Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 05, 2014 | |
Document and Entity Information | ' | ' |
Entity Registrant Name | 'TERRA NITROGEN CO L P /DE | ' |
Entity Central Index Key | '0000879575 | ' |
Document Type | '10-Q | ' |
Document Period End Date | 30-Sep-14 | ' |
Amendment Flag | 'false | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Filer Category | 'Large Accelerated Filer | ' |
Entity Common Stock, Shares Outstanding | ' | 18,501,576 |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current assets: | ' | ' |
Cash and cash equivalents | $78.40 | $86.90 |
Due from affiliates of the General Partner | 25.3 | 29 |
Accounts receivable | 1 | 1 |
Inventories, net | 7.6 | 5.9 |
Prepaid expenses and other current assets | 3.8 | 7.8 |
Total current assets | 116.1 | 130.6 |
Property, plant and equipment, net | 237.9 | 214.1 |
Other assets | 7.9 | 5.1 |
Total assets | 361.9 | 349.8 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 23.1 | 27.9 |
Due to affiliates of the General Partner | 7.8 | 3.7 |
Other current liabilities | 0.7 | 8 |
Total current liabilities | 31.6 | 39.6 |
Noncurrent liabilities | 1 | 1.2 |
Partners' capital: | ' | ' |
General partner's interest | 48.4 | 43 |
Total partners' capital | 329.3 | 309 |
Total liabilities and partners' capital | 361.9 | 349.8 |
Common | ' | ' |
Partners' capital: | ' | ' |
Limited partners' interests | 279.2 | 264.5 |
Class B Common | ' | ' |
Partners' capital: | ' | ' |
Limited partners' interests | $1.70 | $1.50 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) | Sep. 30, 2014 | Dec. 31, 2013 |
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_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Net sales: | ' | ' | ' | ' |
Other income | $0.10 | $0.20 | $0.50 | $0.60 |
Total | 135.1 | 128.4 | 480.3 | 567.9 |
Cost of goods sold: | ' | ' | ' | ' |
Materials, supplies and services | 52.6 | 44.3 | 174.6 | 146.5 |
Gross margin | 76.1 | 76.8 | 287.8 | 402.4 |
Other general and administrative expenses | 0.1 | 0.2 | 1.1 | 2.2 |
Earnings from operations | 72 | 72.7 | 275 | 388.8 |
Net earnings | 72 | 72.7 | 275 | 388.8 |
Allocation of net earnings: | ' | ' | ' | ' |
General Partner | 23.3 | 25.4 | 105.5 | 162.2 |
Net earnings | 72 | 72.7 | 275 | 388.8 |
Net earnings per Common Unit (in dollars per unit) | $2.60 | $2.52 | $9.02 | $12.04 |
Affiliate of General Partner | ' | ' | ' | ' |
Net sales: | ' | ' | ' | ' |
Product sales | 134.9 | 128.1 | 479.4 | 566.8 |
Other income | 0.1 | 0.1 | 0.4 | 0.5 |
Cost of goods sold: | ' | ' | ' | ' |
Services provided by the affiliates of the General Partner | 6.4 | 7.3 | 17.9 | 19 |
Selling, general and administrative services provided by the affiliates of the General Partner | 4 | 3.9 | 11.7 | 11.4 |
Class B Common | ' | ' | ' | ' |
Allocation of net earnings: | ' | ' | ' | ' |
Common Units | 0.7 | 0.7 | 2.7 | 3.8 |
Common | ' | ' | ' | ' |
Allocation of net earnings: | ' | ' | ' | ' |
Common Units | $48 | $46.60 | $166.80 | $222.80 |
CONSOLIDATED_STATEMENTS_OF_PAR
CONSOLIDATED STATEMENTS OF PARTNERS' CAPITAL (USD $) | Common | Class B Common | General Partner | Total |
In Millions, unless otherwise specified | Units | Units | ||
Partners' capital at Dec. 31, 2012 | $238.30 | $1.20 | $32.30 | $271.80 |
Increase (Decrease) in Partners' Capital | ' | ' | ' | ' |
Net earnings | 222.8 | 3.8 | 162.2 | 388.8 |
Distributions | -228.2 | -4 | -174.6 | -406.8 |
Partners' capital at Sep. 30, 2013 | 232.9 | 1 | 19.9 | 253.8 |
Partners' capital at Dec. 31, 2013 | 264.5 | 1.5 | 43 | 309 |
Increase (Decrease) in Partners' Capital | ' | ' | ' | ' |
Net earnings | 166.8 | 2.7 | 105.5 | 275 |
Distributions | -152.1 | -2.5 | -100.1 | -254.7 |
Partners' capital at Sep. 30, 2014 | $279.20 | $1.70 | $48.40 | $329.30 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 |
Operating Activities | ' | ' |
Net earnings | $275 | $388.80 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ' | ' |
Depreciation and amortization | 18.4 | 13 |
Unrealized loss on derivatives | 4.7 | 0.7 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | ' | -0.6 |
Inventories, net | -1.7 | 0.8 |
Accounts payable and accrued expenses | -2.4 | 9.9 |
Due to/from affiliates of the General Partner | 6.1 | -14.6 |
Other assets and liabilities | -3.3 | 2 |
Net cash provided by operating activities | 296.8 | 400 |
Investing Activities | ' | ' |
Additions to property, plant and equipment | -44.3 | -77.5 |
Changes in demand deposits with affiliates of the General Partner | ' | 5.4 |
Net cash used in investing activities | -44.3 | -72.1 |
Financing Activities | ' | ' |
Partnership distributions paid | -253 | -406.8 |
Other | -8 | ' |
Net cash used in financing activities | -261 | -406.8 |
Decrease in cash and cash equivalents | -8.5 | -78.9 |
Cash and cash equivalents at beginning of period | 86.9 | 149.4 |
Cash and cash equivalents at end of period | $78.40 | $70.50 |
Background_and_Basis_of_Presen
Background and Basis of Presentation | 9 Months Ended |
Sep. 30, 2014 | |
Background and Basis of Presentation | ' |
Background and Basis of Presentation | ' |
