Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Feb. 22, 2017 | Jun. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | TERRA NITROGEN CO L P /DE | ||
Entity Central Index Key | 879,575 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 482,335,608 | ||
Entity Common Stock, Shares Outstanding | 18,501,576 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 39.5 | $ 106.4 |
Due from affiliates of the General Partner | 4 | 10.4 |
Accounts receivable | 0.6 | 0.8 |
Inventories | 8.6 | 10.7 |
Other current assets | 7.9 | 0 |
Total current assets | 60.6 | 128.3 |
Property, plant and equipment, net | 301.3 | 307 |
Other assets | 11.4 | 8.4 |
Total assets | 373.3 | 443.7 |
Current liabilities: | ||
Accounts payable and accrued expenses | 27.8 | 23.5 |
Due to affiliates of the General Partner | 4.1 | 4.5 |
Other current liabilities | 0 | 15.9 |
Total current liabilities | 31.9 | 43.9 |
Other liabilities | 2.6 | 12.8 |
Partners' capital: | ||
General Partner's interest | 50.3 | 76.2 |
Total partners' capital | 338.8 | 387 |
Total liabilities and partners' capital | 373.3 | 443.7 |
Common | ||
Partners' capital: | ||
Limited partners' interests, 18,501,576 Common Units authorized, issued and outstanding; 184,072 Class B Common Units authorized, issued and outstanding | 286.7 | 308.5 |
Class B Common | ||
Partners' capital: | ||
Limited partners' interests, 18,501,576 Common Units authorized, issued and outstanding; 184,072 Class B Common Units authorized, issued and outstanding | $ 1.8 | $ 2.3 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Dec. 31, 2016 | Dec. 31, 2015 |
Common | ||
Limited partners' interests, Common Units authorized | 18,501,576 | 18,501,576 |
Common Units issued | 18,501,576 | 18,501,576 |
Common Units outstanding | 18,501,576 | 18,501,576 |
Class B Common | ||
Limited partners' interests, Common Units authorized | 184,072 | 184,072 |
Common Units issued | 184,072 | 184,072 |
Common Units outstanding | 184,072 | 184,072 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net sales: | |||
Other income | $ 0 | $ 0.9 | $ 0.6 |
Total | 418.3 | 581.7 | 648.3 |
Cost of goods sold: | |||
Materials, supplies and services | 163.6 | 228 | 237.6 |
Gross margin | 226.8 | 325.8 | 386.7 |
Other general and administrative expenses | 1.9 | 3.2 | 1.1 |
Operating Income (Loss) | 209.2 | 306.9 | 370 |
Interest Income, Other | 0.1 | 0 | 0 |
Net earnings | 209.3 | 306.9 | 370 |
Allocation of net earnings: | |||
Net earnings | $ 209.3 | $ 306.9 | $ 370 |
Net earnings per Common Unit (in dollars per unit) | $ 7.56 | $ 10.06 | $ 12.07 |
Affiliates | |||
Net sales: | |||
Product sales to affiliates of the General Partner | $ 417.7 | $ 580.2 | $ 647.1 |
Other income | 0.6 | 0.6 | 0.6 |
Cost of goods sold: | |||
Services provided by affiliates of the General Partner | 27.9 | 27.9 | 24 |
Selling, general and administrative services provided by affiliates of the General Partner | 15.7 | 15.7 | 15.6 |
General Partner's Interests | |||
Cost of goods sold: | |||
Net earnings | 67.4 | 117.7 | 143.1 |
Allocation of net earnings: | |||
Net earnings | 67.4 | 117.7 | 143.1 |
Common Units | Class B Common | |||
Cost of goods sold: | |||
Net earnings | 2 | 3 | 3.6 |
Allocation of net earnings: | |||
Net earnings | 2 | 3 | 3.6 |
Common Units | Common Units | |||
Cost of goods sold: | |||
Net earnings | 139.9 | 186.2 | 223.3 |
Allocation of net earnings: | |||
Net earnings | $ 139.9 | $ 186.2 | $ 223.3 |
Consolidated Statements Of Part
Consolidated Statements Of Partners' Capital - USD ($) $ in Millions | Total | General Partner's Interests | Common UnitsCommon Units | Class B Common UnitsCommon Units |
Partners' capital at Dec. 31, 2013 | $ 309 | $ 43 | $ 264.5 | $ 1.5 |
Increase (Decrease) in Partners' Capital | ||||
Net earnings | 370 | 143.1 | 223.3 | 3.6 |
Distributions | (304.1) | (116.1) | (185.1) | (2.9) |
Partners' capital at Dec. 31, 2014 | 374.9 | 70 | 302.7 | 2.2 |
Increase (Decrease) in Partners' Capital | ||||
Net earnings | 306.9 | 117.7 | 186.2 | 3 |
Distributions | (294.8) | (111.5) | (180.4) | (2.9) |
Partners' capital at Dec. 31, 2015 | 387 | 76.2 | 308.5 | 2.3 |
Increase (Decrease) in Partners' Capital | ||||
Net earnings | 209.3 | 67.4 | 139.9 | 2 |
Distributions | (257.5) | (93.3) | (161.7) | (2.5) |
Partners' capital at Dec. 31, 2016 | $ 338.8 | $ 50.3 | $ 286.7 | $ 1.8 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Activities: | |||
Net earnings | $ 209.3 | $ 306.9 | $ 370 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |||
Depreciation and amortization | 40.4 | 35.8 | 23.5 |
Unrealized (gain) loss on derivatives | (35.3) | 24.3 | 11.4 |
Loss on disposal of property, plant and equipment | 0.1 | 2 | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 0.2 | (0.4) | 0.6 |
Inventories | 2 | (1.1) | (3.7) |
Accounts payable and accrued expenses | 2.5 | (6.7) | 3.1 |
Due to/from affiliates of the General Partner | 6 | 15.1 | 4.4 |
Other assets and liabilities | (1.7) | (0.8) | (4) |
Net cash provided by operating activities | 223.5 | 375.1 | 405.3 |
Investing Activities: | |||
Additions to property, plant and equipment | (33.1) | (87.8) | (67.1) |
Proceeds from Sale of Property, Plant, and Equipment | 0.2 | 0.9 | 0 |
Net cash used in investing activities | (32.9) | (86.9) | (67.1) |
Financing Activities: | |||
Payments of distributions to affiliates | (257.5) | (294.8) | (304.1) |
Other | (8) | ||
Net cash used in financing activities | (257.5) | (294.8) | (312.1) |
(Decrease) increase in cash and cash equivalents | (66.9) | (6.6) | 26.1 |
Cash and cash equivalents at beginning of year | 106.4 | 113 | 86.9 |
Cash and cash equivalents at end of year | $ 39.5 | $ 106.4 | $ 113 |
Background and Basis of Present
Background and Basis of Presentation | 12 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Background and Basis of Presentation | Background and Basis of Presentation Terra Nitrogen Company, L.P. ("TNCLP," "we," "our" or "us") is a Delaware limited partnership that produces nitrogen fertilizer products. Our principal products are anhydrous ammonia (ammonia) and urea ammonium nitrate solutions (UAN), which we manufacture at our facility in Verdigris, Oklahoma. We conduct our operations through an operating partnership, Terra Nitrogen, Limited Partnership (TNLP or the Operating Partnership, and collectively with TNCLP, the Partnership). Terra Nitrogen GP Inc. (TNGP or the General Partner), a Delaware corporation, is the general partner of both TNCLP and TNLP and owns a 0.025% general partner interest in each of TNCLP and TNLP. The General Partner is an indirect, wholly owned subsidiary of CF Industries Holdings, Inc. (CF Industries), a Delaware corporation. Ownership of TNCLP is composed of the general partner interests and the limited partner interests. The general partner interest in TNCLP is represented by 4,720 general partner units. Limited partner interests are represented by common units, which are listed for trading on the New York Stock Exchange under the symbol "TNH" and Class B common units. As of December 31, 2016 , we had 18,501,576 common units and 184,072 Class B common units issued and outstanding. CF Industries through its subsidiaries owned 13,889,014 common units (representing approximately 75.1% of the total outstanding common units) and all of the Class B common units as of December 31, 2016 . We are a master limited partnership (MLP). Partnerships are generally not subject to federal income tax, although publicly traded partnerships (such as TNCLP) are treated as corporations for federal income tax purposes (and therefore are subject to federal income tax), unless at least 90% of the partnership's gross income is "qualifying income" as defined in Section 7704 of the Internal Revenue Code of 1986, as amended, and the partnership is not required to register as an investment company under the Investment Company Act of 1940. As we currently satisfy the requirements to be treated as a partnership for federal income tax purposes, no federal income taxes are paid by the Partnership. On January 19, 2017, the Internal Revenue Service (IRS) issued final regulations on the types of income and activities that constitute or generate qualifying income of a MLP. For calendar year MLPs, the effective date of the regulations is January 1, 2018. The regulations have the effect of limiting the types of income and activities that qualify under the MLP rules, subject to certain transition provisions. The regulations define the activities that generate qualifying income from certain processing or refining and transportation activities with respect to any mineral or natural resource (including fertilizer) as activities that generate qualifying income, but the regulations reserve on specifics regarding fertilizer-related activities. However, the IRS has issued a private letter ruling to a taxpayer in the fertilizer industry unrelated to TNCLP which would indicate that each taxpayer's fertilizer manufacturing activities should produce qualifying income for purposes of determining whether 90% of the partnership's gross income is qualifying income. The entity to which this private letter ruling was issued would appear to operate a nitrogen fertilizer manufacturing business that is similar to ours. While this private letter ruling provides some insight into the manner in which the IRS analyzed fertilizer manufacturing activities at the time this ruling was issued, this private letter ruling is specific to a different entity. Thus, the IRS is not bound to follow it in respect of TNCLP, nor may we rely on it as precedent when determining whether we satisfy the MLP 90% gross income test. Any change in the federal income tax treatment of income from fertilizer-related activities as qualifying income could have a material impact on the taxation of the Partnership and could have a material adverse impact on unitholder distributions. We continue to monitor these IRS regulatory activities. Throughout this document, references to "affiliates of the General Partner" refer to the consolidated subsidiaries of CF Industries, including TNGP. The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States (U.S. GAAP). