Cover Page
Cover Page - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 18, 2022 | Jun. 30, 2021 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35721 | ||
Entity Registrant Name | DELEK LOGISTICS PARTNERS, LP | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 45-5379027 | ||
Entity Address, Address Line One | 7102 Commerce Way | ||
Entity Address, City or Town | Brentwood | ||
Entity Address, State or Province | TN | ||
Entity Address, Postal Zip Code | 37027 | ||
City Area Code | 615 | ||
Local Phone Number | 771-6701 | ||
Title of 12(b) Security | Common Units Representing Limited Partner Interests | ||
Trading Symbol | DKL | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 347,800 | ||
Common Stock, Shares, Outstanding | 43,470,853 | ||
Entity Central Index Key | 0001552797 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Documents Incorporated by Reference | Documents incorporated by reference: None |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Auditor [Line Items] | |
Auditor Name | Ernst & Young LLP |
Auditor Firm ID | 42 |
Auditor Location | Nashville, Tennessee |
Red River | |
Auditor [Line Items] | |
Auditor Name | Weaver and Tidwell, L.L.P. |
Auditor Firm ID | 410 |
Auditor Location | Houston, Texas |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 4,292 | $ 4,243 |
Accounts receivable | 15,384 | 15,676 |
Accounts receivable from related parties | 0 | 5,932 |
Inventory | 2,406 | 3,127 |
Other current assets | 951 | 331 |
Total current assets | 23,033 | 29,309 |
Property, plant and equipment: | ||
Property, plant and equipment | 715,870 | 692,282 |
Less: accumulated depreciation | (266,482) | (227,470) |
Property, plant and equipment, net | 449,388 | 464,812 |
Equity method investments | 250,030 | 253,675 |
Operating lease right-of-use assets | 20,933 | 24,199 |
Goodwill | 12,203 | 12,203 |
Marketing contract intangible, net | 116,577 | 123,788 |
Rights-of-way | 37,280 | 36,316 |
Other non-current assets | 25,627 | 12,115 |
Total assets | 935,071 | 956,417 |
Current liabilities: | ||
Accounts payable | 8,160 | 6,659 |
Accounts payable to related parties | 64,423 | 0 |
Interest payable | 5,024 | 2,452 |
Excise and other taxes payable | 5,280 | 4,969 |
Accrued expenses and other current liabilities | 7,117 | 5,529 |
Current portion of operating lease liabilities | 6,811 | 8,691 |
Total current liabilities | 96,815 | 28,300 |
Non-current liabilities: | ||
Long-term debt | 898,970 | 992,291 |
Asset retirement obligations | 6,476 | 6,015 |
Operating lease liabilities, net of current portion | 14,071 | 15,418 |
Other non-current liabilities | 22,731 | 22,694 |
Total non-current liabilities | 942,248 | 1,036,418 |
Equity (Deficit): | ||
Total deficit (equity) | (103,992) | (108,301) |
Total liabilities and deficit | 935,071 | 956,417 |
General Partner | ||
Equity (Deficit): | ||
Total deficit (equity) | 0 | 0 |
Common- Public | Limited Partner | ||
Equity (Deficit): | ||
Total deficit (equity) | 166,067 | 164,614 |
Common- Delek | Limited Partner | ||
Equity (Deficit): | ||
Total deficit (equity) | $ (270,059) | $ (272,915) |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Dec. 31, 2021 | Dec. 31, 2020 |
Common - Public | ||
Common unitholders, outstanding (in units) | 8,774,053 | |
Common - Delek Holdings | ||
Common unitholders, outstanding (in units) | 34,696,800 | |
Limited Partner | Common - Public | ||
Common unitholders, issued (in units) | 8,774,053 | 8,697,468 |
Common unitholders, outstanding (in units) | 8,774,053 | 8,697,468 |
Limited Partner | Common - Delek Holdings | ||
Common unitholders, issued (in units) | 34,696,800 | 34,745,868 |
Common unitholders, outstanding (in units) | 34,696,800 | 34,745,868 |
Consolidated Statements of Inco
Consolidated Statements of Income and Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Net revenues: | ||||
Affiliate | [1] | $ 418,826 | $ 382,666 | $ 261,014 |
Third party | 282,076 | 180,752 | 322,978 | |
Net revenues | 700,902 | 563,418 | 583,992 | |
Cost of sales: | ||||
Cost of materials and other | 384,409 | 269,094 | 336,473 | |
Operating expenses (excluding depreciation and amortization presented below) | 58,398 | 53,846 | 71,341 | |
Depreciation and amortization | 40,945 | 33,737 | 24,893 | |
Total cost of sales | 483,752 | 356,677 | 432,707 | |
Operating expenses related to wholesale business (excluding depreciation and amortization presented below) | 2,337 | 2,433 | 2,816 | |
General and administrative expenses | 22,545 | 22,587 | 20,815 | |
Depreciation and amortization | 1,825 | 1,994 | 1,808 | |
Other operating (income) expense, net | (59) | (66) | 34 | |
Total operating costs and expenses | 510,400 | 383,625 | 458,180 | |
Operating income | 190,502 | 179,793 | 125,812 | |
Interest expense, net | 50,221 | 42,874 | 47,328 | |
Income from equity method investments | (24,575) | (22,693) | (19,832) | |
Other (income) expense, net | (119) | 133 | 600 | |
Total non-operating expenses, net | 25,527 | 20,314 | 28,096 | |
Income before income tax expense | 164,975 | 159,479 | 97,716 | |
Income tax expense | 153 | 223 | 967 | |
Net income attributable to partners | 164,822 | 159,256 | 96,749 | |
Comprehensive income attributable to partners | 164,822 | 159,256 | 96,749 | |
General partner's interest in net income, including incentive distribution rights | [2] | 0 | 18,724 | 33,080 |
Limited partners' interest in net income | $ 164,822 | $ 140,532 | $ 63,669 | |
Net income per limited partner unit: | ||||
Common units - basic (in dollars per unit) | $ 3.79 | $ 4.18 | $ 2.61 | |