1. 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 consolidated 0.05% General Partner interest in the Partnership. The General Partner is an indirect, wholly-owned subsidiary of CF Industries Holdings, Inc. (CF Industries), a Delaware corporation. Ownership of TNCLP is comprised of the General Partner interests and the Limited Partner interests. Limited Partner interests consist of common units, which are listed for trading on the New York Stock Exchange under the symbol "TNH," and Class B common units. As of September 30, 2014, 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% of the total outstanding common units) and all of the Class B common units as of September 30, 2014. | |
The accompanying unaudited interim consolidated financial statements have been prepared on the same basis as our audited consolidated financial statements for the year ended December 31, 2013, in accordance with accounting principles generally accepted in the United States for interim financial reporting. In the opinion of management, these statements reflect all adjustments, consisting only of normal and recurring adjustments, that are necessary for the fair representation of the information for the periods presented. The unaudited interim consolidated financial statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. Operating results for any period presented apply to that period only and are not necessarily indicative of results for any future period. | |
The preparation of the unaudited interim financial statements requires management to make use of estimates and assumptions that affect the reported amount of assets and liabilities, revenue and expenses and certain financial statement disclosures. Actual results could differ from these estimates. Significant estimates and assumptions in these unaudited interim consolidated financial statements include net realizable value of inventories, environmental remediation liabilities, environmental and litigation contingencies, useful lives of property, plant and equipment, and the assumptions used in the evaluation of potential impairment of property, plant and equipment. | |
Throughout this document, the terms "affiliate of the General Partner" and "affiliates of the General Partner" refer to consolidated subsidiaries of CF Industries, including TNGP. | |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2014 | |
Summary of Significant Accounting Policies | ' |
Summary of Significant Accounting Policies | ' |
2. Summary of Significant Accounting Policies | |
For a complete discussion of the Partnership's significant accounting policies, refer to the notes to the audited consolidated financial statements included in our 2013 Annual Report on Form 10-K, filed with the SEC on February 27, 2014. | |
New_Accounting_Standards
New Accounting Standards | 9 Months Ended |
Sep. 30, 2014 | |
New Accounting Standards | ' |
New Accounting Standards | ' |
3. New Accounting Standards | |
In May 2014, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers, which supersedes the revenue recognition requirements in Accounting Standards Codification (ASC) 605, Revenue Recognition. This standard 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. The standard 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 disclosed. This standard is effective for interim and annual reporting periods beginning after December 15, 2016. We are currently evaluating the impact of the adoption of this standard on our consolidated financial statements. | |
Agreement_of_Limited_Partnersh
Agreement of Limited Partnership | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||
Agreement of Limited Partnership | ' | |||||||||||||||||||
Agreement of Limited Partnership | ' | |||||||||||||||||||
4. Agreement of Limited Partnership | ||||||||||||||||||||
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. During the nine months ended September 30, 2014, we declared partnership distributions of $254.7 million, of which $253.0 million was paid as of September 30, 2014. The remaining $1.7 million, included in the due to affiliates of the General Partner account, is expected to be paid in the fourth quarter of 2014. During the nine months ended September 30, 2013, we declared and paid partnership distributions of $406.8 million. | ||||||||||||||||||||
We receive 99% of the Available Cash from the Operating Partnership and 1% is distributed to its General Partner. Cash distributions from the Operating Partnership generally represent the Operating Partnership's Available Cash from operations. Our cash distributions are made 99.975% to common and Class B common unitholders and 0.025% to our General Partner except when cumulative distributions of Available Cash exceed specified target levels above the Minimum Quarterly Distributions (MQD) of $0.605 per unit. Under such circumstances, our General Partner is entitled to receive Incentive Distribution Rights. | ||||||||||||||||||||
On November 5, 2014, we announced a $1.78 cash distribution per common limited partnership unit, payable on November 28, 2014 to holders of record as of November 17, 2014. In the third quarter of 2014, we exceeded the cumulative MQD amounts and will distribute Available Cash as summarized in the following table: | ||||||||||||||||||||