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Consolidation The consolidated financial statements of TNCLP and the accompanying notes include the accounts of the Partnership. All intercompany transactions and balances have been eliminated. Income is allocated to the General Partner and the limited partners of TNCLP (Limited Partners) in accordance with the provisions of the TNCLP agreement of limited partnership that provides for allocations of income between the Limited Partners and the General Partner in the same proportion as cash distributions declared during the year. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses for the periods presented. Significant estimates and assumptions are used for, but are not limited to, net realizable value of inventories, environmental remediation liabilities, environmental and litigation contingencies, useful lives of property, plant and equipment, the assumptions used in the evaluation of potential impairments of property, plant and equipment and the allowances for doubtful accounts receivable. Revenue Recognition The basic criteria necessary for revenue recognition are: 1) evidence that a sales arrangement exists, 2) delivery of goods has occurred, 3) the seller's price to the buyer is fixed or determinable, and 4) collectability is reasonably assured. The title and risk of loss passes to an affiliate of the General Partner as the product is shipped from the plant gate. We recognize revenue when these criteria have been met and when title and risk of loss have been transferred to an affiliate of the General Partner. Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less. The carrying value of cash and cash equivalents approximates fair value. Due to/from Affiliates of the General Partner We receive cash and make expenditures directly from our cash accounts. Because we sell our products to and receive payroll and other related services from affiliates of the General Partner, the affiliates of the General Partner continue to be both debtors and creditors to us. Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at face amounts less an allowance for doubtful accounts. The allowance is an estimate based on historical collection experience, current economic and market conditions, and a review of the current status of each customer's trade accounts receivable. A receivable is past due if payments have not been received within the agreed upon invoice terms. Account balances are charged-off against the allowance when management determines that it is probable the receivable will not be recovered. Inventories Inventories are reported at the lower of cost or market and are determined on a first-in, first-out (FIFO) and average cost basis. Inventories include the cost of materials, production labor and production overhead. Market value is reviewed quarterly. Fixed production costs related to idle capacity are not included in the cost of inventories but are charged directly to cost of sales. Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method over the estimate useful life of the property, plant and equipment. Useful lives for property, plant, and equipment range from 10 to 40 years for buildings and 5 to 30 years for machinery and equipment. We periodically review these useful lives and change the estimates to reflect the results of those reviews. Scheduled inspections, replacements and overhauls of machinery and equipment at our continuous process manufacturing facility are referred to as plant turnarounds. Plant turnarounds are accounted for under the deferral method, as opposed to the direct expense or built-in overhaul methods. Under the deferral method, expenditures related to turnarounds are capitalized when incurred and amortized to production costs on a straight-line basis over the period benefited, which is until the next scheduled turnaround in up to 5 years . If the direct expense method were used, all turnaround costs would be expensed as incurred. Internal employee costs and overhead amounts are not considered turnaround costs and are not capitalized. Turnaround costs are classified as investing activities in our consolidated statements of cash flows. For additional information, see Note 9—Property, Plant and Equipment—Net . Recoverability of Long-Lived Assets We review property, plant and equipment and other long-lived assets in order to assess recoverability based on expected future undiscounted cash flows whenever events or circumstances indicate that the carrying value may not be recoverable. If the sum of the expected future net cash flows is less than the carrying value, an impairment loss is recognized. The impairment loss is measured as the amount by which the carrying value exceeds the fair value of the asset. Leases Leases are classified as either operating leases or capital leases. Assets acquired under capital leases are depreciated on the same basis as property, plant and equipment. We currently do not have any capital leases. Rental payments, including rent holidays, leasehold incentives, and scheduled rent increases, if any, are expensed on a straight-line basis over the lease term. Income Taxes As a partnership, we are not subject to income taxes. For additional information, see Note 1—Background and Basis of Presentation . The income tax liability of the individual partners is not reflected in our consolidated financial statements. Derivative Financial Instruments Natural gas is the principal raw material used to produce nitrogen fertilizers. We use natural gas both as a chemical feedstock and as a fuel to produce ammonia and UAN. We manage the risk of changes in natural gas prices primarily through the use of derivative financial instruments. The derivative instruments that we use are primarily natural gas fixed price swaps and options traded in the over-the-counter markets. These derivatives reference NYMEX futures contract prices, which represent the basis for fair value at any given time. The derivatives are traded in months forward and settlements are scheduled to coincide with anticipated gas purchases during those future periods. We do not use derivatives for trading purposes and are not a party to any leveraged derivatives. We have elected to not apply hedge accounting to our derivatives; as a result, changes in the fair value of the derivatives are recorded in cost of goods sold on our consolidated statements of operations. Derivatives are recognized on our consolidated balance sheets at fair value. Cash flows related to natural gas derivatives are reported as operating activities in our consolidated statements of cash flows. For additional information on derivatives, see Note 7—Derivative Financial Instruments . Asset Retirement Obligations Asset retirement obligations (AROs) are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal operation of such assets. AROs are initially recognized as liabilities as incurred when sufficient information exists to estimate fair value. When initially recognized, the fair value based on discounted future cash flows is recorded both as a liability and an increase in the carrying amount of the related long-lived asset. In subsequent periods, depreciation of the asset and accretion of the liability are recorded. For additional information on AROs, see Note 11—Asset Retirement Obligations . Environmental Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations are expensed. Expenditures that increase the capacity or extend the useful life of an asset, improve the safety or efficiency of the operations, or mitigate or prevent future environmental contamination are capitalized. Liabilities are recorded when it is probable that a liability has been incurred, the costs can be reasonably estimated, and the liability would not be discounted. Litigation From time to time, the Partnership is subject to ordinary, routine legal proceedings related to the usual conduct of its business. From time to time, the Partnership also is involved in legal proceedings regarding public utility and transportation rates, environmental matters, taxes and permits relating to the operations of its plant and facilities. Accruals for such contingencies are recorded to the extent management concludes their occurrence is probable and the financial impact of an adverse outcome is reasonably estimable. Disclosure for specific legal contingencies is provided if the likelihood of occurrence is at least reasonably possible and the exposure is considered material to the consolidated financial statements. In making determinations of likely outcomes of litigation matters, many factors are considered. These factors include, but are not limited to, past history, scientific and other evidence, and the specifics and status of each matter. If the assessment of various factors changes, the estimates may change. Predicting the outcome of claims and litigation, and estimating related costs and exposure involves substantial uncertainties that could cause actual costs to vary materially from estimates and accruals. Legal fees are expensed as incurred and are included in selling, general, and administrative services provided by affiliates of the General Partner on our consolidated statements of operations. |
New Accounting Standards
New Accounting Standards | 12 Months Ended |
Dec. 31, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