Common - diluted (in dollars per unit) | $ 3.79 | $ 4.18 | $ 2.61 | |
Weighted average limited partner units outstanding: | ||||
Common units - basic (in units) | 43,447,739 | 33,594,284 | 24,413,294 | |
Common units - diluted (in units) | 43,460,470 | 33,597,418 | 24,418,641 | |
Cash distributions per limited partner unit (in dollars per unit) | $ 3.785 | $ 3.605 | $ 3.440 | |
[1] | See Note 4 for a description of our material affiliate revenue transactions. | |||
[2] | See Note 4 for a description of the IDR Restructuring Transaction. |
Consolidated Statements of Part
Consolidated Statements of Partners' Equity (Deficit) - USD ($) $ in Thousands | Total | Delek Trucking | Limited PartnerCommon - Public | Limited PartnerCommon - Delek Holdings | Limited PartnerCommon - Delek HoldingsDelek Trucking | General Partner | General PartnerDelek Trucking | |||||
Beginning balance at Dec. 31, 2018 | $ (134,823) | $ 171,023 | $ (299,360) | $ (6,486) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Cash distributions | [1] | (113,668) | (30,626) | (51,388) | (31,654) | |||||||
GP units issued to maintain 2% interest | 8 | 8 | ||||||||||
Net income attributable to partners | 96,749 | 23,813 | 39,856 | 33,080 | ||||||||
Issuance of units in connection with the Permian Gathering Assets Acquisition | 0 | |||||||||||
Other | 615 | 226 | 379 | 10 | ||||||||
Ending balance at Dec. 31, 2019 | (151,119) | 164,436 | (310,513) | (5,042) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Cash distributions | (136,832) | [1] | $ (47,558) | (31,532) | [1] | (77,665) | [1] | $ (46,607) | (27,635) | [1] | $ (951) | |
GP units issued to maintain 2% interest | 10 | 10 | ||||||||||
Net income attributable to partners | 159,256 | 36,324 | 104,208 | 18,724 | ||||||||
Delek Holdings unit purchases from public | (4,979) | 4,979 | ||||||||||
Issuance of units in connection with the Permian Gathering Assets Acquisition | 109,513 | 107,323 | 2,190 | |||||||||
Cash distribution to general partner for conversion of its economic interest and IDR elimination | (45,000) | (45,000) | ||||||||||
Conversion of GP economic interest | (57,702) | 57,702 | ||||||||||
Sponsor contribution of fixed assets | 2,938 | 2,938 | ||||||||||
Other | 491 | 365 | 124 | 2 | ||||||||
Ending balance at Dec. 31, 2020 | (108,301) | 164,614 | (272,915) | 0 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||
Cash distributions | [1] | (161,717) | (32,462) | (129,255) | ||||||||
Net income attributable to partners | 164,822 | 33,086 | 131,736 | |||||||||
Issuance of units in connection with the Permian Gathering Assets Acquisition | 0 | |||||||||||
Delek Holdings unit sale to public | 650 | (650) | ||||||||||
Other | 1,204 | 179 | 1,025 | |||||||||
Ending balance at Dec. 31, 2021 | $ (103,992) | $ 166,067 | $ (270,059) | $ 0 | ||||||||
[1] | Cash distributions include a nominal amount for the years ended December 31, 2021, 2020 and 2019, respectively, related to distribution equivalents on vested phantom units. . |
Consolidated Statements of Pa_2
Consolidated Statements of Partners' Equity (Deficit) (Parenthetical) | Aug. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
General Partnership | ||||
General partner's ownership interest | 2.00% | 0.00% | 2.00% | 2.00% |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net income | $ 164,822 | $ 159,256 | $ 96,749 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 42,770 | 35,731 | 26,701 |
Non-cash lease expense | 9,652 | 6,075 | 193 |
Amortization of customer contract intangible assets | 7,211 | 7,211 | 7,211 |
Amortization of deferred revenue | (1,953) | (1,888) | (1,688) |
Amortization of deferred financing costs and debt discount | 3,016 | 2,412 | 2,629 |
Income from equity method investments | (24,575) | (22,693) | (19,832) |
Dividends from equity method investments | 20,831 | 25,436 | 16,108 |
Other non-cash adjustments | 1,959 | 1,253 | 1,757 |
Changes in assets and liabilities: | |||
Accounts receivable | 292 | (2,472) | 8,382 |
Inventories and other current assets | 55 | 11,363 | (7,702) |
Accounts payable and other current liabilities | (1,913) | (13,479) | (4,836) |
Accounts receivable/payable to related parties | 67,161 | (14,628) | 1,065 |
Non-current assets and liabilities, net | (14,166) | (561) | 3,662 |
Net cash provided by operating activities | 275,162 | 193,016 | 130,399 |
Cash flows from investing activities: | |||
Asset acquisitions from Delek Holdings, net of assumed liabilities | 0 | (100,527) | 0 |
Purchases of property, plant and equipment and intangible assets | (24,016) | (13,284) | (9,070) |
Proceeds from sales of property, plant and equipment | 275 | 107 | 144 |
Distributions from equity method investments | 8,774 | 2,741 | 804 |
Equity method investment contributions | (1,393) | (12,175) | (139,294) |
Net cash used in investing activities | (16,360) | (123,138) | (147,416) |
Cash flows from financing activities: | |||
Proceeds from issuance of additional units to maintain 2% general partner interest | 0 | 10 | 8 |
Distributions to general partner | 0 | (27,635) | (31,654) |
Distributions to common unitholders - public | (32,462) | (31,532) | (30,626) |
Distributions to common unitholders - Delek Holdings | (129,255) | (77,665) | (51,388) |
Distributions to Delek Holdings unitholders and general partner related to Trucking Assets Acquisition | 0 | (47,558) | 0 |
Distribution to general partner for conversion of its interest and IDR elimination | 0 | (45,000) | 0 |
Proceeds from revolving credit facility | 341,000 | 599,600 | 564,700 |