Income and Distribution Allocation | ||||||||||||||||||||
Target | Target | Common | Class B | General | Total | |||||||||||||||
Limit | Increment | Units | Common | Partner | ||||||||||||||||
Units | ||||||||||||||||||||
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 | % | ||||||||||
The General Partner is required to remit the majority of cash distributions it receives from the Partnership, in excess of its 1% Partnership equity interest, to an affiliated company. | ||||||||||||||||||||
As of September 30, 2014, the General Partner and its affiliates owned 75.3% of our outstanding units. When not more than 25% of our issued and outstanding units are held by non-affiliates of the General Partner, we, at the General Partner's sole discretion, may call, or assign to the General Partner or its affiliates, our right to acquire all such outstanding units held by non-affiliated persons. If the General Partner elects to acquire all outstanding units, we are required to give at least 30 but not more than 60 days' notice of our decision to purchase the outstanding 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 | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Net Earnings per Common Unit | ' | |||||||||||||
Net Earnings per Common Unit | ' | |||||||||||||
5. 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 three and nine months ended September 30, 2014 and 2013: | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(dollars in millions, except per unit amounts) | ||||||||||||||
Basic earnings per Common Unit: | ||||||||||||||
Net earnings | $ | 72 | $ | 72.7 | $ | 275 | $ | 388.8 | ||||||
Net earnings allocable to General Partner | (23.3 | ) | (25.4 | ) | (105.5 | ) | (162.2 | ) | ||||||
Net earnings allocable to Class B Common Units | (0.7 | ) | (0.7 | ) | (2.7 | ) | (3.8 | ) | ||||||
Net earnings allocable to Common Units | $ | 48 | $ | 46.6 | $ | 166.8 | $ | 222.8 | ||||||
Weighted average Common Units outstanding | 18.5 | 18.5 | 18.5 | 18.5 | ||||||||||
Net earnings per Common Unit | $ | 2.6 | $ | 2.52 | $ | 9.02 | $ | 12.04 | ||||||
There were no dilutive TNCLP units outstanding for the three and nine months ended September 30, 2014 and 2013. | ||||||||||||||
Inventories
Inventories | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventories | ' | |||||||
Inventories | ' | |||||||
6. Inventories | ||||||||
Inventories consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Materials and supplies | $ | 1.5 | $ | 2.6 | ||||
Finished goods | 6.1 | 3.3 | ||||||
Total | $ | 7.6 | $ | 5.9 | ||||
Derivative_Financial_Instrumen
Derivative Financial Instruments | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Derivative Financial Instruments | ' | |||||||||||||
Derivative Financial Instruments | ' | |||||||||||||
7. Derivative Financial Instruments | ||||||||||||||
Derivative financial instruments are executed on our behalf by an affiliate of the General Partner to manage the volatility in our natural gas prices. We report derivatives on our consolidated balance sheets at fair value. Changes in fair value are recognized in cost of sales in the period of change. Cash flows related to natural gas derivatives are reported in operating activities. | ||||||||||||||
The derivatives 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 futures prices at the Henry Hub in Louisiana, the most common and financially liquid location of reference for financial derivatives related to natural gas. However, we purchase natural gas for our manufacturing facility from suppliers whose prices are based primarily on the OneOK index rather than Henry Hub. This creates a location basis differential between the derivative contract price and the physical price of natural gas. Accordingly, the prices underlying the financial derivatives we use may not exactly match the prices of physical gas we consume. The contracts are traded in months forward and settlement dates are scheduled to coincide with anticipated gas purchases during those future periods. | ||||||||||||||
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. | ||||||||||||||
September 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
(in millions) | ||||||||||||||
Unrealized gains in other current assets | $ | 3.8 | $ | 7.8 | ||||||||||
Unrealized losses in other current liabilities | (0.7 | ) | — | |||||||||||
Net unrealized derivative gains | $ | 3.1 | $ | 7.8 | ||||||||||
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. | ||||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(in millions) | ||||||||||||||
Unrealized mark-to-market gains (losses) | $ | 1.8 | $ | (0.9 | ) | $ | (7.1 | ) | $ | (0.1 | ) | |||
Realized gains (losses) | (3.6 | ) | (1.2 | ) | 11.2 | (0.1 | ) | |||||||
Net derivative gains (losses) | $ | (1.8 | ) | $ | (2.1 | ) | $ | 4.1 | $ | (0.2 | ) | |||
As of September 30, 2014 and December 31, 2013, we had open derivative contracts for 17.2 million MMBtus and 13.2 million MMBtus, respectively, of natural gas. For the nine months ended September 30, 2014, we used derivatives to cover approximately 90% of our natural gas consumption. | ||||||||||||||
