughputs. The partnership also has minimum volume commitment terminal agreements with other customers at various rates. Minimum operating lease revenues under these agreements in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 47,394 2020 47,140 2021 47,140 2022 47,140 2023 47,140 Thereafter 212,130 Total $ 448,084 |
Schedule of Aggregate Minimum Service Payments | Aggregate minimum payments under these agreements in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 1,123 2020 240 2021 157 2022 156 2023 - Thereafter - Total $ 1,676 |
Scenario, Plan [Member] | |
Summary of Minimum Future Rental Revenue | Anticipated minimum operating lease revenues under this agreement in future years are as follows (in thousands): Year Ending December 31, Amount 2019 $ 18,558 2020 16,565 2021 9,584 2022 7,120 2023 1,076 Thereafter - Total $ 52,903 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments [Abstract] | |
Combined Summary Of Operations Data For Equity Investment | Twelve Months Ended November 30, 2018 Twelve Months Ended November 30, 2017 Total revenues $ 879 $ - Total operating expenses 906 22 Net loss $ (27) $ (22) |
Quarterly Financial Data (Table
Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Data [Abstract] | |
Schedule of Quarterly Financial Information | Three Months Ended December 31, 2018 September 30, 2018 June 30, 2018 March 31, 2018 Revenues $ 23,253 $ 25,770 $ 25,840 $ 25,885 Operating expenses (1) 7,164 9,512 10,177 10,992 Operating income 16,089 16,258 15,663 14,893 Other expense (1,990) (1,850) (1,791) (1,476) Income tax expense (31) (5) (33) (32) Income (loss) from equity method investees 68 48 (117) (13) Net income attributable to the partnership $ 14,136 $ 14,451 $ 13,722 $ 13,372 Earnings per limited partner unit (basic and diluted): Common units $ 0.51 $ 0.44 $ 0.42 $ 0.41 Subordinated units $ - $ 0.46 $ 0.42 $ 0.41 Distribution declared $ 0.4750 $ 0.4750 $ 0.4750 $ 0.4750 (1) Includes consideration received of $2.7 million for the assignment of railcar operating leases to Valero in the fourth quarter of 2018. Three Months Ended December 31, 2017 September 30, 2017 June 30, 2017 March 31, 2017 Revenues $ 28,250 $ 26,449 $ 25,065 $ 27,229 Operating expenses 10,635 10,548 10,655 10,997 Operating income 17,615 15,901 14,410 16,232 Other expense (1,291) (1,392) (1,280) (1,208) Income tax (expense) benefit 26 (43) (45) (47) Loss from equity method investees (11) - - - Net income attributable to the partnership $ 16,339 $ 14,466 $ 13,085 $ 14,977 Earnings per limited partner unit (basic and diluted): Common units $ 0.50 $ 0.45 $ 0.40 $ 0.46 Subordinated units $ 0.50 $ 0.45 $ 0.40 $ 0.46 Distribution declared $ 0.4700 $ 0.4600 $ 0.4500 $ 0.4400 |
Basis of Presentation and Des_3
Basis of Presentation and Description of Business (Narrative) (Details) $ in Thousands, gal in Billions | Nov. 15, 2018USD ($)shares | Sep. 23, 2016USD ($)property | Feb. 28, 2017itembbl | Dec. 31, 2018sharesgal | Dec. 31, 2016USD ($)shares | Mar. 31, 2018USD ($) | Dec. 31, 2017shares |
Basis of Presentation and Significant Accounting Policies [Line Items] | |||||||
Payments To Acquire Productive Assets From Sponsor | $ 62,312 | ||||||
Partners' Capital Account, Units | shares | 23,137,695 | 31,800,300 | 31,811,849 | ||||
NLR Energy Logistics LLC [Member] | |||||||
Basis of Presentation and Significant Accounting Policies [Line Items] | |||||||
Equity Method Investment, Ownership Percentage | 50.00% | ||||||
Number of train car units | item | 110 | ||||||
Number of barrels of storage | bbl | 100,000 | ||||||
Construction costs | $ 7,000 | ||||||
Green Plains Inc. [Member] | |||||||
Basis of Presentation and Significant Accounting Policies [Line Items] | |||||||
Ethanol production capacity | gal | 1.1 | ||||||
Assets of Abengoa [Member] | |||||||
Basis of Presentation and Significant Accounting Policies [Line Items] | |||||||
Consideration transferred | $ 90,000 | ||||||
Number of ethanol plants | property | 3 | ||||||
Asset Purchase Agreement [Member] | Green Plains Inc. [Member] | |||||||
Basis of Presentation and Significant Accounting Policies [Line Items] | |||||||
Total consideration received | $ 120,900 | ||||||
Partners' Capital Account, Units | shares | 8,692,736 | ||||||
General partner's interest | 2.00% | ||||||
Additional consideration received | $ 2,700 | ||||||
General Partner [Member] | Asset Purchase Agreement [Member] | |||||||
Basis of Presentation and Significant Accounting Policies [Line Items] | |||||||
Partners' Capital Account, Units | shares | 177,403 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) $ in Millions | Oct. 01, 2018USD ($) | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Intangible assets impairment charges | $ 0 | $ 0 | $ 0 | |