New Accounting Standards | New Accounting Standards In February 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2016-02, Leases (Topic 842), which supersedes the lease accounting requirements in Accounting Standards Codification (ASC) Topic 840, Leases. This ASU will require lessees to recognize the rights and obligations resulting from virtually all leases (other than leases that meet the definition of a short-term lease) on their balance sheets as right-of-use assets with corresponding lease liabilities. Quantitative and qualitative disclosures, including significant judgments made by management, will be required. This ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018, with early adoption permitted, and requires the modified retrospective method of adoption. We expect the adoption of this ASU will not have a material impact on our consolidated financial statements or disclosures. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory (an update to Topic 330, Inventory), effective for annual and interim periods beginning after December 15, 2016. ASU No. 2015-11 changes the inventory measurement principle for entities using the FIFO or average cost methods. For entities utilizing one of these methods, the inventory measurement principle will change from lower of cost or market to the lower of cost and net realizable value. We use the FIFO and average cost methods and expect the adoption of this ASU will not have a material impact on our consolidated financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition. This ASU is based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU also requires additional disclosure about the nature, amount, timing and uncertainty of revenue and cash flows arising from customer contracts, including significant judgments. Additionally, information concerning the costs to obtain and fulfill a contract, including assets to be recognized, is to be capitalized and disclosed. In July 2015, the FASB voted to defer the effective date of this ASU through the issuance of ASU No. 2015-14, Revenue from Contracts with Customers: Deferral of the Effective Date, to December 15, 2017 for interim and annual reporting periods beginning after that date. Early adoption of the standard as of December 15, 2016 (for interim and annual reporting periods beginning after that date) is permitted by the FASB. We are currently evaluating the impact of the adoption of this ASU on the Amendment to the General and Administrative Services and Product Offtake Agreement (the Services and Offtake Agreement), through which we sell all of our fertilizer products to affiliates of the General Partner, and the related impact on our consolidated financial statements. |
Agreement of Limited Partnershi
Agreement of Limited Partnership | 12 Months Ended |
Dec. 31, 2016 | |
Distributions Made to Members or Limited Partners [Abstract] | |
Agreement of Limited Partnership | Agreement of Limited Partnership Ownership of TNCLP is composed of the general partner interests and the limited partner interests (see Note 1—Background and Basis of Presentation ). Holders of common units and Class B common units do not have preemptive rights. Holders of common units are entitled to one vote per common unit with respect to each matter on which holders of common units are entitled to vote. The Class B common units have no voting rights on any matter. Unitholders have only limited voting rights on matters affecting our business and, therefore, limited ability to influence management's decisions regarding our business. Unitholders have no right to elect the General Partner or the TNGP Board of Directors on an annual or other continuing basis. Furthermore, the General Partner may only be removed by a vote of the holders of at least 66 2/3% of our outstanding common units, including any common units held by the General Partner and its affiliates (including CF Industries). Given that the General Partner and its affiliates own approximately 75.1% of our outstanding common units, holders of our publicly-traded common units are not able to remove the General Partner under any circumstances. We make quarterly distributions to holders of our general partner interest and limited partner interests based on Available Cash for the quarter as defined in our agreement of limited partnership. Available Cash is defined generally as all cash receipts less all cash disbursements, less certain reserves (including reserves for future operating and capital needs) established as the General Partner determines in its reasonable discretion to be necessary or appropriate. Changes in working capital affect Available Cash as changes in the amount of cash invested in working capital items (such as increases in inventory and decreases in accounts payable) reduce Available Cash, while declines in the amount of cash invested in working capital items increase Available Cash. We declared and paid distributions of $257.5 million , $294.8 million and $304.1 million to our unitholders in 2016 , 2015 and 2014 , respectively. We receive 99% of the Operating Partnership's Available Cash (as defined in the Operating Partnership's agreement of limited partnership) and 1% of the Operating Partnership's Available Cash is distributed by the Operating Partnership to the General Partner and its affiliates. Pursuant to our agreement of limited partnership, distributions of our Available Cash are made 99.975% to common and Class B common unitholders and 0.025% to the General Partner except that the General Partner is entitled, as an incentive, to a larger percentage of our distribution of Available Cash to the extent that cumulative distributions of Available Cash exceed specified target levels above the Minimum Quarterly Distributions (MQD) of $0.605 per unit. The General Partner has assigned its right to receive such incentive distributions to an affiliate of the General Partner. On February 6, 2017 , we announced a $1.22 cash distribution per common unit, payable on February 28, 2017 to holders of record as of February 17, 2017 . In the fourth quarter of 2016 , we exceeded the cumulative MQD amounts and will distribute Available Cash as summarized in the following table: Income and Distribution Allocation Target Limit Target Increment Common Units Class B Common Units General Partner (1) Total Minimum Quarterly Distributions $ 0.605 $ 0.605 98.990 % 0.985 % 0.025 % 100.00 % First Target 0.715 0.110 98.990 % 0.985 % 0.025 % 100.00 % Second Target 0.825 0.110 85.859 % 0.985 % 13.156 % 100.00 % Third Target 1.045 0.220 75.758 % 0.985 % 23.257 % 100.00 % Final Target and Beyond >1.045 — 50.505 % 0.985 % 48.510 % 100.00 % _______________________________________________________________________________ (1) Reflects Minimum Quarterly Distributions and incentive distributions to the General Partner. The General Partner has assigned its right to incentive distributions to an affiliate of the General Partner. The quarterly cash distributions to the unitholders and the General Partner declared in 2016 and 2015 are as follows: Common Units Class B Common Units General Partner Total Distributions Declared Total Per unit Total Per unit Total (in millions, except per unit amounts) 2016 First Quarter $ 53.3 $ 2.88 $ 0.9 $ 4.78 $ 36.0 $ 90.2 Second Quarter 28.0 1.51 0.4 2.09 11.1 39.5 Third Quarter 47.7 2.58 0.7 4.17 30.4 78.8 Fourth Quarter 32.7 1.77 0.5 2.60 15.8 49.0 2015 First Quarter $ 46.3 $ 2.50 $ 0.7 $ 4.03 $ 29.1 $ 76.1 Second Quarter 38.5 2.08 0.6 3.20 21.3 60.4 Third Quarter 43.6 2.36 0.7 3.74 26.5 70.8 Fourth Quarter 52.0 2.81 0.9 4.64 34.6 87.5 As of December 31, 2016 , the General Partner and its affiliates owned approximately 75.1% of our outstanding common units. When not more than 25% of our issued and outstanding common units are held by persons other than the General Partner and its affiliates (collectively, non-affiliated persons), as was the case at December 31, 2016 , we, at the General Partner's sole discretion, may call, or assign to the General Partner or its affiliates, our right to acquire all, but not less than all, such outstanding common units held by non-affiliated persons. If the General Partner elects to acquire all outstanding common units, we are required to give at least 30 but not more than 60 days' notice of our decision to purchase the outstanding common units. The purchase price per unit will be the greater of (1) the average of the previous 20 trading days' closing prices as of the date five days before the purchase is announced or (2) the highest price paid by the General Partner or any of its affiliates for any unit within the 90 days preceding the date the purchase is announced. |
Net Earnings per Common Unit
Net Earnings per Common Unit | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Unit [Abstract] | |
Net Earnings per Common Unit | Net Earnings per Common Unit Net earnings per common unit are based on the weighted-average number of common units outstanding during the period. The following table provides a calculation for net earnings per common unit for the years ended December 31, 2016 , 2015 and 2014 : Year Ended December 31, 2016 2015 2014 (in millions, except per unit amounts) Basic earnings per Common Unit: Net earnings $ 209.3 $ 306.9 $ 370.0 Less: Net earnings allocable to General Partner 67.4 117.7 143.1 Less: Net earnings allocable to Class B common units 2.0 3.0 3.6 Net earnings allocable to common units $ 139.9 $ 186.2 $ 223.3 Weighted-average common units outstanding 18.5 18.5 18.5 Net earnings per common unit $ 7.56 $ 10.06 $ 12.07 There were no dilutive TNCLP units outstanding for the years ended December 31, 2016 , 2015 and 2014 . |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following: December 31, 2016 2015 (in millions) Finished goods $ 6.8 $ 7.2 Raw materials, spare parts and supplies 1.8 3.5 Total $ 8.6 $ 10.7 |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments Derivative financial instruments are executed on our behalf by an affiliate of the General Partner to reduce our exposure to changes in commodity prices for natural gas. Natural gas is the largest and most volatile component of the manufacturing cost for nitrogen-based fertilizers. The derivatives that we use are primarily natural gas fixed price swaps and options traded in the over-the-counter (OTC) markets. The derivative contract prices are based on NYMEX future prices based on physical delivery of natural gas at the Henry Hub in Louisiana, the most common and financially liquid location of reference for derivative financial instruments related to natural gas. However, we purchase natural gas for our manufacturing facility from suppliers whose prices are based primarily on the ONEOK index (based on physical delivery of natural gas in Oklahoma, rather than at the Henry Hub). This creates a location basis differential between the derivative contract price and the price we pay for physical delivery of natural gas. Accordingly, the prices underlying the derivative financial instruments we use may not exactly match the prices of natural gas we purchase and consume. We enter into natural gas derivative contracts with respect to gas to be consumed by us in the future, and settlements of those derivative contracts are scheduled to coincide with our anticipated purchases of natural gas used to manufacture nitrogen products during those future periods. We use natural gas derivatives as an economic hedge of gas price risk, but without the application of hedge accounting. We report derivatives on our consolidated balance sheets at fair value. Changes in