The counterparties to our derivative contracts are multi-national 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. | |||||||||||||
• | Setoff rights are provided by certain of the ISDA agreements and generally allow a non-defaulting party to elect to setoff, 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 with sliding-scale credit support thresholds that are dependent upon the credit ratings of the General Partner affiliate. Downgrades in the credit ratings would cause the applicable threshold levels to decrease and improvements in those ratings could cause the threshold levels to increase. If our net liability positions exceed the threshold amounts, the counterparties could require cash collateral, some other form of credit support or daily cash settlement of unrealized losses. As of September 30, 2014 and December 31, 2013, the aggregate fair value of the derivative instruments with credit-risk-related contingent features in a net liability position were $0.7 million and zero, respectively, which also approximates the fair value of the maximum amount of additional collateral that would need to be posted or assets needed to settle the obligations if the credit-risk-related contingent features were triggered at the reporting dates. At both September 30, 2014 and December 31, 2013, we had no cash collateral on deposit with counterparties for derivative contracts. The credit support documents executed in connection with ISDA agreements generally provide 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 September 30, 2014 and December 31, 2013. | ||||||||||||||
Gross amounts | ||||||||||||||
not offset in | ||||||||||||||
consolidated | ||||||||||||||
Gross and | balance sheets | |||||||||||||
net amounts | ||||||||||||||
presented in | ||||||||||||||
consolidated | ||||||||||||||
balance | ||||||||||||||
sheets(1) | Financial | Cash | Net | |||||||||||
instruments | collateral | amount | ||||||||||||
received | ||||||||||||||
(pledged) | ||||||||||||||
(in millions) | ||||||||||||||
September 30, 2014 | ||||||||||||||
Total derivative assets | $ | 3.8 | $ | 0.7 | $ | — | $ | 3.1 | ||||||
Total derivative liabilities | 0.7 | 0.7 | — | — | ||||||||||
Net assets | $ | 3.1 | $ | — | $ | — | $ | 3.1 | ||||||
December 31, 2013 | ||||||||||||||
Total derivative assets | $ | 7.8 | $ | — | $ | — | $ | 7.8 | ||||||
Total derivative liabilities | — | — | — | — | ||||||||||
Net assets | $ | 7.8 | $ | — | $ | — | $ | 7.8 | ||||||
-1 | We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, amounts recognized and net amounts presented are the same. | |||||||||||||
Fair_Value_Measurements
Fair Value Measurements | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Fair Value Measurements | ' | |||||||||||||
8. 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 September 30, 2014 and December 31, 2013. | ||||||||||||||
Balances as of September 30, 2014 | ||||||||||||||
Total | Quoted | Significant | Significant | |||||||||||
Fair Value | Market Prices | Other | Unobservable | |||||||||||
in Active | Observable | Inputs | ||||||||||||
Markets | Inputs | (Level 3) | ||||||||||||
(Level 1) | (Level 2) | |||||||||||||
(in millions) | ||||||||||||||
Cash and cash equivalents | $ | 78.4 | $ | 78.4 | $ | — | $ | — | ||||||
Unrealized gains on natural gas derivatives | 3.8 | — | 3.8 | — | ||||||||||
Total assets at fair value | $ | 82.2 | $ | 78.4 | $ | 3.8 | $ | — | ||||||
Unrealized losses on natural gas derivatives | (0.7 | ) | — | (0.7 | ) | — | ||||||||
Total liabilities at fair value | $ | (0.7 | ) | $ | — | $ | (0.7 | ) | $ | — | ||||
Balances as of December 31, 2013 | ||||||||||||||
Total | Quoted | Significant | Significant | |||||||||||
Fair Value | Market Prices | Other | Unobservable | |||||||||||
in Active | Observable | Inputs | ||||||||||||
Markets | Inputs | (Level 3) | ||||||||||||
(Level 1) | (Level 2) | |||||||||||||
(in millions) | ||||||||||||||
Cash and cash equivalents | $ | 86.9 | $ | 86.9 | $ | — | $ | — | ||||||
Unrealized gains on natural gas derivatives | 7.8 | — | 7.8 | — | ||||||||||
Total assets at fair value | $ | 94.7 | $ | 86.9 | $ | 7.8 | $ | — | ||||||
Following is a summary of the valuation methodologies for assets and liabilities recorded in our consolidated balance sheets at fair value on a recurring basis: | ||||||||||||||
Cash and Cash Equivalents | ||||||||||||||
As of September 30, 2014 and December 31, 2013, our cash and cash equivalents consisted primarily of U.S. Treasury Bills with original maturities of three months or less and money market mutual funds that invest in U.S. government obligations. | ||||||||||||||
Natural Gas Derivatives | ||||||||||||||
The derivative instruments that we use are primarily natural gas fixed price swaps and options traded in the OTC markets with either large energy companies or large financial institutions. 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. | ||||||||||||||
Property_Plant_and_Equipment_n
Property, Plant and Equipment, net | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Property, Plant and Equipment, Net | ' | |||||||
Property, Plant and Equipment, Net | ' | |||||||
9. Property, Plant and Equipment, net | ||||||||