Goodwill impairment loss | $ 0 | |||
Number of reportable segments | segment | 1 | |||
Accounting Standards Update 2016-02 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Right-of-use assets | $ 40 | |||
Lease liabilities | $ 40 | |||
Maximum term of leases that are kept off the balance sheet | 12 months |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Schedule Of Estimated Useful Lives Of Assets) (Details) | 12 Months Ended |
Dec. 31, 2018 | |
Buildings and Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Buildings and Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Tanks and Terminal Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Tanks and Terminal Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Rail and Rail Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Rail and Rail Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 22 years |
Other Machinery and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Other Machinery and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Computers and Software [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computers and Software [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office Furniture and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office Furniture and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)mi | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Revenues | $ 23,253 | $ 25,770 | $ 25,840 | $ 25,885 | $ 28,250 | $ 26,449 | $ 25,065 | $ 27,229 | $ 100,748 | $ 106,993 | $ 103,772 |
Average trucking miles traveled from receipt point to delivery point | mi | 100 | ||||||||||
Leasing Arrangements [Member] | |||||||||||
Unearned revenue | $ 0 | $ 1,000 | $ 0 | 1,000 | |||||||
Minimum [Member] | |||||||||||
Revenue, Performance Obligation, Payment Terms | 10 days | ||||||||||
Maximum [Member] | |||||||||||
Revenue, Performance Obligation, Payment Terms | 30 days | ||||||||||
Sales Revenue, Services, Net [Member] | Green Plains Trade Group LLC [Member] | |||||||||||
Revenues | $ 94,300 | $ 100,800 | $ 95,500 |
Revenue (Disaggregation Of Reve
Revenue (Disaggregation Of Revenue By Major Source) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Total service revenues | $ 14,210 | $ 12,924 | $ 11,930 | |||||||||
Total leasing revenues | [1] | 86,538 | 94,069 | 91,842 | ||||||||
Total revenues | $ 23,253 | $ 25,770 | $ 25,840 | $ 25,885 | $ 28,250 | $ 26,449 | $ 25,065 | $ 27,229 | 100,748 | 106,993 | 103,772 | |
Terminal Services [Member] | ||||||||||||
Total service revenues | 9,197 | 9,513 | 9,125 | |||||||||
Trucking and Other [Member] | ||||||||||||
Total service revenues | 4,905 | 3,302 | 2,696 | |||||||||
Railcar Transportation Services [Member] | ||||||||||||
Total service revenues | 108 | 109 | 109 | |||||||||
Storage And Throughput Services, Leasing [Member] | ||||||||||||
Total leasing revenues | [1] | 59,290 | 62,443 | 57,827 | ||||||||
Rail Transportation Services, Leasing [Member] | ||||||||||||
Total leasing revenues | [1] | 25,947 | 29,830 | 31,186 | ||||||||
Terminal Services, Leasing [Member] | ||||||||||||
Total leasing revenues | [1] | $ 1,301 | $ 1,796 | $ 2,829 | ||||||||
[1] | Leasing revenues do not represent revenues recognized from contracts with customers under ASC Topic 606, Revenue from Contracts with Customers, and continue to be accounted for under ASC Topic 840, Leases. |
Revenue (Changes in Unearned Re
Revenue (Changes in Unearned Revenue From Service Agreements) (Details) - Service Agreements [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Beginning balance | $ 194 |
Revenue recognized included in beginning balance | (194) |
Net additions | 248 |
Ending balance | $ 248 |
Acquisitions And Dispositions_2
Acquisitions And Dispositions (Narrative) (Details) $ in Thousands | Nov. 15, 2018USD ($)shares | Sep. 23, 2016USD ($)property | Dec. 31, 2018USD ($)shares | Dec. 31, 2017shares | Dec. 31, 2016shares |
Business Acquisition [Line Items] | |||||
Partners' Capital Account, Units | shares | 23,137,695 | 31,811,849 | 31,800,300 | ||
Assets of Abengoa [Member] | |||||
Business Acquisition [Line Items] | |||||
Consideration transferred | $ 90,000 | ||||
Number of ethanol plants | property | 3 | ||||
Property and equipment, net | $ 12,510 | ||||
Asset Purchase Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Transaction costs, general and administrative expense | $ 500 | ||||
Green Plains Inc. [Member] | Asset Purchase Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Total consideration received | $ 120,900 | ||||