fair value are recognized in cost of goods sold in the period of change. Cash flows related to natural gas derivatives are reported as operating activities. The gross fair values of derivatives on our consolidated balance sheets are shown below. All balance sheet amounts from derivatives arise from natural gas derivatives that are not designated as hedging instruments. For additional information on derivative fair values, see Note 8—Fair Value Measurements . December 31, 2016 2015 (in millions) Derivative Assets Unrealized gains in other current assets $ 7.9 $ — Unrealized gains in other assets 1.1 — Total derivative assets 9.0 — Derivative Liabilities Unrealized losses in other current liabilities — (15.9 ) Unrealized losses in other liabilities (1.6 ) (12.0 ) Total derivative liabilities (1.6 ) (27.9 ) Net derivative assets (liabilities) $ 7.4 $ (27.9 ) The effect of derivatives in our consolidated statements of operations is shown below. All amounts arise from natural gas derivatives that are not designated as hedging instruments and are recorded in cost of goods sold. Year ended December 31, 2016 2015 2014 (in millions) Unrealized net mark-to-market gains (losses) $ 35.3 $ (23.1 ) $ (12.6 ) Realized net (losses) gains (16.7 ) (10.6 ) 10.5 Net derivative gains (losses) $ 18.6 $ (33.7 ) $ (2.1 ) As of December 31, 2016 and 2015 , we had open natural gas derivative contracts for 29.4 million MMBtus of natural gas and 59.6 million MMBtus of natural gas, respectively. The derivative portfolio includes natural gas derivatives that hedge a portion of anticipated natural gas purchases through December 2018. For the year ended December 31, 2016 , we used derivatives to cover approximately 74% of our natural gas consumption. The counterparties to our derivative contracts are multinational commercial banks, major financial institutions and large energy companies. The derivatives are executed with several counterparties, generally under International Swaps and Derivatives Association (ISDA) agreements. The ISDA agreements are master netting arrangements commonly used for OTC derivatives that mitigate exposure to counterparty credit risk, in part, by creating contractual rights of netting and setoff, the specifics of which vary from agreement to agreement. These rights are described further below: • Settlement netting generally allows the parties to net, into a single net payable or receivable, ordinary settlement obligations arising under the ISDA agreement on the same day, in the same currency, for the same types of derivative instruments, and through the same pairing of offices. • Close-out netting rights are provided in the event of a default or other termination event (as defined in the ISDA agreements), including bankruptcy. Depending on the cause of early termination, the non-defaulting party may elect to terminate all or some transactions outstanding under the ISDA agreement. The values of all terminated transactions and certain other payments under the ISDA agreement are netted, resulting in a single net close-out amount payable to or by the non-defaulting party. Termination values may be determined using a mark-to-market approach or based on a party's good faith estimate of its loss. If the final net close-out amount is payable by the non-defaulting party, that party's obligation to make the payment may be conditioned on factors such as the termination of all derivative transactions between the parties or payment in full of all of the defaulting party's obligations to the non-defaulting party, in each case regardless of whether arising under the ISDA agreement or otherwise. • Setoff rights are provided by certain of the ISDA agreements and generally allow a non-defaulting party to elect to set off, against the final net close-out payment, other matured and contingent amounts payable between the parties under the ISDA agreement or otherwise. Typically, these setoff rights arise upon the early termination of all transactions outstanding under an ISDA agreement following a default or specified termination event. Most of the ISDA agreements contain credit-risk-related contingent features such as cross-default provisions and credit support thresholds that are dependent upon the credit ratings of the General Partner affiliate. In the event of certain defaults or a credit ratings downgrade of the General Partner affiliate, the counterparty may request early termination and net settlement of certain derivative trades or may require the General Partner affiliate to collateralize derivatives in a net liability position. The General Partner affiliate’s revolving credit agreement, at any time when it is secured, provides a cross collateral feature for those derivatives that are with counterparties that are party to, or affiliates of parties to, the revolving credit agreement so that no separate collateral would be required for those counterparties in connection with such derivatives. In the event the General Partner Affiliate's revolving credit agreement becomes unsecured, the General Partner affiliate could be required to post separate collateral in connection with such derivatives. As of December 31, 2016 and 2015 , the aggregate fair value of derivative instruments with credit-risk-related contingent features in net liability positions was $1.6 million and $27.9 million , respectively, which also approximates the fair value of the maximum amount of assets needed to settle the obligations if the credit-risk-related contingent features were triggered and the General Partner affiliate was unable to post collateral at the reporting dates. As of December 31, 2016 and 2015 , we and the General Partner affiliate had no cash collateral on deposit for derivative contracts. The credit support documents executed in connection with certain ISDA agreements generally provide the General Partner affiliate and the counterparties the right to set off collateral against amounts owing under the ISDA agreements upon the occurrence of a default or a specified termination event. The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of December 31, 2016 and 2015 : Gross amounts not offset in consolidated balance sheets Gross and net amounts presented in consolidated balance sheets (1) Financial instruments Cash collateral received (pledged) Net amount (in millions) December 31, 2016 Total derivative assets $ 9.0 $ 1.6 $ — $ 7.4 Total derivative liabilities (1.6 ) (1.6 ) — — Net assets (liabilities) $ 7.4 $ — $ — $ 7.4 December 31, 2015 Total derivative assets $ — $ — $ — $ — Total derivative liabilities (27.9 ) — — (27.9 ) Net assets (liabilities) $ (27.9 ) $ — $ — $ (27.9 ) _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented herein are the same. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents assets and liabilities included in our consolidated balance sheets that are recognized at fair value on a recurring basis, and indicates the fair value hierarchy utilized to determine such fair value as of December 31, 2016 and 2015 : Balances as of December 31, 2016 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 32.0 $ 32.0 $ — $ — Unrealized gains on natural gas derivatives 9.0 — 9.0 — Total assets at fair value $ 41.0 $ 32.0 $ 9.0 $ — Unrealized losses on natural gas derivatives (1.6 ) — (1.6 ) — Total liabilities at fair value $ (1.6 ) $ — $ (1.6 ) $ — Balances as of December 31, 2015 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 95.9 $ 95.9 $ — $ — Total assets at fair value $ 95.9 $ 95.9 $ — $ — Unrealized losses on natural gas derivatives $ (27.9 ) $ — $ (27.9 ) $ — Total liabilities at fair value $ (27.9 ) $ — $ (27.9 ) $ — Cash Equivalents As of December 31, 2016 and 2015 , our cash equivalents consisted primarily of money market mutual funds that invest in U.S. treasuries and direct investments in U.S. treasuries. Natural Gas Derivatives The derivative instruments that we use are primarily natural gas fixed price swaps and options traded in the OTC markets with multi-national commercial banks, other major financial institutions and large energy companies. The derivatives are traded in months forward and settlements are scheduled to coincide with anticipated gas purchases during those future periods. These contracts settle using NYMEX futures prices and accordingly, to determine the fair value of these instruments, we use quoted market prices from NYMEX and standard pricing models with inputs derived from or corroborated by observable market data such as forward curves supplied by an industry-recognized unrelated third party. See Note 7—Derivative Financial Instruments for additional information. Assets Measured at Fair Value on a Nonrecurring Basis We also have assets that may be measured at fair value on a nonrecurring basis; that is, the assets are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment. These include long-lived assets that may be written down to fair value as a result of impairment. We determined that these fair value measurements rely primarily on Partnership-specific inputs and the Partnership's assumptions about the use of the assets. Since certain of the assumptions would involve inputs that are not observable, these fair values would reside within Level 3 of the fair value hierarchy. |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, Net | Property, Plant and Equipment—Net Property, plant and equipment—net consisted of the following: December 31, 2016 2015 (in millions) Land $ 1.4 $ 1.6 Buildings and improvements 16.7 14.5 Machinery and equipment 562.3 537.5 Construction in progress 21.9 18.9 Property, plant and equipment 602.3 572.5 Less: Accumulated depreciation and amortization 301.0 265.5 Property, plant and equipment—net $ 301.3 $ 307.0 Additions to property, plant and equipment included in our consolidated statements of cash flows represents cash outflows for capital expenditures; therefore, it does not include the net increase (decrease) in amounts accrued for capital expenditures, which were $1.8 million , $(2.2) million and $1.3 million for the years ended December 31, 2016 , 2015 and 2014 . Losses on the disposal of certain machinery and equipment were $0.1 million , $2.0 million and zero for the years ended December 31, 2016 , 2015 and 2014 , respectively, and are included in other general and administrative expenses on our consolidated statements of operations. Plant turnarounds —Scheduled inspections, replacements and overhauls of machinery and equipment at our continuous process manufacturing facility are referred to as plant turnarounds. The expenditures related to turnarounds are capitalized in property, plant and equipment when incurred. The following is a summary of capitalized plant turnaround costs: Year ended December 31, 2016 2015 2014 (in millions) Net capitalized turnaround costs: Beginning balance $ 37.8 $ 16.7 $ 22.7 Additions 4.9 33.6 0.3 Depreciation (16.1 ) (12.5 ) (6.3 ) Ending balance $ 26.6 $ 37.8 $ 16.7 Scheduled replacements and overhauls of plant and equipment include the dismantling, repair or replacement and installation of various components including piping, valves, motors, turbines, pumps, compressors, heat exchangers and the replacement of catalyst when a full plant shutdown occurs. Scheduled inspections are also conducted during full plant shutdowns, including required safety inspections which entail the disassembly of various components such as steam boilers, pressure vessels and other equipment requiring safety certifications. Internal employee costs and overhead are not considered turnaround costs and are not capitalized. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions TNCLP and TNGP have no employees. We have entered into several agreements with a subsidiary of CF Industries relating to the operation of our business and the sale of the fertilizer products produced at our Verdigris facility. We believe that each of these agreements is on terms that are fair and reasonable to us. Services and Offtake Agreement Pursuant to the Services and Offtake Agreement, the Partnership sells all of its fertilizer products to affiliates of the General Partner at prices based on market prices for the Partnership's fertilizer products as defined in the Services and Offtake Agreement. Title and risk of loss transfer to affiliates of the General Partner as the product is shipped from the plant gate. The Services and Offtake Agreement was effective initially for a one-year term and is extended automatically for successive one -year terms unless terminated by one of the parties prior to renewal. Directly Incurred Charges Since we have no employees, we rely on employees from an affiliate of the General Partner to operate our Verdigris facility. As a result, the payroll, payroll-related expenses and benefit costs, such as health insurance and pension costs, are incurred by an affiliate of the General Partner and directly charged to us. Payroll, payroll-related expenses and other employee-related benefit costs directly charged to us for the years ended December 31, 2016 , 2015 and 2014 were $27.9 million , $27.9 million and $24.0 million , respectively. We report these expenses as services provided by affiliates of the General Partner in cost of goods sold. Allocated Charges CF Industries, together with its affiliates, also provides certain services to us under the Services and Offtake Agreement. These services include production planning, manufacturing management, logistics, procurement, accounting, legal, risk management, investor relations and other general and administrative functions. Allocated expenses charged to us for the years ended December 31, 2016 , 2015 and 2014 were $15.7 million , $15.7 million and $15.6 million , respectively. We report these expenses as selling, general and administrative services provided by affiliates of the General Partner. Amounts Due to/from Affiliates of the General Partner We receive cash and make expenditures directly from our cash accounts. Because we sell our products to and receive payroll and other related services from affiliates of the General Partner, the affiliates of the General Partner continue to be both debtors and creditors to us. As of December 31, 2016 and 2015 , we had a net balance due (to)/from affiliates of the General Partner of $(0.1) million and $5.9 million , respectively. Spare Parts Sharing Agreement Affiliates of CF Industries own and operate nitrogen fertilizer complexes that utilize some equipment that is similar to equipment at our Verdigris nitrogen complex. Each of the various manufacturing complexes maintains spare parts for use in its facilities. In the event that an unplanned need arises and to help minimize manufacturing downtime, we have entered into a spare parts sharing agreement with affiliates of CF Industries that permits spare parts to be shared among the manufacturing complexes from time to time. Parts that are borrowed from another complex under the agreement are either refurbished and returned to the lender or replaced. Leases We entered into an amended and restated lease with an affiliate of the General Partner under which the ammonia assets in our terminal in Blair, Nebraska are leased by the affiliate. The lease is effective for a five -year term ending on December 31, 2018, and the affiliate of the General Partner has options to renew for three additional five -year terms. The quarterly lease payment is $100,000 , subject to an annual inflation adjustment, and additional rent will be paid equal to all costs, expenses, and obligations incurred by the affiliate of the General Partner related to the use, occupancy and operation of the terminal. We also have leased certain of our rail cars to an affiliate of the General Partner for quarterly rental payments of $3,600 per car. This lease was effective initially for a one -year term and is extended automatically for successive one -year terms unless terminated by either party thereto prior to renewal. We recognized rental income related to the above lease agreements for the years ended December 31, 2016 , 2015 and 2014 of $0.6 million , which is reflected in other income from an affiliate of the General Partner in our consolidated statements of operations. |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2016 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | Asset Retirement Obligations Asset retirement obligations (AROs) are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal operation of such assets. AROs are initially recognized as incurred when sufficient information exists to estimate fair value. We have unrecorded AROs at our Verdigris facility that are conditional upon cessation of operations. These AROs include certain decommissioning and pond closure activities, and the removal and disposal of certain chemicals, waste materials, structures, equipment, vessels, piping and storage tanks. The most recent estimate of the aggregate cost of these AROs expressed in 2016 dollars is $4.1 million . We have not recorded a liability for these conditional AROs as of December 31, 2016 because we do not believe there is currently a reasonable basis for estimating a date or range of dates of cessation of operations at this facility, which is necessary in order to estimate fair value. In reaching this conclusion, we considered the historical performance of the facility and have taken into account factors such as planned maintenance, asset replacements and upgrades of plant and equipment, which if conducted as in the past, can extend the physical lives of the facility indefinitely. We also considered the possibility of changes in technology, risk of obsolescence, and availability of raw materials in arriving at our conclusion. |
Commitments
Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | The Operating Partnership is committed to various non-cancelable operating leases for land, buildings and equipment. Total minimum rental payments for operating leases are insignificant for 2017 . Rent expense under non-cancelable operating leases for years ended December 31, 2016 , 2015 and 2014 was insignificant. As of December 31, 2016 , we had commitments of approximately $26.3 million related to firm quantities of gas and open purchase orders. The natural gas commitments are based on a firm quantity of natural gas at market prices. These natural gas commitments are priced at the beginning of the month of the scheduled activity. We have the option to receive and use the natural gas in our manufacturing operations or we can sell the committed natural gas at current market prices, which may be different than the price that we pay for the natural gas. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Quarterly Financial Data (Unaudited) Summarized quarterly financial data are as follows: First Quarter Second Quarter Third Quarter Fourth Quarter Full Year (in millions, except per unit amounts) 2016 Net sales $ 108.0 $ 126.7 $ 90.2 $ 93.4 $ 418.3 Gross margin 43.1 102.7 32.8 48.2 226.8 Net earnings 37.7 98.7 28.8 44.1 209.3 Net earnings per Common Unit (1) 1.44 3.22 1.04 1.85 7.56 2015 Net sales $ 126.6 $ 153.6 $ 150.2 $ 151.3 $ 581.7 Gross margin 65.0 103.7 74.1 83.0 325.8 Net earnings 59.0 99.3 69.4 79.2 306.9 Net earnings per Common Unit (1) 2.03 3.31 2.23 2.49 10.06 (1) The sum of the four quarters is not necessarily the same as the total for the year. |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation The consolidated financial statements of TNCLP and the accompanying notes include the accounts of the Partnership. All intercompany transactions and balances have been eliminated. Income is allocated to the General Partner and the limited partners of TNCLP (Limited Partners) in accordance with the provisions of the TNCLP agreement of limited partnership that provides for allocations of income between the Limited Partners and the General Partner in the same proportion as cash distributions declared during the year. |
Revenue Recognition | Revenue Recognition The basic criteria necessary for revenue recognition are: 1) evidence that a sales arrangement exists, 2) delivery of goods has occurred, 3) the seller's price to the buyer is fixed or determinable, and 4) collectability is reasonably assured. The title and risk of loss passes to an affiliate of the General Partner as the product is shipped from the plant gate. We recognize revenue when these criteria have been met and when title and risk of loss have been transferred to an affiliate of the General Partner. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments that are readily convertible to known amounts of cash with original maturities of three months or less. The carrying value of cash and cash equivalents approximates fair value. |