Payments on revolving credit facility | (829,601) | (441,400) | (433,000) |
Proceeds from issuance of senior notes | 400,000 | 0 | 0 |
Deferred financing costs paid in connection with debt issuances | (6,216) | 0 | 0 |
Payments on financing lease liabilities | (2,219) | 0 | 0 |
Net cash used in financing activities | (258,753) | (71,180) | 18,040 |
Net increase (decrease) in cash and cash equivalents | 49 | (1,302) | 1,023 |
Cash and cash equivalents at the beginning of the period | 4,243 | 5,545 | 4,522 |
Cash and cash equivalents at the end of the period | 4,292 | 4,243 | 5,545 |
Cash paid during the period for: | |||
Interest | 44,633 | 40,582 | 44,791 |
Income taxes | 34 | 98 | 144 |
Non-cash investing activities: | |||
Increase in accrued capital expenditures and other | 3,850 | 198 | 917 |
Equity issuance to Delek Holdings unitholders in connection with Permian Gathering Assets Acquisition | 0 | 109,513 | 0 |
Non-cash financing activities: | |||
Sponsor contribution of property, plant and equipment | 0 | 2,938 | 0 |
Non-cash lease liability arising from obtaining right of use assets during the period | 9,457 | 32,090 | 1,285 |
Non-cash lease liability arising from recognition of right of use assets upon adoption of ASU 2016-02 | $ 0 | $ 0 | $ 2,654 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Parentheticals) | Aug. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
General Partnership | ||||
General partner's ownership interest | 2.00% | 0.00% | 2.00% | 2.00% |
General
General | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
General | General Organization As used in this report, the terms "Delek Logistics Partners, LP," the "Partnership," "we," "us," or "our" may refer to Delek Logistics Partners, LP, one or more of its consolidated subsidiaries or all of them taken as a whole. The Partnership is a Delaware limited partnership formed in April 2012 by Delek US Holdings, Inc. ("Delek Holdings") and its subsidiary Delek Logistics GP, LLC, our general partner (our "general partner"). Effective August 13, 2020, the Partnership closed the transaction contemplated by a definitive exchange agreement with the general partner to eliminate all of the incentive distribution rights ("IDRs") held by the general partner and convert the 2.0% economic general partner interest into a non-economic general partner interest, all in exchange for 14.0 million newly issued common limited partner units and $45.0 million in cash ("IDR Restructuring Transaction"). Contemporaneously, Delek Holdings purchased a 5.2% ownership interest in our general partner from certain affiliates, who were also members of our general partner's management and board of directors. See Note 4 of the accompanying consolidated financial statements for further information. Effective May 1, 2020, the Partnership, through its wholly-owned subsidiary DKL Transportation, LLC, acquired Delek Trucking, LLC consisting of certain leased and owned tractors and trailers and related assets (the "Trucking Assets") from Delek Holdings, such transaction the "Trucking Assets Acquisition." See Note 3 of the accompanying consolidated financial statements for further information. Effective March 31, 2020, the Partnership, through its wholly-owned subsidiary DKL Permian Gathering, LLC, acquired from Delek Holdings a crude oil gathering system located in Howard, Borden and Martin Counties, Texas (the "Permian Gathering Assets", formerly referred to as the"Big Spring Gathering Assets"), and certain related assets, such transaction the "Permian Gathering Assets Acquisition" (formerly referred to as the "Big Spring Gathering Assets Acquisition"). See Note 3 of the accompanying consolidated financial statements for further information. Description of Business The Partnership primarily owns and operates crude oil, intermediate and refined products logistics and marketing assets. We gather, transport, offload and store crude oil and intermediate products and market, distribute, transport and store refined products primarily in select regions of the southeastern United States and Texas for Delek Holdings and third parties. A substantial majority of our existing assets are both integral to and dependent upon the success of Delek Holdings' refining operations, as many of our assets are contracted exclusively to Delek Holdings in support of its Tyler, El Dorado and Big Spring refineries. |
Accounting Policies
Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Accounting Policies | Accounting Policies Basis of Presentation Our consolidated financial statements include the accounts of the Partnership and its subsidiaries. We have evaluated subsequent events through the filing of this Annual Report on Form 10-K. Any material subsequent events that occurred during this time have been properly recognized or disclosed in our financial statements. The preparation of our financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the opinion of management, all adjustments necessary for a fair presentation of the financial position and the results of operations have been included. All intercompany accounts and transactions have been eliminated. Such intercompany transactions do not include those with Delek Holdings' or our general partner, which are presented as related party in these accompanying consolidated financial statements. All adjustments are of a normal, recurring nature. Reclassifications Certain immaterial reclassifications have been made to prior period presentation in order to conform to the current year