Property, plant and equipment, net consisted of the following: | ||||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land | $ | 1.6 | $ | 1.6 | ||||
Building and improvements | 8.1 | 8.1 | ||||||
Plant and equipment | 379.2 | 375.6 | ||||||
Construction in progress | 106.3 | 71.5 | ||||||
495.2 | 456.8 | |||||||
Less: Accumulated depreciation and amortization | 257.3 | 242.7 | ||||||
$ | 237.9 | $ | 214.1 | |||||
Plant turnarounds—scheduled inspections, replacements and overhauls of plant and equipment at our continuous process manufacturing facility are referred to as plant turnarounds. The expenditures related to turnarounds are capitalized into property, plant and equipment when incurred. The following is a summary of plant turnaround activity: | ||||||||
Nine months | ||||||||
ended | ||||||||
September 30, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Net capitalized turnaround costs: | ||||||||
Beginning balance | $ | 22.7 | $ | 2.6 | ||||
Additions | 0.3 | 18.1 | ||||||
Depreciation | (4.7 | ) | (3.0 | ) | ||||
Ending balance | $ | 18.3 | $ | 17.7 | ||||
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 | 9 Months Ended |
Sep. 30, 2014 | |
Related Party Transactions | ' |
Related Party Transactions | ' |
10. 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. | |
General and Administrative Services and Product Offtake Agreement | |
Pursuant to the Amendment to the General and Administrative Services and Product Offtake Agreement (the Services and Offtake Agreement), the Partnership sells all of its fertilizer products to an affiliate 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 an affiliate of the General Partner as the product is shipped from the plant gate. The Services and Offtake Agreement is effective for annual terms starting as of January 1st and will be 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 benefits, such as health insurance and pension, incurred by an affiliate of the General Partner, are directly charged to us. Payroll, payroll-related expenses and other employee related benefits directly charged to us for the three and nine months ended September 30, 2014 were $6.4 million and $17.9 million, respectively, and for the three and nine months ended September 30, 2013 were $7.3 million and $19.0 million, respectively. We report these expenses as services provided by the General Partner and 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 three and nine months ended September 30, 2014 were $4.0 million and $11.7 million, respectively, and for the three and nine months ended September 30, 2013 were $3.9 million and $11.4 million, respectively. We report these expenses as selling, general and administrative services provided by the affiliates of the General Partner. | |
Demand Deposits with and 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 a debtor and creditor to us. As of September 30, 2014 and December 31, 2013, we had a net balance due from affiliates of the General Partner of $17.5 million and $25.3 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 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 at our Blair terminal 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 facilities. | |
We also have leased certain of our rail cars to an affiliate of the General Partner for quarterly market-based 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 received rental income for the three months ended September 30, 2014 and 2013 of $0.1 million and for the nine months ended September 30, 2014 and 2013 of $0.4 million and $0.5 million, respectively. | |
Agreement_of_Limited_Partnersh1
Agreement of Limited Partnership (Tables) | 9 Months Ended | |||||||||||||||||||
Sep. 30, 2014 | ||||||||||||||||||||
Agreement of Limited Partnership | ' | |||||||||||||||||||
Summary of available cash distribution | ' | |||||||||||||||||||
Income and Distribution Allocation | ||||||||||||||||||||
Target | Target | Common | Class B | General | Total | |||||||||||||||
Limit | Increment | Units | Common | Partner | ||||||||||||||||
Units | ||||||||||||||||||||
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 | % | ||||||||||
Net_Earnings_per_Common_Unit_T
Net Earnings per Common Unit (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Net Earnings per Common Unit | ' | |||||||||||||
Schedule of calculation for net earnings per common unit | ' | |||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(dollars in millions, except per unit amounts) | ||||||||||||||
Basic earnings per Common Unit: | ||||||||||||||
Net earnings | $ | 72 | $ | 72.7 | $ | 275 | $ | 388.8 | ||||||
Net earnings allocable to General Partner | (23.3 | ) | (25.4 | ) | (105.5 | ) | (162.2 | ) | ||||||
Net earnings allocable to Class B Common Units | (0.7 | ) | (0.7 | ) | (2.7 | ) | (3.8 | ) | ||||||
Net earnings allocable to Common Units | $ | 48 | $ | 46.6 | $ | 166.8 | $ | 222.8 | ||||||
Weighted average Common Units outstanding | 18.5 | 18.5 | 18.5 | 18.5 | ||||||||||
Net earnings per Common Unit | $ | 2.6 | $ | 2.52 | $ | 9.02 | $ | 12.04 | ||||||
Inventories_Tables
Inventories (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Inventories | ' | |||||||