Due to/from Affiliates of General Partner | Due to/from Affiliates of the General Partner We receive cash and make expenditures directly from our cash accounts. Because we sell our products to and receive payroll and other related services from affiliates of the General Partner, the affiliates of the General Partner continue to be both debtors and creditors to us. |
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts Accounts receivable are recorded at face amounts less an allowance for doubtful accounts. The allowance is an estimate based on historical collection experience, current economic and market conditions, and a review of the current status of each customer's trade accounts receivable. A receivable is past due if payments have not been received within the agreed upon invoice terms. Account balances are charged-off against the allowance when management determines that it is probable the receivable will not be recovered. |
Inventories, net | Inventories Inventories are reported at the lower of cost or market and are determined on a first-in, first-out (FIFO) and average cost basis. Inventories include the cost of materials, production labor and production overhead. Market value is reviewed quarterly. Fixed production costs related to idle capacity are not included in the cost of inventories but are charged directly to cost of sales. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are stated at cost. Depreciation and amortization are computed using the straight-line method over the estimate useful life of the property, plant and equipment. Useful lives for property, plant, and equipment range from 10 to 40 years for buildings and 5 to 30 years for machinery and equipment. We periodically review these useful lives and change the estimates to reflect the results of those reviews. Scheduled inspections, replacements and overhauls of machinery and equipment at our continuous process manufacturing facility are referred to as plant turnarounds. Plant turnarounds are accounted for under the deferral method, as opposed to the direct expense or built-in overhaul methods. Under the deferral method, expenditures related to turnarounds are capitalized when incurred and amortized to production costs on a straight-line basis over the period benefited, which is until the next scheduled turnaround in up to 5 years . If the direct expense method were used, all turnaround costs would be expensed as incurred. Internal employee costs and overhead amounts are not considered turnaround costs and are not capitalized. Turnaround costs are classified as investing activities in our consolidated statements of cash flows. For additional information, see Note 9—Property, Plant and Equipment—Net . |
Recoverability of Long-Lived Assets | Recoverability of Long-Lived Assets We review property, plant and equipment and other long-lived assets in order to assess recoverability based on expected future undiscounted cash flows whenever events or circumstances indicate that the carrying value may not be recoverable. If the sum of the expected future net cash flows is less than the carrying value, an impairment loss is recognized. The impairment loss is measured as the amount by which the carrying value exceeds the fair value of the asset. |
Leases | Leases Leases are classified as either operating leases or capital leases. Assets acquired under capital leases are depreciated on the same basis as property, plant and equipment. We currently do not have any capital leases. Rental payments, including rent holidays, leasehold incentives, and scheduled rent increases, if any, are expensed on a straight-line basis over the lease term. |
Income Taxes | Income Taxes As a partnership, we are not subject to income taxes. For additional information, see Note 1—Background and Basis of Presentation . The income tax liability of the individual partners is not reflected in our consolidated financial statements. |
Derivative Financial Instruments | Derivative Financial Instruments Natural gas is the principal raw material used to produce nitrogen fertilizers. We use natural gas both as a chemical feedstock and as a fuel to produce ammonia and UAN. We manage the risk of changes in natural gas prices primarily through the use of derivative financial instruments. The derivative instruments that we use are primarily natural gas fixed price swaps and options traded in the over-the-counter markets. These derivatives reference NYMEX futures contract prices, which represent the basis for fair value at any given time. The derivatives are traded in months forward and settlements are scheduled to coincide with anticipated gas purchases during those future periods. We do not use derivatives for trading purposes and are not a party to any leveraged derivatives. We have elected to not apply hedge accounting to our derivatives; as a result, changes in the fair value of the derivatives are recorded in cost of goods sold on our consolidated statements of operations. Derivatives are recognized on our consolidated balance sheets at fair value. Cash flows related to natural gas derivatives are reported as operating activities in our consolidated statements of cash flows. |
Asset Retirement Obligations | Asset Retirement Obligations Asset retirement obligations (AROs) are legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development or normal operation of such assets. AROs are initially recognized as liabilities as incurred when sufficient information exists to estimate fair value. When initially recognized, the fair value based on discounted future cash flows is recorded both as a liability and an increase in the carrying amount of the related long-lived asset. In subsequent periods, depreciation of the asset and accretion of the liability are recorded. For additional information on AROs, see Note 11—Asset Retirement Obligations . |
Environmental | Environmental Environmental expenditures that relate to current operations are expensed or capitalized as appropriate. Expenditures that relate to an existing condition caused by past operations are expensed. Expenditures that increase the capacity or extend the useful life of an asset, improve the safety or efficiency of the operations, or mitigate or prevent future environmental contamination are capitalized. Liabilities are recorded when it is probable that a liability has been incurred, the costs can be reasonably estimated, and the liability would not be discounted. |
Litigation | Litigation From time to time, the Partnership is subject to ordinary, routine legal proceedings related to the usual conduct of its business. From time to time, the Partnership also is involved in legal proceedings regarding public utility and transportation rates, environmental matters, taxes and permits relating to the operations of its plant and facilities. Accruals for such contingencies are recorded to the extent management concludes their occurrence is probable and the financial impact of an adverse outcome is reasonably estimable. Disclosure for specific legal contingencies is provided if the likelihood of occurrence is at least reasonably possible and the exposure is considered material to the consolidated financial statements. In making determinations of likely outcomes of litigation matters, many factors are considered. These factors include, but are not limited to, past history, scientific and other evidence, and the specifics and status of each matter. If the assessment of various factors changes, the estimates may change. Predicting the outcome of claims and litigation, and estimating related costs and exposure involves substantial uncertainties that could cause actual costs to vary materially from estimates and accruals. |
Agreement of Limited Partners21
Agreement of Limited Partnership (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Distributions Made to Members or Limited Partners [Abstract] | |
Summary of available cash distribution | Available Cash as summarized in the following table: Income and Distribution Allocation Target Limit Target Increment Common Units Class B Common Units General Partner (1) Total Minimum Quarterly Distributions $ 0.605 $ 0.605 98.990 % 0.985 % 0.025 % 100.00 % First Target 0.715 0.110 98.990 % 0.985 % 0.025 % 100.00 % Second Target 0.825 0.110 85.859 % 0.985 % 13.156 % 100.00 % Third Target 1.045 0.220 75.758 % 0.985 % 23.257 % 100.00 % Final Target and Beyond >1.045 — 50.505 % 0.985 % 48.510 % 100.00 % |
Schedule of the quarterly cash distributions paid to the unitholders and the General Partner | The quarterly cash distributions to the unitholders and the General Partner declared in 2016 and 2015 are as follows: Common Units Class B Common Units General Partner Total Distributions Declared Total Per unit Total Per unit Total (in millions, except per unit amounts) 2016 First Quarter $ 53.3 $ 2.88 $ 0.9 $ 4.78 $ 36.0 $ 90.2 Second Quarter 28.0 1.51 0.4 2.09 11.1 39.5 Third Quarter 47.7 2.58 0.7 4.17 30.4 78.8 Fourth Quarter 32.7 1.77 0.5 2.60 15.8 49.0 2015 First Quarter $ 46.3 $ 2.50 $ 0.7 $ 4.03 $ 29.1 $ 76.1 Second Quarter 38.5 2.08 0.6 3.20 21.3 60.4 Third Quarter 43.6 2.36 0.7 3.74 26.5 70.8 Fourth Quarter 52.0 2.81 0.9 4.64 34.6 87.5 |
Net Earnings per Common Unit (T
Net Earnings per Common Unit (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Unit [Abstract] | |
Schedule of calculation for net earnings per common unit | The following table provides a calculation for net earnings per common unit for the years ended December 31, 2016 , 2015 and 2014 : Year Ended December 31, 2016 2015 2014 (in millions, except per unit amounts) Basic earnings per Common Unit: Net earnings $ 209.3 $ 306.9 $ 370.0 Less: Net earnings allocable to General Partner 67.4 117.7 143.1 Less: Net earnings allocable to Class B common units 2.0 3.0 3.6 Net earnings allocable to common units $ 139.9 $ 186.2 $ 223.3 Weighted-average common units outstanding 18.5 18.5 18.5 Net earnings per common unit $ 7.56 $ 10.06 $ 12.07 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consisted of the following: December 31, 2016 2015 (in millions) Finished goods $ 6.8 $ 7.2 Raw materials, spare parts and supplies 1.8 3.5 Total $ 8.6 $ 10.7 |
Derivative Financial Instrume24