presentation. Risks and Uncertainties Arising from the COVID-19 Pandemic The broader market environment was extremely challenging in 2020, and impacted worldwide demand for oil and gas and increased downward pressure on oil prices. U.S. economic activity continued on a recovery trend during the year ended December 31, 2021 albeit remaining subject to heightened levels of uncertainty related to the on-going impact of the COVID-19 Pandemic, and the spread of new variants of the virus. Most of the restrictions imposed in the prior year to prevent its spread have been eased. Compared to the prior year, the economic recovery trends in the year ended December 31, 2021, included a resumption of flights by major airlines and increased motor vehicle use. This has in turn resulted in increased demand and market prices for crude oil and certain of our products. Nonetheless, there remains continued uncertainty about the duration and future impact of the COVID-19 Pandemic. Uncertainties related to the impact of the COVID-19 Pandemic and other events exist that could impact our future results of operations and financial position, the nature of which and the extent to which are currently unknown. Segment Reporting We are an energy business focused on crude oil, intermediate and refined products pipeline and storage activities and wholesale marketing, terminalling and offloading activities. Management reviews operating results in three reportable segments: (i) pipelines and transportation; (ii) wholesale marketing and terminalling; and (iii) investments in pipeline joint ventures. • The assets and investments reported in the pipeline and transportation segment provide crude oil gathering and crude oil, intermediate and refined products transportation and storage services to Delek Holdings' refining operations and independent third parties. • The wholesale marketing and terminalling segment provides marketing services for the refined products output of the Delek Holdings' refineries, engages in wholesale activity at our terminals and terminals owned by third parties, whereby we purchase light product for sale and exchange to third parties, and provides terminalling services at our refined products terminals to independent third parties and Delek Holdings. • The investments in pipeline joint ventures segment include the Partnership's joint ventures investments discussed in Note 14. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of its reportable segments based on the segment contribution margin. Segment contribution margin is defined as net revenues less cost of materials and other and operating expenses, excluding depreciation and amortization. Segment reporting is discussed in more detail in Note 15. Cash and Cash Equivalents We maintain cash and cash equivalents in accounts with large U.S. financial institutions. Any highly liquid investments purchased with an original maturity of three months or less are considered to be cash equivalents. Accounts Receivable Accounts receivable primarily consists of trade receivables generated in the ordinary course of business. We perform on-going credit evaluations of our customers and generally do not require collateral on accounts receivable. All accounts receivable amounts are considered to be fully collectible. Accordingly, no allowance for doubtful accounts has been established as of December 31, 2021 and 2020. One third-party customer accounted for approximately 47.4% and 49.9% of the consolidated accounts receivable balance as of December 31, 2021 and December 31, 2020, respectively. Inventory Inventory consists of refined products, which are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out ("FIFO") basis. Delek Holdings accounted for approximately 99.7% and 91.8% of our inventory purchases in our wholesale marketing and terminalling segment during the year ended December 31, 2021 and December 31, 2020, respectively. Property, Plant and Equipment Property, plant and equipment primarily consists of crude oil pipelines, tanks, terminals and gathering systems, and trucking assets. Property and equipment is stated at the lower of historical cost less accumulated depreciation, or fair value, if impaired. Assets acquired in conjunction with business acquisitions are recorded at estimated fair market value in accordance with the purchase method of accounting as prescribed in Accounting Standards Codification ("ASC") 805, Business Combinations ("ASC 805"). Acquisitions of net assets that do not constitute a business are accounted for by allocating the cost of the acquisition to individual assets acquired and liabilities assumed on a relative fair value basis and shall not give rise to goodwill as prescribed in ASC 805. Betterments, renewals and extraordinary repairs that extend the life of an asset are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over management’s estimated useful lives of the related assets. The estimated useful lives are as follows: Years Buildings and building improvements 15-40 Pipelines, tanks and terminals 15-40 Asset retirement obligation assets 15-50 Other equipment 3-15 Intangible Assets Intangible assets consist of indefinite-lived rights of way and a marketing contract intangible. The marketing contract intangible is amortized on a straight-line basis over a 20 year period as a component of net revenues from affiliates. Acquired intangible assets determined to have an indefinite useful life are not amortized, but are tested for impairment in connection with our evaluation of long-lived assets as events