Schedule of inventories | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Materials and supplies | $ | 1.5 | $ | 2.6 | ||||
Finished goods | 6.1 | 3.3 | ||||||
Total | $ | 7.6 | $ | 5.9 | ||||
Derivative_Financial_Instrumen1
Derivative Financial Instruments (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Derivative Financial Instruments | ' | |||||||||||||
Schedule of the gross fair values of derivatives on balance sheet | ' | |||||||||||||
September 30, | December 31, | |||||||||||||
2014 | 2013 | |||||||||||||
(in millions) | ||||||||||||||
Unrealized gains in other current assets | $ | 3.8 | $ | 7.8 | ||||||||||
Unrealized losses in other current liabilities | (0.7 | ) | — | |||||||||||
Net unrealized derivative gains | $ | 3.1 | $ | 7.8 | ||||||||||
Schedule of effects of derivatives in consolidated statements of operations | ' | |||||||||||||
Three months ended | Nine months ended | |||||||||||||
September 30, | September 30, | |||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||||
(in millions) | ||||||||||||||
Unrealized mark-to-market gains (losses) | $ | 1.8 | $ | (0.9 | ) | $ | (7.1 | ) | $ | (0.1 | ) | |||
Realized gains (losses) | (3.6 | ) | (1.2 | ) | 11.2 | (0.1 | ) | |||||||
Net derivative gains (losses) | $ | (1.8 | ) | $ | (2.1 | ) | $ | 4.1 | $ | (0.2 | ) | |||
Schedule of offsetting of derivative assets and liabilities | ' | |||||||||||||
Gross amounts | ||||||||||||||
not offset in | ||||||||||||||
consolidated | ||||||||||||||
Gross and | balance sheets | |||||||||||||
net amounts | ||||||||||||||
presented in | ||||||||||||||
consolidated | ||||||||||||||
balance | ||||||||||||||
sheets(1) | Financial | Cash | Net | |||||||||||
instruments | collateral | amount | ||||||||||||
received | ||||||||||||||
(pledged) | ||||||||||||||
(in millions) | ||||||||||||||
September 30, 2014 | ||||||||||||||
Total derivative assets | $ | 3.8 | $ | 0.7 | $ | — | $ | 3.1 | ||||||
Total derivative liabilities | 0.7 | 0.7 | — | — | ||||||||||
Net assets | $ | 3.1 | $ | — | $ | — | $ | 3.1 | ||||||
December 31, 2013 | ||||||||||||||
Total derivative assets | $ | 7.8 | $ | — | $ | — | $ | 7.8 | ||||||
Total derivative liabilities | — | — | — | — | ||||||||||
Net assets | $ | 7.8 | $ | — | $ | — | $ | 7.8 | ||||||
-1 | We report the fair values of our derivative assets and liabilities on a gross basis on our consolidated balance sheets. As a result, amounts recognized and net amounts presented are the same. | |||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 9 Months Ended | |||||||||||||
Sep. 30, 2014 | ||||||||||||||
Fair Value Measurements | ' | |||||||||||||
Schedule of assets and liabilities that are recognized at fair value on a recurring basis | ' | |||||||||||||
Balances as of September 30, 2014 | ||||||||||||||
Total | Quoted | Significant | Significant | |||||||||||
Fair Value | Market Prices | Other | Unobservable | |||||||||||
in Active | Observable | Inputs | ||||||||||||
Markets | Inputs | (Level 3) | ||||||||||||
(Level 1) | (Level 2) | |||||||||||||
(in millions) | ||||||||||||||
Cash and cash equivalents | $ | 78.4 | $ | 78.4 | $ | — | $ | — | ||||||
Unrealized gains on natural gas derivatives | 3.8 | — | 3.8 | — | ||||||||||
Total assets at fair value | $ | 82.2 | $ | 78.4 | $ | 3.8 | $ | — | ||||||
Unrealized losses on natural gas derivatives | (0.7 | ) | — | (0.7 | ) | — | ||||||||
Total liabilities at fair value | $ | (0.7 | ) | $ | — | $ | (0.7 | ) | $ | — | ||||
Balances as of December 31, 2013 | ||||||||||||||
Total | Quoted | Significant | Significant | |||||||||||
Fair Value | Market Prices | Other | Unobservable | |||||||||||
in Active | Observable | Inputs | ||||||||||||
Markets | Inputs | (Level 3) | ||||||||||||
(Level 1) | (Level 2) | |||||||||||||
(in millions) | ||||||||||||||
Cash and cash equivalents | $ | 86.9 | $ | 86.9 | $ | — | $ | — | ||||||
Unrealized gains on natural gas derivatives | 7.8 | — | 7.8 | — | ||||||||||
Total assets at fair value | $ | 94.7 | $ | 86.9 | $ | 7.8 | $ | — | ||||||
Property_Plant_and_Equipment_n1
Property, Plant and Equipment, net (Tables) | 9 Months Ended | |||||||
Sep. 30, 2014 | ||||||||
Property, Plant and Equipment, Net | ' | |||||||
Schedule of property, plant and equipment, net | ' | |||||||
September 30, | December 31, | |||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Land | $ | 1.6 | $ | 1.6 | ||||
Building and improvements | 8.1 | 8.1 | ||||||
Plant and equipment | 379.2 | 375.6 | ||||||
Construction in progress | 106.3 | 71.5 | ||||||
495.2 | 456.8 | |||||||
Less: Accumulated depreciation and amortization | 257.3 | 242.7 | ||||||
$ | 237.9 | $ | 214.1 | |||||
Summary of plant turnaround activity | ' | |||||||
Nine months | ||||||||
ended | ||||||||
September 30, | ||||||||
2014 | 2013 | |||||||
(in millions) | ||||||||
Net capitalized turnaround costs: | ||||||||
Beginning balance | $ | 22.7 | $ | 2.6 | ||||
Additions | 0.3 | 18.1 | ||||||
Depreciation | (4.7 | ) | (3.0 | ) | ||||
Ending balance | $ | 18.3 | $ | 17.7 | ||||
Background_and_Basis_of_Presen1
Background and Basis of Presentation (Details) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 |