Partners' Capital Account, Units | shares | 8,692,736 | ||||
General partner's interest | 2.00% | ||||
Additional consideration received | $ 2,700 | ||||
General Partner [Member] | Asset Purchase Agreement [Member] | |||||
Business Acquisition [Line Items] | |||||
Partners' Capital Account, Units | shares | 177,403 |
Acquisitions And Dispositions_3
Acquisitions And Dispositions (Summary of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Sep. 23, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | [1] |
Identifiable assets acquired and liabilities assumed: | ||||||
Partners' capital effect, effective acquisition date | $ (72,454) | $ (62,846) | $ (64,166) | $ 71,810 | ||
Assets of Abengoa [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price, effective acquisition date | $ 90,000 | |||||
Identifiable assets acquired and liabilities assumed: | ||||||
Property and equipment, net | 12,510 | |||||
Partners' capital effect, effective acquisition date | $ 77,490 | |||||
[1] | Recast to include historical equity effects related to balances of net assets acquired in a transfer between entities under common control. See Notes 1 and 4 in the accompanying notes to consolidated financial statements for further discussion |
Acquisitions And Dispositions_4
Acquisitions And Dispositions (Summary of Assets and Liabilities Disposed) (Details) - USD ($) $ in Thousands | Nov. 15, 2018 | Dec. 31, 2018 |
Units retired: | ||
Total units retired | $ 120,900 | |
Ethanol Plants in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan [Member] | ||
Total consideration received | $ 120,900 | |
Identifiable assets and liabilities disposed of: | ||
Property and equipment, net | 4,192 | |
Asset retirement obligations | (425) | |
Total identifiable net assets | 3,767 | |
Units retired: | ||
Total units retired | 120,900 | |
Partners' capital effect | (3,767) | |
Limited Partners [Member] | Common Units - Green Plains [Member] | ||
Units retired: | ||
Total units retired | 118,482 | |
Limited Partners [Member] | Common Units - Green Plains [Member] | Ethanol Plants in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan [Member] | ||
Units retired: | ||
Total units retired | 118,482 | |
General Partner [Member] | ||
Units retired: | ||
Total units retired | $ 2,418 | |
General Partner [Member] | Ethanol Plants in Bluffton, Indiana, Lakota, Iowa, and Riga, Michigan [Member] | ||
Units retired: | ||
Total units retired | $ 2,418 |
Property and Equipment (Schedul
Property and Equipment (Schedule of Components of Property and Equipment) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 69,176 | $ 77,282 |
Less: accumulated depreciation and amortization | (28,265) | (28,977) |
Property and equipment, net | 40,911 | 48,305 |
Tanks and Terminal Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 41,009 | 48,536 |
Leasehold Improvements And Other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 10,300 | 11,158 |
Land and Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 4,551 | 4,551 |
Rail and Rail Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 8,424 | 9,230 |
Trucks and Other Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 4,397 | 3,265 |
Computer Equipment, Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 495 | 495 |
Construction-In-Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 47 |
Goodwill (Details)
Goodwill (Details) $ in Thousands | Oct. 01, 2018USD ($) | Dec. 31, 2018USD ($)segment | Dec. 31, 2017USD ($) |
Goodwill [Abstract] | |||
Number of Reporting Units | segment | 1 | ||
Goodwill | $ 0 | $ 10,598 | $ 10,598 |
Changes in goodwill | $ 0 | ||
Goodwill impairment loss | $ 0 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) | 12 Months Ended | |||||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Nov. 15, 2018USD ($) | Nov. 14, 2018USD ($) | Feb. 20, 2018USD ($) | Feb. 19, 2018USD ($) | |
Debt Instrument [Line Items] | ||||||
Note receivable | $ 8,100,000 | $ 8,100,000 | ||||
Unamortized debt issuance costs | 75,000 | 125,000 | ||||
Capitalized interest | 0 | 0 | ||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit, maximum borrowing capacity | 200,000,000 | $ 200,000,000 | $ 235,000,000 | $ 235,000,000 | $ 195,000,000 | |
Revolving Credit Facility, Increase (Decrease) | $ (35,000,000) | $ 40,000,000 | ||||
Additional amount available under credit facility without consent of the lenders | 20,000,000 | |||||
Sublimit available for swing line loans under credit facility | 30,000,000 | |||||
Sublimit available for letters of credit under credit facility | 30,000,000 | |||||