and circumstances indicate that the assets might be impaired. Property, Plant and Equipment and Intangibles Impairment Property, plant and equipment and intangibles are evaluated for impairment whenever indicators of impairment exist. In accordance with ASC 360, Property, Plant and Equipment and ASC 350, Intangibles - Goodwill and Other , we evaluate the realizability of these long-lived assets as events occur that might indicate potential impairment. In doing so, we assess whether the carrying amount of the asset is recoverable by estimating the sum of the future cash flows expected to result from the use of the asset, undiscounted and without interest charges. If the carrying amount is more than the recoverable amount, an impairment charge must be recognized based on the fair value of the asset. Goodwill and Potential Impairment Goodwill in an acquisition represents the excess of the aggregate purchase price over the fair value of the identifiable net assets. Goodwill is reviewed at least annually during the fourth quarter for impairment, or more frequently if indicators of impairment exist, such as disruptions in our business, unexpected significant declines in operating results or a sustained market capitalization decline. Goodwill is evaluated for impairment by comparing the carrying amount of the reporting unit to its estimated fair value. The Partnership adopted ASU 2017-04, Goodwill and Other (Topic 350); Simplifying the Test for Goodwill Impairment , during the fourth quarter of 2018. In accordance with this guidance, a goodwill impairment charge is recognized for the amount that the carrying amount of a reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit. In assessing the recoverability of goodwill, assumptions are made with respect to future business conditions and estimated expected future cash flows to determine the fair value of a reporting unit. We elected to perform a qualitative assessment for purposes of our annual goodwill impairment test during the fourth quarter in 2020, 2019 and 2018. Our annual assessment of goodwill did not result in an impairment charge during the years ended December 31, 2021, 2020 or 2019. Details of goodwill balances by segment are included in Note 9. Equity Method Investments For equity investments that are not required to be consolidated under the variable or voting interest model, we evaluate the level of influence we are able to exercise over an entity’s operations to determine whether to use the equity method of accounting. Our judgment regarding the level of influence over an equity method investment includes considering key factors such as our ownership interest, participation in policy-making and other significant decisions and material intercompany transactions. Equity investments for which we determine we have significant influence are accounted for as equity method investments. Amounts recognized for equity method investments are included in equity method investments in our consolidated balance sheets and adjusted for our share of the net earnings and losses of the investee, dividends received and cash distributions from the investee, which are separately stated in our consolidated statements of income and comprehensive income and our consolidated statements of cash flows. The carrying value of each equity method investment is evaluated for impairment when conditions exist that indicate it is more likely than not that an impairment may have occurred, which may include the loss of a key contract, lack of sustained earnings or a deterioration of market conditions, among others. When impairment triggers are present, the fair value of the equity method investment is estimated using the income approach and the market approach. The income approach utilizes a discounted cash flow model incorporating management’s expectations of the investee’s future revenue (including the throughput barrel per day sold and related reduced tariff rates), operating expenses and earnings before interest, taxes, depreciation and amortization, capital expenditures and an anticipated tax rate (“EBITDA”), the estimated long term growth rate and weighted average cost of capital (“WACC”) as the discount rate. The market approach uses estimated EBITDA multiples for guideline comparable companies to estimate the fair value of the equity method investment. A impairment loss is recorded in earnings in the current period if a decline in the value of an equity method investment is determined to be other than temporary. We performed an impairment assessment on one of our equity method investments as of December 31, 2021 and the assessment did not result in an impairment loss. Equity method investments are reported as part of the investments in pipeline joint ventures segment. See Note 14 for further information on our equity method investments. Fair Value of Financial Instruments The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of our assets and liabilities that fall under the scope of ASC 825, Financial Instruments ("ASC 825"). Self-Insurance Reserves We have no employees. Rather, we are managed by the directors and officers of our general partner. However, Delek Holdings employees providing services to the Partnership are covered under Delek Holdings’ insurance programs. Delek Holdings has workers' compensation and liability insurance with varying retentions and deductibles with limits that management considers adequate. Environmental Expenditures It is our policy to accrue environmental and clean-up related costs of a non-capital