Common | Common | Class B Common | Class B Common | General Partner | CF Industries | |
Common | ||||||
Common units and interest in the partnership | ' | ' | ' | ' | ' | ' |
Ownership interest in the partnership (as a percent) | ' | ' | ' | ' | 0.05% | ' |
Common Units issued | 18,501,576 | 18,501,576 | 184,072 | 184,072 | ' | ' |
Common Units outstanding | 18,501,576 | 18,501,576 | 184,072 | 184,072 | ' | ' |
Common units owned through subsidiaries | ' | ' | ' | ' | ' | 13,889,014 |
Percentage of outstanding units owned through subsidiaries | ' | ' | ' | ' | ' | 75.00% |
Agreement_of_Limited_Partnersh2
Agreement of Limited Partnership (Details) (USD $) | 0 Months Ended | 3 Months Ended | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||||||||||||||||
In Millions, except Per Share data, unless otherwise specified | Nov. 05, 2014 | Dec. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Mar. 31, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 |
Minimum | Maximum | Minimum Quarterly Distributions | First Target | Second Target | Third Target | Final Target and Beyond | Final Target and Beyond | Common and Class B Common Units | Common | Common | Common | Common | Common | Class B Common | Class B Common | Class B Common | Class B Common | Class B Common | General Partner | General Partner | General Partner | General Partner | General Partner | General Partner | General Partner | |||||
Minimum | Minimum Quarterly Distributions | First Target | Second Target | Third Target | Final Target and Beyond | Minimum Quarterly Distributions | First Target | Second Target | Third Target | Final Target and Beyond | Minimum | Minimum Quarterly Distributions | First Target | Second Target | Third Target | Final Target and Beyond | ||||||||||||||
Agreement of limited partnership | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Declared partnership distributions | ' | ' | $254.70 | $406.80 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Partnership distributions paid | ' | $1.70 | $253 | $406.80 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Available cash received from operating partnership (as a percent) | ' | ' | 99.00% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
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) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 99.98% | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 0.03% | ' | ' | ' | ' | ' | ' |
Cash distribution declared per common limited partnership unit (in dollars per unit) | $1.78 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Target Limit | ' | ' | ' | ' | ' | ' | 0.605 | 0.715 | 0.825 | 1.045 | ' | 1.045 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Target Increment | ' | ' | ' | ' | ' | ' | 0.605 | 0.11 | 0.11 | 0.22 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Income and distribution allocation (as a percent) | ' | ' | ' | ' | ' | ' | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | ' | ' | 98.99% | 98.99% | 85.86% | 75.76% | 50.51% | 0.99% | 0.99% | 0.99% | 0.99% | 0.99% | ' | ' | 0.03% | 0.03% | 13.16% | 23.26% | 48.51% |
Partnership equity interest (as a percent) | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 1.00% | ' | ' | ' | ' | ' | ' |
Percentage of outstanding units owned by the General Partner and its affiliates | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | 75.30% | ' | ' | ' | ' | ' | ' |
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 | '60 days | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
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 | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
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 | ' | ' | ' | ' | ' | ' |
Net_Earnings_per_Common_Unit_D
Net Earnings per Common Unit (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
In Millions, except Per Share data, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 |
Basic earnings per common unit: | ' | ' | ' | ' |
Net earnings | $72 | $72.70 | $275 | $388.80 |
Net earnings allocable to General Partner | 23.3 | 25.4 | 105.5 | 162.2 |
Weighted average units outstanding | 18.5 | 18.5 | 18.5 | 18.5 |
Net earnings per Common Unit (in dollars per unit) | $2.60 | $2.52 | $9.02 | $12.04 |
Dilutive TNCLP units outstanding | 0 | 0 | 0 | 0 |
Class B Common | ' | ' | ' | ' |
Basic earnings per common unit: | ' | ' | ' | ' |
Net earnings allocated | 0.7 | 0.7 | 2.7 | 3.8 |
Common | ' | ' | ' | ' |
Basic earnings per common unit: | ' | ' | ' | ' |
Net earnings allocated | $48 | $46.60 | $166.80 | $222.80 |
Inventories_Details
Inventories (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Inventories | ' | ' |
Materials and supplies | $1.50 | $2.60 |
Finished goods | 6.1 | 3.3 |
Total | $7.60 | $5.90 |
Derivative_Financial_Instrumen2
Derivative Financial Instruments (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Derivative financial instruments | ' | ' | ' | ' | ' |
Unrealized mark-to-market gains (losses) | ' | ' | ($4.70) | ($0.70) | ' |
Open derivative contracts for natural gas (in MMBtus) | 17,200,000 | ' | 17,200,000 | ' | 13,200,000 |
Percentage of natural gas consumption covered by derivatives | 90.00% | ' | 90.00% | ' | ' |