Net leverage ratio, total funded indebtedness, cash in excess of minimum amount | 5,000,000 | |||||
Net leverage ratio, total funded indebtedness, amount divided by the four preceding quarters' consolidated EBITDA | $ 30,000,000 | |||||
Interest rate during period | 5.03% | |||||
Line of credit, carrying value | $ 134,000,000 | $ 126,900,000 | ||||
Minimum [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee on unused portion | 0.35% | |||||
Interest coverage ratio | 2.75 | |||||
Maximum [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee on unused portion | 0.50% | |||||
Net leverage ratio | 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 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% | |||||
Birmingham BioEnergy Partners LLC [Member] | New Market Tax Credits [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Repayments of Notes Payable | $ 1,900,000 | |||||
Notes Payable | 10,000,000 | |||||
Note receivable | $ 8,100,000 | |||||
Interest rate, stated percentage | 1.00% | |||||
Principal payments (including interest) | $ 200,000 | |||||
Debt instrument, right to call | 8,100,000 | |||||
Anticipated tax credits | $ 5,000,000 |
Debt (Schedule of Long-Term Deb
Debt (Schedule of Long-Term Debt Repayments) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Debt [Abstract] | |
2,019 | $ 0 |
2,020 | 134,665 |
2,021 | 671 |
2,022 | 678 |
2,023 | 685 |
Thereafter | 5,401 |
Total | $ 142,100 |
Asset Retirement Obligations (S
Asset Retirement Obligations (Schedule of Change in the Liability for the Asset Retirement Obligations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | |||
Balance at beginning of year | $ 3,576 | $ 3,076 | |
Additional asset retirement obligations incurred | 468 | ||
Liabilities settled | (425) | (206) | |
Accretion expense | 65 | 238 | $ 236 |
Balance at end of year | $ 3,216 | $ 3,576 | $ 3,076 |
Unit-Based Compensation (Narrat
Unit-Based Compensation (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized | 2,500,000 | ||
Restricted Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Compensation costs | $ 277 | $ 219 | $ 143 |
Unrecognized compensation costs | $ 158 |
Unit-Based Compensation (Summar
Unit-Based Compensation (Summary Of Non-vested Unit-based Award Activity) (Details) | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Unit-Based Compensation [Abstract] | |
Non-Vested Units, Non-Vested at Beginning Of Period | shares | 11,549 |
Non-Vested Units, Granted | shares | 18,582 |
Non-Vested Units, Vested | shares | (11,549) |
Non-Vested Units, Non-Vested at End Of Period | shares | 18,582 |
Weighted-Average Grant-Date Fair Value, Non-Vested Beginning Of Period | $ / shares | $ 19.06 |
Weighted-Average Grant-Date Fair Value, Granted | $ / shares | 16.96 |
Weighted-Average Grant-Date Fair Value, Vested | $ / shares | 19.06 |
Weighted-Average Grant-Date Fair Value, Non-Vested End Of Period | $ / shares | $ 16.96 |
Weighted-Average Remaining Vesting Term (in years) | 6 months |
Partners' Capital (Narrative) (
Partners' Capital (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 15, 2018 | Dec. 31, 2018 | Aug. 13, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Limited Partners' Capital Account [Line Items] | |||||
Distribution Made To Limited Partner And General Partner, Threshold In Days After End Of Each Calendar Quarter, Distribution Payment | 45 days | ||||
Incentive distribution rights, maximum ownership percentage by general partner | 48.00% | ||||
Partners' Capital Account, Units | 23,137,695 | 31,811,849 | 31,800,300 | ||
General Partner [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Percent of entitled distributions prior to partnership's liquidation | 2.00% | ||||
Partnership distributions, first qualifier, percentage distribution on each outstanding unit | 2.00% | ||||
Common Units [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Partnership distributions, first qualifier, percentage distribution on each outstanding unit | 98.00% | ||||
Subordinated Units [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Partners' Capital Account, Units | 15,889,642 | 15,889,642 | |||
Subordinated Units [Member] | Limited Partners [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Limited Partners' Capital Account, Units Outstanding | 0 | 15,889,642 | 15,889,642 | ||
Second Target Distribution [Member] | Minimum [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Total quarterly distribution per unit, target amount | $ 0.46 | ||||
Asset Purchase Agreement [Member] | General Partner [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Partners' Capital Account, Units | 177,403 | ||||