nature when it is both probable that a liability has been incurred and the amount can be reasonably estimated. Environmental liabilities represent the current estimated costs to investigate and remediate contamination at sites where we have environmental exposure. This estimate is based on assessments of the extent of the contamination, the selected remediation technology and review of applicable environmental regulations, typically considering estimated activities and costs for 15 years, and up to 30 years if a longer period is believed reasonably necessary. Such estimates may require judgment with respect to costs, time frame and extent of required remedial and clean-up activities. Accruals for estimated costs from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study and include, but are not limited to, costs to perform remedial actions and costs of machinery and equipment that are dedicated to the remedial actions and that do not have an alternative use. Such accruals are adjusted as further information develops or circumstances change. We discount environmental liabilities to their present value if payments are fixed or reliably determinable. Expenditures for equipment necessary for environmental issues relating to ongoing operations are capitalized. Estimated recoveries of costs from other parties are recorded on an undiscounted basis as assets when their realization is deemed probable. See Note 17 for further information on crude oil releases impacting our properties and related accruals. Asset Retirement Obligations We recognize liabilities which represent the fair value of a legal obligation to perform asset retirement activities, including those that are conditional on a future event, when the amount can be reasonably estimated. These obligations are related to the required cleanout of our pipelines and terminal tanks and removal of certain above-grade portions of our pipelines situated on right-of-way property. The reconciliation of the beginning and ending carrying amounts of asset retirement obligations as of December 31, 2021 and 2020 is as follows (in thousands): December 31, 2021 2020 Beginning balance $ 6,015 $ 5,588 Accretion expense 461 427 Ending balance $ 6,476 $ 6,015 In order to determine fair value, management must make certain estimates and assumptions including, among other things, projected cash flows, a credit-adjusted risk-free rate and an assessment of market conditions that could significantly impact the estimated fair value of the asset retirement obligation. Revenue Recognition Revenue is measured based on consideration specified in a contract with a customer. The Partnership recognizes revenue when it satisfies a performance obligation by transferring control over a product or by providing services to a customer. Service, Product and Lease Revenues. Revenues for products sold are generally recognized upon delivery of product, which is when title and control of the product is transferred. Transaction prices for these products are typically at market rates for the product at the time of delivery. Service revenues are recognized as crude oil, intermediate and refined products are shipped through, delivered by or stored in our pipelines, trucks, terminals and storage facility assets, as applicable. We do not recognize product revenues for these services, as the product does not represent a promised good in the context of ASC 606, Revenue from Contracts with Customers ("ASC 606"). All service revenues are based on regulated tariff rates or contractual rates. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. Certain agreements for gathering, transportation, storage, terminalling, and offloading with Delek Holdings were considered operating leases under ASC 840, Leases ("ASC 840"). As part of the adoption of ASC 842, we applied the permitted practical expedient to not separate lease and non-lease components under the predominance principle to designated asset classes associated with the provision of logistics services. We have determined that the predominant component of the related agreements currently in effect is the lease component. Therefore, the combined component is accounted for under the applicable lease accounting guidance. Refer to Note 5 for further information. Up-Front payments to Customers. We record up-front payments to customers in accordance with ASC 606. We evaluate the nature of each payment, the rights and obligations under the related contract, and whether the payment meets the definition of an asset. When an asset is recognized for an up-front payment to a customer, the asset is amortized, as a reduction of revenue, in a manner that reflects the pattern and period over which the asset is expected to provide benefit. Revenues Related to Reimbursements. In addition to the agreements noted above, we have cost reimbursement provisions in certain of our agreements with Delek Holdings that provide for reimbursement to the Partnership for certain costs, including certain capital expenditures. Such reimbursements are recorded in other long-term liabilities and are amortized to revenue over the life of the underlying revenue agreement corresponding to the asset. Cost of Materials and Other and Operating Expenses Cost of materials and other includes (i) all costs of purchased refined products, additives and related transportation of such products, (ii) costs associated with the operation of our trucking assets, which primarily include allocated employee costs and other costs related to fuel, truck leases and repairs and