Derivative Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of the gross fair values of derivatives on balance sheet | The gross fair values of derivatives on our consolidated balance sheets are shown below. All balance sheet amounts from derivatives arise from natural gas derivatives that are not designated as hedging instruments. For additional information on derivative fair values, see Note 8—Fair Value Measurements . December 31, 2016 2015 (in millions) Derivative Assets Unrealized gains in other current assets $ 7.9 $ — Unrealized gains in other assets 1.1 — Total derivative assets 9.0 — Derivative Liabilities Unrealized losses in other current liabilities — (15.9 ) Unrealized losses in other liabilities (1.6 ) (12.0 ) Total derivative liabilities (1.6 ) (27.9 ) Net derivative assets (liabilities) $ 7.4 $ (27.9 ) |
Schedule of effects of derivatives in consolidated statements of operations | The effect of derivatives in our consolidated statements of operations is shown below. All amounts arise from natural gas derivatives that are not designated as hedging instruments and are recorded in cost of goods sold. Year ended December 31, 2016 2015 2014 (in millions) Unrealized net mark-to-market gains (losses) $ 35.3 $ (23.1 ) $ (12.6 ) Realized net (losses) gains (16.7 ) (10.6 ) 10.5 Net derivative gains (losses) $ 18.6 $ (33.7 ) $ (2.1 ) |
Schedule of offsetting of derivative assets and liabilities | The following table presents amounts relevant to offsetting of our derivative assets and liabilities as of December 31, 2016 and 2015 : Gross amounts not offset in consolidated balance sheets Gross and net amounts presented in consolidated balance sheets (1) Financial instruments Cash collateral received (pledged) Net amount (in millions) December 31, 2016 Total derivative assets $ 9.0 $ 1.6 $ — $ 7.4 Total derivative liabilities (1.6 ) (1.6 ) — — Net assets (liabilities) $ 7.4 $ — $ — $ 7.4 December 31, 2015 Total derivative assets $ — $ — $ — $ — Total derivative liabilities (27.9 ) — — (27.9 ) Net assets (liabilities) $ (27.9 ) $ — $ — $ (27.9 ) _______________________________________________________________________________ (1) We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, the gross amounts recognized and net amounts presented herein are the same. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities that are recognized at fair value on a recurring basis | The following table presents assets and liabilities included in our consolidated balance sheets that are recognized at fair value on a recurring basis, and indicates the fair value hierarchy utilized to determine such fair value as of December 31, 2016 and 2015 : Balances as of December 31, 2016 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 32.0 $ 32.0 $ — $ — Unrealized gains on natural gas derivatives 9.0 — 9.0 — Total assets at fair value $ 41.0 $ 32.0 $ 9.0 $ — Unrealized losses on natural gas derivatives (1.6 ) — (1.6 ) — Total liabilities at fair value $ (1.6 ) $ — $ (1.6 ) $ — Balances as of December 31, 2015 Total Quoted Market Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) (in millions) Cash equivalents $ 95.9 $ 95.9 $ — $ — Total assets at fair value $ 95.9 $ 95.9 $ — $ — Unrealized losses on natural gas derivatives $ (27.9 ) $ — $ (27.9 ) $ — Total liabilities at fair value $ (27.9 ) $ — $ (27.9 ) $ — |
Property, Plant and Equipment26
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment, net | Property, plant and equipment—net consisted of the following: December 31, 2016 2015 (in millions) Land $ 1.4 $ 1.6 Buildings and improvements 16.7 14.5 Machinery and equipment 562.3 537.5 Construction in progress 21.9 18.9 Property, plant and equipment 602.3 572.5 Less: Accumulated depreciation and amortization 301.0 265.5 Property, plant and equipment—net $ 301.3 $ 307.0 |
Summary of plant turnaround activity | The following is a summary of capitalized plant turnaround costs: Year ended December 31, 2016 2015 2014 (in millions) Net capitalized turnaround costs: Beginning balance $ 37.8 $ 16.7 $ 22.7 Additions 4.9 33.6 0.3 Depreciation (16.1 ) (12.5 ) (6.3 ) Ending balance $ 26.6 $ 37.8 $ 16.7 |
Quarterly Financial Data (Una27
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of quarterly financial data | Summarized quarterly financial data are as follows: First Quarter Second Quarter Third Quarter Fourth Quarter Full Year (in millions, except per unit amounts) 2016 Net sales $ 108.0 $ 126.7 $ 90.2 $ 93.4 $ 418.3 Gross margin 43.1 102.7 32.8 48.2 226.8 Net earnings 37.7 98.7 28.8 44.1 209.3 Net earnings per Common Unit (1) 1.44 3.22 1.04 1.85 7.56 2015 Net sales $ 126.6 $ 153.6 $ 150.2 $ 151.3 $ 581.7 Gross margin 65.0 103.7 74.1 83.0 325.8 Net earnings 59.0 99.3 69.4 79.2 306.9 Net earnings per Common Unit (1) 2.03 3.31 2.23 2.49 10.06 |
Background and Basis of Prese28
Background and Basis of Presentation (Details) - shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Common | ||
Common units and interest in the partnership | ||
Common Units issued | 18,501,576 | 18,501,576 |
Common Units outstanding | 18,501,576 | 18,501,576 |
Class B Common Units | ||
Common units and interest in the partnership | ||
Common Units issued | 184,072 | 184,072 |
Common Units outstanding | 184,072 | 184,072 |
CF Industries Holdings | Common | ||
Common units and interest in the partnership | ||
Common units owned through subsidiaries | 13,889,014 | |
Percentage of outstanding units owned through subsidiaries | 75.00% | |
General Partner's Interests | ||
Common units and interest in the partnership | ||
Ownership interest in the partnership (as a percent) | 0.03% |
Summary of Significant Accoun29
Summary of Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2016 | |
Maximum | |
Property, Plant and Equipment | |
Turnaround period | 5 years |
Buildings | Minimum | |
Property, Plant and Equipment | |
Depreciable life | 10 years |
Buildings | Maximum | |
Property, Plant and Equipment | |
Depreciable life | 40 years |
Machinery and equipment | Minimum | |
Property, Plant and Equipment | |
Depreciable life | 5 years |
Machinery and equipment | Maximum | |
Property, Plant and Equipment | |
Depreciable life | 30 years |
Agreement of Limited Partners30
Agreement of Limited Partnership (Details) $ / shares in Units, $ in Millions | Feb. 06, 2017$ / shares | Dec. 31, 2016USD ($)$ / shares | Sep. 30, 2016USD ($)$ / shares | Jun. 30, 2016USD ($)$ / shares | Mar. 31, 2016USD ($)$ / shares | Dec. 31, 2015USD ($)$ / shares | Sep. 30, 2015USD ($)$ / shares | Jun. 30, 2015USD ($)$ / shares | Mar. 31, 2015USD ($)$ / shares | Dec. 31, 2016USD ($)$ / Unit | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Agreement of limited partnership | ||||||||||||
Payments of distributions to affiliates | $ | $ (257.5) | $ (294.8) | $ (304.1) | |||||||||
Available cash received from operating partnership (as a percent) | 99.00% | |||||||||||
Total distributions declared | $ | $ 49 | $ 78.8 | $ 39.5 | $ 90.2 | $ 87.5 | $ 70.8 | $ 60.4 | $ 76.1 | ||||
Number of average trading days' closing prices used to determine the purchase price of outstanding units of non-affiliates | 20 days | |||||||||||
Number of days before the purchase announcement is made, as a basis for determining the purchase price of outstanding units of non-affiliates | 5 days | |||||||||||
Minimum Quarterly Distributions | ||||||||||||
Agreement of limited partnership | ||||||||||||
Target Limit | 0.605 | |||||||||||
Target Increment | 0.605 | |||||||||||
Income and distribution allocation (as a percent) | 100.00% | |||||||||||
First Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Target Limit | 0.715 | |||||||||||
Target Increment | 0.110 | |||||||||||
Income and distribution allocation (as a percent) | 100.00% | |||||||||||
Second Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Target Limit | 0.825 | |||||||||||
Target Increment | 0.110 | |||||||||||
Income and distribution allocation (as a percent) | 100.00% | |||||||||||
Third Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Target Limit | 1.045 | |||||||||||
Target Increment | 0.220 | |||||||||||
Income and distribution allocation (as a percent) | 100.00% | |||||||||||
Final Target and Beyond | ||||||||||||
Agreement of limited partnership | ||||||||||||
Target Increment | 0 | |||||||||||
Income and distribution allocation (as a percent) | 100.00% | |||||||||||
Final Target and Beyond | Minimum | ||||||||||||
Agreement of limited partnership | ||||||||||||
Target Limit | 1.045 | |||||||||||
Common and Class B Common Units | ||||||||||||
Agreement of limited partnership | ||||||||||||
Cash distribution made, excluding when cumulative distribution is specified, (as a percent) | 99.975% | |||||||||||
Common Units | ||||||||||||
Agreement of limited partnership | ||||||||||||
Declared partnership distributions | $ | $ 32.7 | $ 47.7 | $ 28 | $ 53.3 | $ 52 | $ 43.6 | $ 38.5 | $ 46.3 | ||||
Cash distribution declared per common limited partnership unit (in dollars per unit) | $ / shares | $ 1.77 | $ 2.58 | $ 1.51 | $ 2.88 | $ 2.81 | $ 2.36 | $ 2.08 | $ 2.50 | ||||
Common Units | Minimum Quarterly Distributions | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 98.99% | |||||||||||
Common Units | First Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 98.99% | |||||||||||
Common Units | Second Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 85.859% | |||||||||||
Common Units | Third Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 75.758% | |||||||||||
Common Units | Final Target and Beyond | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 50.505% | |||||||||||
Class B Common Units | ||||||||||||
Agreement of limited partnership | ||||||||||||
Declared partnership distributions | $ | $ 0.5 | $ 0.7 | $ 0.4 | $ 0.9 | $ 0.9 | $ 0.7 | $ 0.6 | $ 0.7 | ||||
Cash distribution declared per common limited partnership unit (in dollars per unit) | $ / shares | $ 2.60 | $ 4.17 | $ 2.09 | $ 4.78 | $ 4.64 | $ 3.74 | $ 3.20 | $ 4.03 | ||||
Class B Common Units | Minimum Quarterly Distributions | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.985% | |||||||||||
Class B Common Units | First Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.985% | |||||||||||
Class B Common Units | Second Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.985% | |||||||||||
Class B Common Units | Third Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.985% | |||||||||||
Class B Common Units | Final Target and Beyond | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.985% | |||||||||||
Subsequent Event | ||||||||||||