Asset Purchase Agreement [Member] | Green Plains Inc. [Member] | |||||
Limited Partners' Capital Account [Line Items] | |||||
Total consideration received | $ 120.9 | ||||
Partners' Capital Account, Units | 8,692,736 | ||||
General Partner's Interest Percent | 2.00% | ||||
Minimum quarterly cash distributions the partnership decrease | $ 3.5 |
Partners' Capital (Rollforward
Partners' Capital (Rollforward Of The Number Of Common And Subordinated Limited Partner Units Outstanding) (Details) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Units, Beginning of period | 31,811,849 | 31,800,300 |
Units issued under the LTIP | 18,582 | 15,827 |
Retirement of common units | (8,692,736) | |
Units forfeited under the LTIP | (4,278) | |
Units, End of period | 23,137,695 | 31,811,849 |
Common Units - Public [Member] | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Units, Beginning of period | 11,532,565 | 11,521,016 |
Units issued under the LTIP | 18,582 | 15,827 |
Units forfeited under the LTIP | (4,278) | |
Units, End of period | 11,551,147 | 11,532,565 |
Common Units - Green Plains [Member] | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Units, Beginning of period | 4,389,642 | 4,389,642 |
Units issued under the LTIP | ||
Conversion of subordinated units | 15,889,642 | |
Retirement of common units | (8,692,736) | |
Units forfeited under the LTIP | ||
Units, End of period | 11,586,548 | 4,389,642 |
Subordinated Units [Member] | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Units, Beginning of period | 15,889,642 | 15,889,642 |
Units issued under the LTIP | ||
Conversion of subordinated units | (15,889,642) | |
Retirement of common units | ||
Units forfeited under the LTIP | ||
Units, End of period | 15,889,642 |
Partners' Capital (Summary Of T
Partners' Capital (Summary Of The Percentage Allocations Of Available Cash From Operating Surplus Based On Specified Target Distribution Levels) (Details) - $ / shares | Nov. 15, 2018 | Dec. 31, 2018 | |
Minimum [Member] | Minimum Quarterly Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | $ 0.40 | ||
Minimum [Member] | First Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | 0.40 | ||
Minimum [Member] | Second Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | 0.46 | ||
Minimum [Member] | Third Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | 0.50 | ||
Minimum [Member] | Thereafter [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | 0.60 | ||
Maximum [Member] | First Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | 0.46 | ||
Maximum [Member] | Second Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | 0.50 | ||
Maximum [Member] | Third Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Total Quarterly Distribution Per Unit - Target Amount | $ 0.60 | ||
Common and Subordinated Unitholders [Member] | Minimum Quarterly Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1] | 98.00% | |
Common and Subordinated Unitholders [Member] | First Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1] | 98.00% | |
Common and Subordinated Unitholders [Member] | Second Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1] | 85.00% | |
Common and Subordinated Unitholders [Member] | Third Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1] | 75.00% | |
Common and Subordinated Unitholders [Member] | Thereafter [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1] | 50.00% | |
General Partner [Member] | Minimum Quarterly Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1],[2] | 2.00% | |
General Partner [Member] | First Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1],[2] | 2.00% | |
General Partner [Member] | Second Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1],[2] | 15.00% | |
General Partner [Member] | Third Target Distribution [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1],[2] | 25.00% | |
General Partner [Member] | Thereafter [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
Marginal Percentage Interest In Distribution | [1],[2] | 50.00% | |
Green Plains Inc. [Member] | Asset Purchase Agreement [Member] | |||
Distributions Made to Limited Partners And General Partner [Line Items] | |||
General Partner's Interest Percent | 2.00% | ||
[1] | Includes percentage interests of the general partner, as the holder of incentive distribution rights, and the unitholders when the partnership distributes available cash from operating surplus up to and including the corresponding amount in the column "Total Quarterly Distribution Per Unit Target Amount." The percentage interests shown for the unitholders and the general partner for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. | ||