maintenance, (iii) the cost of pipeline capacity leased from a third-party, and (iv) gains and losses related to our commodity hedging activities. Operating expenses include the costs associated with the operation of owned terminals and pipelines and terminalling expense at third-party locations, excluding depreciation and amortization. These costs primarily include outside services, allocated employee costs, repairs and maintenance costs and energy and utility costs. Operating expenses related to the wholesale business are excluded from cost of sales because they primarily relate to costs associated with selling the products through our wholesale business. Depreciation and amortization is separately presented in our consolidated statement of income and disclosed by reportable segment in Note 15. Deferred Financing Costs Deferred financing costs are included in other non-current assets in the accompanying consolidated balance sheets and represent expenses related to issuing and amending our revolving credit facility. Deferred financing costs associated with our 6.750% and 7.125% Senior Notes are included as a reduction to the associated debt balance in the accompanying consolidated balance sheets. These costs represent expenses related to issuing the senior notes. These amounts are amortized ratably over the remaining term of the respective financing and are included in interest expense in the accompanying consolidated statements of income and comprehensive income. Leases In accordance with ASC 842-20, Leases - Lessee ("ASC 842-20"), we classify leases with contractual terms longer than twelve months as either operating or finance. Finance leases are generally those leases that are highly specialized or allow us to substantially utilize or pay for the entire asset over its useful life. All other leases are classified as operating leases. We lease primarily transportation equipment. Our leases do not have any outstanding renewal options. Certain leases also include options to purchase the leased equipment. Certain of our lease agreements include rates based on equipment usage. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. For all leases that include fixed rental rate increases, these are included in our fixed lease payments. Our leases may include variable payments, based on changes on price or other indices, that are expensed as incurred. We calculate the total lease expense for the entire noncancelable lease period, considering renewals for all periods for which it is reasonably certain to be exercised, and record lease expense on a straight-line basis in the accompanying consolidated statements of income. Accordingly, a lease liability is recognized for these leases and is calculated to be the present value of the fixed lease payments, as defined by ASC 842-20, using a discount rate based on our incremental borrowing rate. A corresponding right-of-use asset is recognized based on the lease liability and adjusted for certain costs and prepayments. Income Taxes We are not a taxable entity for federal income tax purposes or the income taxes of those states that follow the federal income tax treatment of partnerships. Instead, for purposes of these income taxes, each partner of the Partnership is required to take into account its share of items of income, gain, loss and deduction in computing its federal and state income tax liabilities, regardless of whether cash distributions are made to such partner by the Partnership. The taxable income reportable to each partner takes into account differences between the tax basis and fair market value of our assets and financial reporting bases of assets and liabilities, the acquisition price of such partner's units and the taxable income allocation requirements under the Partnership's Second Amended and Restated Agreement of Limited Partnership, as amended (the "Partnership Agreement"). We are subject to income taxes in certain states that do not follow the federal tax treatment of partnerships. These taxes are accounted for under the provisions of ASC 740, Income Taxes ("ASC 740"). This statement generally requires the Partnership to record deferred income taxes for the differences between the book and tax bases of its assets and liabilities, which are measured using enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred income tax expense or benefit represents the net change during the year in our deferred income tax assets and liabilities, exclusive of the amounts held in other comprehensive income. U.S. GAAP requires management to evaluate uncertain tax positions taken by the Partnership. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination by the Internal Revenue Service. Management has analyzed the tax positions taken by the Partnership, and has concluded that there are no uncertain positions taken or expected to be taken. The Partnership is subject to routine audits by taxing jurisdictions. Equity Based Compensation Our general partner provides equity-based compensation to officers, directors and employees of our general partner or its affiliates, and certain consultants, affiliates of our general partner or other individuals who perform services for us, which may include unit options, restricted units, phantom units, unit appreciation rights, distribution equivalent rights, other unit-based awards and unit awards. The fair value of our phantom units is determined based on the closing market price of our common units on the grant date. The estimated fair value of our phantom units is amortized over