Aggregate fair value of the derivative instruments with credit-risk-related contingent features in net liability position | 0.7 | ' | 0.7 | ' | 0 |
Total derivative assets | ' | ' | ' | ' | ' |
Gross and net amounts presented in consolidated balance sheet | 3.8 | ' | 3.8 | ' | 7.8 |
Gross amounts not offset in consolidated balance sheet | ' | ' | ' | ' | ' |
Financial instruments | 0.7 | ' | 0.7 | ' | ' |
Cash collateral received | 0 | ' | 0 | ' | ' |
Net amount | 3.1 | ' | 3.1 | ' | 7.8 |
Total derivative liabilities | ' | ' | ' | ' | ' |
Gross and net amounts presented in consolidated balance sheet | 0.7 | ' | 0.7 | ' | ' |
Gross amounts not offset in consolidated balance sheet | ' | ' | ' | ' | ' |
Financial instruments | 0.7 | ' | 0.7 | ' | ' |
Cash collateral pledged | 0 | ' | 0 | ' | 0 |
Net amount | 0 | ' | 0 | ' | ' |
Net assets (liabilities) | ' | ' | ' | ' | ' |
Gross and net amounts presented in consolidated balance sheet | 3.1 | ' | 3.1 | ' | 7.8 |
Natural gas derivatives not designated as hedging instruments | ' | ' | ' | ' | ' |
Derivative financial instruments | ' | ' | ' | ' | ' |
Unrealized gains in other current assets | 3.8 | ' | 3.8 | ' | 7.8 |
Unrealized losses in other current liabilities | -0.7 | ' | -0.7 | ' | ' |
Net unrealized derivative gains | 3.1 | ' | 3.1 | ' | 7.8 |
Unrealized mark-to-market gains (losses) | 1.8 | -0.9 | -7.1 | -0.1 | ' |
Realized gains (losses) | -3.6 | -1.2 | 11.2 | -0.1 | ' |
Net derivative gains (losses) | ($1.80) | ($2.10) | $4.10 | ($0.20) | ' |
Fair_Value_Measurements_Detail
Fair Value Measurements (Details) (Recurring basis, USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Total | ' | ' |
Fair value measurements | ' | ' |
Cash and cash equivalents | $78.40 | $86.90 |
Unrealized gains on natural gas derivatives | 3.8 | 7.8 |
Total assets at fair value | 82.2 | 94.7 |
Unrealized losses on natural gas derivatives | -0.7 | ' |
Total liabilities at fair value | -0.7 | ' |
Quoted Market Prices in Active Markets (Level 1) | ' | ' |
Fair value measurements | ' | ' |
Cash and cash equivalents | 78.4 | 86.9 |
Total assets at fair value | 78.4 | 86.9 |
Significant Other Observable Inputs (Level 2) | ' | ' |
Fair value measurements | ' | ' |
Unrealized gains on natural gas derivatives | 3.8 | 7.8 |
Total assets at fair value | 3.8 | 7.8 |
Unrealized losses on natural gas derivatives | -0.7 | ' |
Total liabilities at fair value | ($0.70) | ' |
Property_Plant_and_Equipment_n2
Property, Plant and Equipment, net (Details) (USD $) | 9 Months Ended | ||
In Millions, unless otherwise specified | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 |
Property, plant and equipment, net | ' | ' | ' |
Gross property, plant and equipment | $495.20 | ' | $456.80 |
Less: Accumulated depreciation and amortization | 257.3 | ' | 242.7 |
Net property, plant and equipment | 237.9 | ' | 214.1 |
Net capitalized turnaround costs: | ' | ' | ' |
Beginning balance | 22.7 | 2.6 | ' |
Additions | 0.3 | 18.1 | ' |
Depreciation | -4.7 | -3 | ' |
Ending balance | 18.3 | 17.7 | ' |
Land | ' | ' | ' |
Property, plant and equipment, net | ' | ' | ' |
Gross property, plant and equipment | 1.6 | ' | 1.6 |
Building and improvements | ' | ' | ' |
Property, plant and equipment, net | ' | ' | ' |
Gross property, plant and equipment | 8.1 | ' | 8.1 |
Plant and equipment | ' | ' | ' |
Property, plant and equipment, net | ' | ' | ' |
Gross property, plant and equipment | 379.2 | ' | 375.6 |
Construction in progress | ' | ' | ' |
Property, plant and equipment, net | ' | ' | ' |
Gross property, plant and equipment | $106.30 | ' | $71.50 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Affiliate of General Partner | ' | ' | ' | ' | ' |
Related party transactions | ' | ' | ' | ' | ' |
Payroll, payroll-related expenses and other employee related benefits | $6,400,000 | $7,300,000 | $17,900,000 | $19,000,000 | ' |
Due from affiliates, net | 17,500,000 | ' | 17,500,000 | ' | 25,300,000 |
Affiliate of General Partner | Services and Offtake agreement | ' | ' | ' | ' | ' |
Related party transactions | ' | ' | ' | ' | ' |
Extended term of agreement | ' | ' | '1 year | ' | ' |
Affiliate of General Partner | Leases | ' | ' | ' | ' | ' |
Related party transactions | ' | ' | ' | ' | ' |
Rental income received | 100,000 | 100,000 | 400,000 | 500,000 | ' |
Affiliate of General Partner | Leases | Ammonia assets | ' | ' | ' | ' | ' |
Related party transactions | ' | ' | ' | ' | ' |
Term of agreement | ' | ' | '5 years | ' | ' |
Extended term of agreement | ' | ' | '5 years | ' | ' |
Base quarterly rent of leased asset | ' | ' | 100,000 | ' | ' |
Number of options to renew lease term under amended and restated agreement | ' | ' | 3 | ' | ' |
Affiliate of General Partner | Leases | Rail cars | ' | ' | ' | ' | ' |
Related party transactions | ' | ' | ' | ' | ' |
Term of agreement | ' | ' | '1 year | ' | ' |
Extended term of agreement | ' | ' | '1 year | ' | ' |
Quarterly rent per leased asset (in dollars per car) | ' | ' | 3,600 | ' | ' |
CF Industries | Services and Offtake agreement | ' | ' | ' | ' | ' |
Related party transactions | ' | ' | ' | ' | ' |
Allocated expenses | $4,000,000 | $3,900,000 | $11,700,000 | $11,400,000 | ' |