[2] | The percentage interests for the general partner assume the general partner contributes additional capital necessary to maintain its 2% general partner interest, does not transfer any of its incentive distribution rights and there are no arrearages on common units. |
Partners' Capital (Summary Of Q
Partners' Capital (Summary Of Quarterly Cash Distributions Declarations, Payments And Scheduled Payments) (Details) - $ / shares | 3 Months Ended | |||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | |
Partners' Capital [Abstract] | ||||||||||||
Declaration Date | Jan. 17, 2019 | Oct. 18, 2018 | Jul. 19, 2018 | Apr. 19, 2018 | Jan. 18, 2018 | Oct. 19, 2017 | Jul. 20, 2017 | Apr. 20, 2017 | Jan. 23, 2017 | Oct. 20, 2016 | Jul. 20, 2016 | Apr. 21, 2016 |
Record Date | Feb. 1, 2019 | Nov. 2, 2018 | Aug. 3, 2018 | May 4, 2018 | Feb. 2, 2018 | Nov. 3, 2017 | Aug. 4, 2017 | May 5, 2017 | Feb. 3, 2017 | Nov. 4, 2016 | Aug. 5, 2016 | May 6, 2016 |
Payment Date | Feb. 8, 2019 | Nov. 9, 2018 | Aug. 10, 2018 | May 11, 2018 | Feb. 9, 2018 | Nov. 10, 2017 | Aug. 11, 2017 | May 15, 2017 | Feb. 14, 2017 | Nov. 14, 2016 | Aug. 12, 2016 | May 13, 2016 |
Quarterly Distribution | $ 0.4750 | $ 0.4750 | $ 0.4750 | $ 0.4750 | $ 0.4700 | $ 0.4600 | $ 0.4500 | $ 0.4400 | $ 0.4300 | $ 0.4200 | $ 0.4100 | $ 0.4050 |
Partners' Capital (Schedule All
Partners' Capital (Schedule Allocation Of Total Cash Distributions To The General And Limited Partners) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | $ 61,805 | $ 57,771 | $ 53,125 |
Distributions declared | 57,767 | 59,124 | 54,022 |
General Partner: Distribution Not Including Incentive Distribution [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 1,236 | 1,155 | 1,063 |
Distributions declared | 1,155 | 1,183 | 1,081 |
General Partner: Incentive Distribution [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 268 | ||
Distributions declared | 272 | 48 | |
General Partner [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 1,504 | 1,155 | 1,063 |
Distributions declared | 1,427 | 1,231 | 1,081 |
Limited Partners [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 60,301 | 56,616 | 52,062 |
Distributions declared | 56,340 | 57,893 | 52,941 |
Limited Partners [Member] | Common Units - Public [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 21,872 | 20,519 | 18,855 |
Distributions declared | 21,938 | 20,985 | 19,176 |
Limited Partners [Member] | Common Units - Green Plains [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 15,866 | 7,813 | 7,187 |
Distributions declared | 19,307 | 7,989 | 7,309 |
Limited Partners [Member] | Subordinated Units [Member] | |||
Distribution Made to Limited Partner [Line Items] | |||
Distributions paid | 22,563 | 28,284 | 26,020 |
Distributions declared | $ 15,095 | $ 28,919 | $ 26,456 |
Earnings Per Unit (Narrative) (
Earnings Per Unit (Narrative) (Details) | 12 Months Ended |
Dec. 31, 2018shares | |
Common Units [Member] | |
Earnings Per Unit [Line Items] | |
Potentially dilutive common or subordinated units outstanding | 0 |
Subordinated Units [Member] | |
Earnings Per Unit [Line Items] | |
Potentially dilutive common or subordinated units outstanding | 0 |
Earnings Per Unit (Schedule Of
Earnings Per Unit (Schedule Of Basic And Diluted Earnings Per Unit) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Earnings Per Unit [Line Items] | |||||||||||
Distributions declared | $ 57,767 | $ 59,124 | $ 54,022 | ||||||||
Earnings (less than) in excess of distributions | (2,086) | (257) | 2,783 | ||||||||
Net income attributable to the partnership | $ 14,136 | $ 14,451 | $ 13,722 | $ 13,372 | $ 16,339 | $ 14,466 | $ 13,085 | $ 14,977 | 55,681 | 58,867 | 56,805 |
Limited Partners [Member] | |||||||||||
Earnings Per Unit [Line Items] | |||||||||||
Distributions declared | 56,340 | 57,893 | 52,941 | ||||||||
General Partner [Member] | |||||||||||
Earnings Per Unit [Line Items] | |||||||||||
Distributions declared | 1,427 | 1,231 | 1,081 | ||||||||
Earnings (less than) in excess of distributions | (313) | (54) | 55 | ||||||||
Net income attributable to the partnership | 1,114 | 1,177 | 1,136 | ||||||||
Common Units [Member] | |||||||||||
Earnings Per Unit [Line Items] | |||||||||||
Earnings per limited partner unit (basic and diluted) | $ 0.51 | $ 0.44 | $ 0.42 | $ 0.41 | $ 0.50 | $ 0.45 | $ 0.40 | $ 0.46 | |||
Common Units [Member] | Limited Partners [Member] | |||||||||||
Earnings Per Unit [Line Items] | |||||||||||
Distributions declared | 41,245 | 28,974 | 26,485 | ||||||||
Earnings (less than) in excess of distributions | (3,377) | (105) | 1,363 | ||||||||