Agreement of limited partnership | ||||||||||||
Cash distribution declared per common limited partnership unit (in dollars per unit) | $ / shares | $ 1.22 | |||||||||||
General Partner's Interests | ||||||||||||
Agreement of limited partnership | ||||||||||||
Available cash distributed from operating partnership to General Partner (as a percent) | 1.00% | |||||||||||
Cash distribution made, excluding when cumulative distribution is specified, (as a percent) | 0.025% | |||||||||||
Partnership equity interest (as a percent) | 1.00% | 1.00% | ||||||||||
Declared partnership distributions | $ | $ 15.8 | $ 30.4 | $ 11.1 | $ 36 | $ 34.6 | $ 26.5 | $ 21.3 | $ 29.1 | ||||
Percentage of outstanding units owned by the General Partner and its affiliates | 75.10% | 75.10% | ||||||||||
Period within which highest price is paid for any unit preceding the date the purchase is announced used to determine the purchase price of outstanding units of non-affiliates | 90 days | |||||||||||
General Partner's Interests | Minimum | ||||||||||||
Agreement of limited partnership | ||||||||||||
Percentage of ownership of non-affiliates of the General Partner allowing majority owner to acquire outstanding units held by non-affiliated persons | 25.00% | |||||||||||
Notice period for making decision to purchase the outstanding units | 30 days | |||||||||||
General Partner's Interests | Maximum | ||||||||||||
Agreement of limited partnership | ||||||||||||
Notice period for making decision to purchase the outstanding units | 60 days | |||||||||||
General Partner's Interests | Minimum Quarterly Distributions | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.025% | |||||||||||
General Partner's Interests | First Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 0.025% | |||||||||||
General Partner's Interests | Second Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 13.156% | |||||||||||
General Partner's Interests | Third Target | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 23.257% | |||||||||||
General Partner's Interests | Final Target and Beyond | ||||||||||||
Agreement of limited partnership | ||||||||||||
Income and distribution allocation (as a percent) | 48.51% |
Net Earnings per Common Unit (D
Net Earnings per Common Unit (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Basic earnings per Common Unit: | |||||||||||
Net earnings | $ 44.1 | $ 28.8 | $ 98.7 | $ 37.7 | $ 79.2 | $ 69.4 | $ 99.3 | $ 59 | $ 209.3 | $ 306.9 | $ 370 |
Weighted-average Common Units outstanding | 18,500,000 | 18,500,000 | 18,500,000 | ||||||||
Net earnings per Common Unit | $ 1.85 | $ 1.04 | $ 3.22 | $ 1.44 | $ 2.49 | $ 2.23 | $ 3.31 | $ 2.03 | $ 7.56 | $ 10.06 | $ 12.07 |
Dilutive TNCLP units outstanding | 0 | 0 | 0 | ||||||||
General Partner's Interests | |||||||||||
Basic earnings per Common Unit: | |||||||||||
Net earnings | $ 67.4 | $ 117.7 | $ 143.1 | ||||||||
Common Units | Class B Common Units | |||||||||||
Basic earnings per Common Unit: | |||||||||||
Net earnings | 2 | 3 | 3.6 | ||||||||
Common Units | Common Units | |||||||||||
Basic earnings per Common Unit: | |||||||||||
Net earnings | $ 139.9 | $ 186.2 | $ 223.3 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 6.8 | $ 7.2 |
Raw materials, spare parts and supplies | 1.8 | 3.5 |
Total | $ 8.6 | $ 10.7 |
Derivative Financial Instrume33
Derivative Financial Instruments (Details) MMBTU in Millions | 12 Months Ended | ||
Dec. 31, 2016USD ($)MMBTU | Dec. 31, 2015USD ($)MMBTU | Dec. 31, 2014USD ($) | |
Effect of Derivatives on Consolidated Statement of Operations | |||
Unrealized net mark-to-market gains (losses) | $ 35,300,000 | $ (24,300,000) | $ (11,400,000) |
Open derivative contracts for natural gas (in MMBtus) | MMBTU | 29.4 | 59.6 | |
Percentage of natural gas consumption covered by derivatives | 74.00% | ||
Aggregate fair value of the derivative instruments with credit-risk-related contingent features in net liability position | $ 1,600,000 | $ 27,900,000 | |
Cash Collateral for Borrowed Securities | 0 | 0 | |
Total derivative assets | |||
Gross and net amounts presented in consolidated balance sheet | 9,000,000 | 0 | |
Gross amounts not offset in consolidated balance sheet | |||
Financial instruments | 1,600,000 | 0 | |
Cash collateral received (pledged) | 0 | 0 | |
Net amount | 7,400,000 | 0 | |
Total derivative liabilities | |||
Gross and net amounts presented in consolidated balance sheet | (1,600,000) | (27,900,000) | |
Gross amounts not offset in consolidated balance sheet | |||
Financial instruments | (1,600,000) | 0 | |
Cash collateral received (pledged) | 0 | 0 | |
Net amount | 0 | (27,900,000) | |
Net assets (liabilities) | |||
Gross and net amounts presented in consolidated balance sheet | 7,400,000 | (27,900,000) | |
Natural gas derivatives not designated as hedging instruments | |||
Derivative financial instruments | |||
Unrealized gains in other current assets | 7,900,000 | 0 | |
Derivative Asset, Noncurrent | 1,100,000 | 0 | |
Price Risk Derivative Instruments Not Designated as Hedging Instruments Asset, at Fair Value | 9,000,000 | 0 | |
Unrealized losses in other current liabilities | 0 | (15,900,000) | |
Unrealized losses in other liabilities | (1,600,000) | (12,000,000) | |
Price Risk Derivative Instruments Not Designated as Hedging Instruments Liability, at Fair Value | 1,600,000 | 27,900,000 | |
Net derivative assets (liabilities) | 7,400,000 | (27,900,000) | |
Effect of Derivatives on Consolidated Statement of Operations | |||
Unrealized net mark-to-market gains (losses) | 35,300,000 | (23,100,000) | (12,600,000) |
Realized net (losses) gains | (16,700,000) | (10,600,000) | 10,500,000 |
Net derivative gains (losses) | $ 18,600,000 | $ (33,700,000) | $ (2,100,000) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Recurring basis - USD ($) $ in Millions | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value, Inputs, Level 1 | ||
Fair value measurements | ||
Unrealized gains on natural gas derivatives | $ 0 | |
Total assets at fair value | 32 | $ 95.9 |
Fair Value, Inputs, Level 2 | ||
Fair value measurements | ||
Unrealized gains on natural gas derivatives | 9 | |
Total assets at fair value | 9 | 0 |
Unrealized losses on natural gas derivatives | (1.6) | (27.9) |
Total liabilities at fair value | (1.6) | (27.9) |
Total | ||
Fair value measurements | ||
Cash Equivalents, at Fair Value | 32 | 95.9 |
Unrealized gains on natural gas derivatives | 9 | |
Total assets at fair value | 41 | 95.9 |
Unrealized losses on natural gas derivatives | (1.6) | (27.9) |
Total liabilities at fair value | $ (1.6) | $ (27.9) |
Property, Plant and Equipment35
Property, Plant and Equipment, Net (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property, plant and equipment, net | |||
Increase (Decrease) in Capitalized Expenditures in Other Liabilities | $ 1.8 | $ (2.2) | $ 1.3 |
Gain (Loss) on Disposition of Property Plant Equipment | (0.1) | (2) | 0 |
Gross property, plant and equipment | 602.3 | 572.5 | |
Less: Accumulated depreciation and amortization | 301 | 265.5 | |
Net property, plant and equipment | 301.3 | 307 | |
Net capitalized turnaround costs: | |||
Beginning balance | 37.8 | 16.7 | 22.7 |
Additions | 4.9 | 33.6 | 0.3 |
Depreciation | (16.1) | (12.5) | (6.3) |
Ending balance | 26.6 | 37.8 | $ 16.7 |
Land | |||
Property, plant and equipment, net | |||
Gross property, plant and equipment | 1.4 | 1.6 | |
Buildings and improvements | |||
Property, plant and equipment, net | |||
Gross property, plant and equipment | 16.7 | 14.5 | |
Machinery and equipment | |||
Property, plant and equipment, net | |||
Gross property, plant and equipment | 562.3 | 537.5 | |
Construction in progress | |||
Property, plant and equipment, net | |||
Gross property, plant and equipment | $ 21.9 | $ 18.9 |
Related Party Transactions (Det
Related Party Transactions (Details) | 12 Months Ended | ||
Dec. 31, 2016USD ($)Term$ / Car | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Affiliate of General Partner | |||
Related party transactions | |||
Payroll, payroll-related expenses and other employee related benefits | $ 27,900,000 | $ 27,900,000 | $ 24,000,000 |
Due to affiliates, net | $ (100,000) | 5,900,000 | |
Affiliate of General Partner | Services and Offtake Agreement | |||
Related party transactions | |||
Extended term of agreement | 1 year | ||
Affiliate of General Partner | Lease Agreements | |||
Related party transactions | |||
Rental income received | $ 600,000 | 600,000 | 600,000 |
Affiliate of General Partner | Lease Agreements | Ammonia assets | |||
Related party transactions | |||
Term of agreement | 5 years | ||
Number of times lease term is automatically extended under agreement | Term | 3 | ||
Base quarterly rent of leased asset | $ 100,000 | ||
Affiliate of General Partner | Lease Agreements | Rail cars | |||
Related party transactions | |||
Extended term of agreement | 1 year | ||
Term of agreement | 1 year | ||
Quarterly rent per leased asset (in dollars per car) | $ / Car | 3,600 | ||
CF Industries | Services and Offtake Agreement | |||
Related party transactions | |||
Allocated expenses | $ 15,700,000 | $ 15,700,000 | $ 15,600,000 |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) $ in Millions | Dec. 31, 2016USD ($) |
Asset Retirement Obligation Disclosure [Abstract] | |
Estimated cost of AROs expressed in 2016 dollars | $ 4.1 |
Commitments (Details)
Commitments (Details) $ in Millions | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments related to firm quantities of gas and open purchase orders | $ 26.3 |
Quarterly Financial Data (Una39
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net sales | $ 93.4 | $ 90.2 | $ 126.7 | $ 108 | $ 151.3 | $ 150.2 | $ 153.6 | $ 126.6 | $ 418.3 | $ 581.7 | $ 648.3 |
Gross margin | 48.2 | 32.8 | 102.7 | 43.1 | 83 | 74.1 | 103.7 | 65 | 226.8 | 325.8 | 386.7 |
Net earnings | $ 44.1 | $ 28.8 | $ 98.7 | $ 37.7 | $ 79.2 | $ 69.4 | $ 99.3 | $ 59 | $ 209.3 | $ 306.9 | $ 370 |
Net earnings per Common Unit (in dollars per unit) | $ 1.85 | $ 1.04 | $ 3.22 | $ 1.44 | $ 2.49 | $ 2.23 | $ 3.31 | $ 2.03 | $ 7.56 | $ 10.06 | $ 12.07 |
Uncategorized Items - tnh-20161
Label | Element | Value |
Proceeds from (Payments for) Other Financing Activities | us-gaap_ProceedsFromPaymentsForOtherFinancingActivities | $ 0 |
Proceeds from (Payments for) Other Financing Activities | us-gaap_ProceedsFromPaymentsForOtherFinancingActivities | $ 0 |