Net income attributable to the partnership | $ 37,868 | $ 28,869 | $ 27,848 | ||||||||
Weighted average limited partner units outstanding - basic and diluted | 20,950,000 | 15,916,000 | 15,904,000 | ||||||||
Earnings per limited partner unit (basic and diluted) | $ 1.81 | $ 1.81 | $ 1.75 | ||||||||
Subordinated Units [Member] | |||||||||||
Earnings Per Unit [Line Items] | |||||||||||
Earnings per limited partner unit (basic and diluted) | $ 0.46 | $ 0.42 | $ 0.41 | $ 0.50 | $ 0.45 | $ 0.40 | $ 0.46 | ||||
Subordinated Units [Member] | Limited Partners [Member] | |||||||||||
Earnings Per Unit [Line Items] | |||||||||||
Distributions declared | $ 15,095 | $ 28,919 | $ 26,456 | ||||||||
Earnings (less than) in excess of distributions | 1,604 | (98) | 1,365 | ||||||||
Net income attributable to the partnership | $ 16,699 | $ 28,821 | $ 27,821 | ||||||||
Weighted average limited partner units outstanding - basic and diluted | 9,752,000 | 15,890,000 | 15,890,000 | ||||||||
Earnings per limited partner unit (basic and diluted) | $ 1.71 | $ 1.81 | $ 1.75 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Abstract] | ||
Deferred tax assets | $ 58 | $ 58 |
Income taxes payable | $ 6 | $ 10 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% |
Income Taxes (Schedule Of Incom
Income Taxes (Schedule Of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes [Abstract] | |||||||||||
Current | $ 101 | $ 89 | $ 226 | ||||||||
Deferred | 20 | (2) | |||||||||
Income tax expense | $ 31 | $ 5 | $ 33 | $ 32 | $ (26) | $ 43 | $ 45 | $ 47 | $ 101 | $ 109 | $ 224 |
Income Taxes (Schedule of Diffe
Income Taxes (Schedule of Differences Between Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes [Abstract] | |||||||||||
Tax expense at federal statutory rate | $ 49 | $ 72 | $ 59 | ||||||||
State income tax expense, net of federal | 53 | 26 | 208 | ||||||||
Other | (1) | 11 | (43) | ||||||||
Income tax expense | $ 31 | $ 5 | $ 33 | $ 32 | $ (26) | $ 43 | $ 45 | $ 47 | $ 101 | $ 109 | $ 224 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Narrative) (Details) $ in Thousands, gal in Millions | Jul. 01, 2015$ / gal | Dec. 31, 2018USD ($)gal | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Other Commitments [Line Items] | |||||
Deferred lease liability | $ 843 | $ 843 | $ 797 | ||
Lease expenses | $ 19,200 | $ 22,800 | $ 24,800 | ||
IPO [Member] | Fee-based Storage and Throughput Agreement [Member] | Green Plains Trade [Member] | |||||
Other Commitments [Line Items] | |||||
Minimum volume commitment, throughput capacity (in gallons) | gal | 235.7 | ||||
Throughput, price per gallon | $ / gal | 0.05 |
Commitments and Contingencies_3
Commitments and Contingencies (Schedule of Aggregate Minimum Lease Payments) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies [Abstract] | |
2,019 | $ 14,180 |
2,020 | 11,843 |
2,021 | 6,842 |
2,022 | 4,758 |
2,023 | 1,164 |
Thereafter | 4,028 |
Total | $ 42,815 |
Commitments and Contingencies_4
Commitments and Contingencies (Summary Of Minimum Future Rental Revenue) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
2,019 | $ 47,394 |
2,020 | 47,140 |
2,021 | 47,140 |
2,022 | 47,140 |
2,023 | 47,140 |
Thereafter | 212,130 |
Total | 448,084 |
Scenario, Plan [Member] | |
2,019 | 18,558 |
2,020 | 16,565 |
2,021 | 9,584 |
2,022 | 7,120 |
2,023 | 1,076 |
Thereafter | 0 |
Total | $ 52,903 |
Commitments and Contingencies_5
Commitments and Contingencies (Schedule of Aggregate Minimum Service Payments) (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies [Abstract] | |
2,019 | $ 1,123 |
2,020 | 240 |
2,021 | 157 |
2,022 | 156 |
2,023 | 0 |
Thereafter | 0 |
Total | $ 1,676 |
Related Party Transactions (Det
Related Party Transactions (Details) $ in Thousands, gal in Millions | Jul. 01, 2015$ / gal | Dec. 31, 2018USD ($)gal | Dec. 31, 2018USD ($)gal | Dec. 31, 2018USD ($)$ / galitemgal | Dec. 31, 2017USD ($)$ / galitemgal | Dec. 31, 2016USD ($)$ / galgal |
Related Party Transaction [Line Items] | ||||||
Shared services expenses | $ 4,600 | $ 4,200 | $ 3,700 | |||
Revenue from related parties | 94,267 | 100,808 | 95,470 | |||
Tank cleaning expense | 22 | 53 | 29 | |||
Other income | 119 | 150 | ||||
Green Plains Trade [Member] | Fee-based Storage and Throughput and Rail Transportation Agreements [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 85,000 | $ 92,400 | $ 89,100 | |||
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 | 0.0221 | 0.0267 | 0.0330 | |||
Railcar volumetric capacity (in gallons) | gal | 96.9 | 93.5 | 79.2 | |||
Number of railcars | item | 2,840 | 3,500 | ||||
Logistical operations management and other services, volumetric capacity | gal | 6.6 | 6.6 | 6.6 | |||
Logistical operations management and other services, monthly fee, price per gallon | $ / gal | 0.0014 | |||||
Green Plains Trade [Member] | Birmingham Terminal Services Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Minimum volume commitment, throughput capacity (in gallons) | gal | 2.8 | |||||
Green Plains Trade [Member] | Deficiency Payment Related To Minimum Volume Commitment [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue from related parties | $ 3,000 | |||||
NLR Energy Logistics LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Other income | $ 75 | $ 150 | ||||
Receivable recorded | $ 50 | $ 50 | 50 | |||
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 | $ 9,300 | $ 8,400 | $ 6,300 | |||
IPO [Member] | Green Plains Trade [Member] | Fee-based Storage and Throughput and Rail Transportation Agreements [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Minimum volume commitment, throughput capacity (in gallons) | gal | 235.7 | |||||
Throughput, price per gallon | $ / gal | 0.05 | |||||
IPO [Member] | Green Plains Trade [Member] | Fee-based Storage and Throughput Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Service agreement, term | 10 years | |||||
Minimum volume commitment, throughput capacity (in gallons) | gal | 235.7 | |||||
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 | 10 years | |||||
IPO [Member] | Green Plains Trade [Member] | Fee-based Trucking Transportation Agreement [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Service agreement, term | 1 year |
Equity Method Investments (Narr
Equity Method Investments (Narrative) (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | 14 Months Ended | |
Feb. 28, 2017itembbl | Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Investment in equity method investees | $ 3,648 | $ 2,237 | ||
NLR Energy Logistics LLC [Member] | ||||
Equity Method Investment, Ownership Percentage | 50.00% | |||
Number of train car units | item | 110 | |||
Number of barrels of storage | bbl | 100,000 | |||
Construction costs | $ 7,000 | |||
Investment in equity method investees | $ 3,600 | |||
DKGP Energy Terminals LLC [Member] | ||||
Joint venture, transaction costs | $ 288 | |||
DKGP Energy Terminals LLC [Member] | Terminal Assets [Member] | ||||
Equity Method Investment, Ownership Percentage | 50.00% | |||
DKGP Energy Terminals LLC [Member] | AMID Refined Products LLC (“AMID”) [Member] | ||||
Membership interest purchase agreement, approximate Amount | $ 138,500 |
Equity Method Investments (Comb
Equity Method Investments (Combined Summary Of Operations Data For Equity Investment) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Nov. 30, 2018 | Nov. 30, 2017 | |
Equity Method Investments [Abstract] | ||
Total revenues | $ 879 | |
Total operating expenses | 906 | $ 22 |
Net loss | $ (27) | $ (22) |
Quarterly Financial Data (Sched
Quarterly Financial Data (Schedule Of Quarterly Financial Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||||
Revenues | $ 23,253 | $ 25,770 | $ 25,840 | $ 25,885 | $ 28,250 | $ 26,449 | $ 25,065 | $ 27,229 | $ 100,748 | $ 106,993 | $ 103,772 | ||||||||
Operating expenses | 7,164 | [1] | 9,512 | [1] | 10,177 | [1] | 10,992 | [1] | 10,635 | 10,548 | 10,655 | 10,997 | 37,845 | 42,835 | 44,281 | ||||
Operating income | 16,089 | 16,258 | 15,663 | 14,893 | 17,615 | 15,901 | 14,410 | 16,232 | 62,903 | 64,158 | 59,491 | ||||||||
Other expense | (1,990) | (1,850) | (1,791) | (1,476) | (1,291) | (1,392) | (1,280) | (1,208) | (7,107) | (5,171) | (2,462) | ||||||||
Income tax expense | (31) | (5) | (33) | (32) | 26 | (43) | (45) | (47) | (101) | (109) | (224) | ||||||||
Loss from equity method investees | 68 | 48 | (117) | (13) | (11) | (14) | (11) | ||||||||||||
Net income (loss) | $ 14,136 | $ 14,451 | $ 13,722 | $ 13,372 | $ 16,339 | $ 14,466 | $ 13,085 | $ 14,977 | 55,681 | $ 58,867 | $ 56,805 | ||||||||
Distribution declared | $ 0.4750 | $ 0.4750 | $ 0.4750 | $ 0.4750 | $ 0.4700 | $ 0.4600 | $ 0.4500 | $ 0.4400 | $ 0.4300 | $ 0.4200 | $ 0.4100 | $ 0.4050 | |||||||
Proceeds From Assignment Of Operating Leases | $ 2,721 | ||||||||||||||||||
Common Units [Member] | |||||||||||||||||||
Earnings per limited partner unit (basic and diluted) | $ 0.51 | 0.44 | 0.42 | 0.41 | 0.50 | 0.45 | 0.40 | 0.46 | |||||||||||
Subordinated Units [Member] | |||||||||||||||||||
Earnings per limited partner unit (basic and diluted) | $ 0.46 | $ 0.42 | $ 0.41 | $ 0.50 | $ 0.45 | $ 0.40 | $ 0.46 | ||||||||||||
[1] | Includes consideration received of $2.7 million for the assignment of railcar operating leases to Valero in the fourth quarter of 2018. |