the vesting period using the straight line method. Awards vest over one Net Income per Limited Partner Unit Basic net income per unit applicable to limited partners is computed by dividing limited partners’ interest in net income by the weighted-average number of outstanding common units. Prior to August 13, 2020, we had more than one class of participating securities and used the two class method to calculate the net income per unit applicable to the limited partners. The classes of participating units prior to August 13, 2020 consisted of limited partner units, general partner units and IDRs. Pursuant to the IDR Restructuring Transaction, the IDRs were eliminated and the 2.0% general partner economic interest was converted to a non-economic general partner interest. Effective August 13, 2020, the common limited partner units are the only participating security for cash distributions. Refer to Notes 6 and 12 for further discussion. Diluted net income per unit applicable to common limited partners includes the effects of potentially dilutive units on our common units. As of December 31, 2021, the only potentially dilutive units outstanding consist of unvested phantom units. Comprehensive Income Comprehensive income for the years ended December 31, 2021, 2020 and 2019 was equivalent to net income. Sales, Use and Excise Taxes The Partnership's policy is to exclude from revenue all taxes assessed by a governmental authority, including sales, use and excise taxes, that are both imposed on and concurrent with a specific revenue-producing transaction and collected on behalf of a customer. New Accounting Pronouncements Adopted During 2021 ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 In January 2020, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Codification (" ASU") 2020-01 which is intended to clarify interactions between the guidance to account for certain equity securities under Topics 321, 323 and 815, and improve current GAAP by reducing diversity in practice and increasing comparability of accounting. The pronouncement is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020, and early adoption is permitted. We adopted this guidance prospectively on January 1, 2021. The adoption of this guidance did not have a material impact on our business, financial condition or results of operations. New Accounting Pronouncements Not Yet Adopted ASU No. 2021-05, Leases (Topic 842): Lessors—Certain Leases with Variable Lease Payments In July 2021, the FASB issued an amendment which is intended to provide lease classification guidance for Lessors on how to classify and account for a lease with variable lease payments that do not depend on a reference index or a rate. The amendments are effective for fiscal years beginning after December 15, 2021, for all entities, and interim periods within those fiscal years for public business entities. The Partnership is evaluating the impact of this guidance but does not believe this new guidance will have a material impact on its consolidated financial statements and related disclosures. ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848) In March 2020, the FASB issued an amendment which is intended to provide temporary optional expedients and exceptions to GAAP guidance on contracts, hedge accounting and other transactions affected by the market transition from the London Interbank Offered Rate ("LIBOR") and |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Trucking Assets Acquisition Effective May 1, 2020, the Partnership, through its wholly-owned subsidiary DKL Transportation, LLC, acquired Delek Trucking, LLC consisting of certain leased and owned tractors and trailers and related assets from Delek Holdings. The total consideration was approximately $48.0 million in cash. We financed this acquisition with a combination of cash on hand and borrowings under the DKL Credit Facility (as defined in Note 7). The Trucking Assets are recorded in our pipelines and transportation segment and include approximately 150 trucks and trailers, which are primarily leased or owned, respectively. In connection with the closing of the transaction, Delek Holdings, the Partnership and various of their respective subsidiaries entered into a Transportation Services Agreement (the “Trucking Assets TSA Agreement”). Under the Trucking Assets TSA Agreement, the Partnership will gather, coordinate pickup of, transport and deliver petroleum products for Delek Holdings, as well as provide ancillary services as requested. The transaction and related agreements were approved by the Conflicts Committee of the Partnership's general partner, which is comprised solely of independent directors. See Note 3 for more detailed descriptions of these agreements. The Trucking Assets Acquisition was considered a transaction between entities under common control. Accordingly, the Trucking Assets were recorded at amounts based on Delek Holdings' historical carrying value as of the acquisition date. The carrying value of the Trucking Assets as of the acquisition date was $13.3 million, consisting of $0.5 million of owned assets and $12.8 million Right of Use asset for leased assets. The Right of Use asset offsets with an equivalent operating lease liability. Prior periods have not been recast as these assets do not constitute a business in accordance with Accounting Standard Update 2017-01, Clarifying the Definition of a Business ("ASU 2017-01"). We capitalized approximately $0.3 million of acquisition costs related to the Trucking Assets Acquisition. Permian Gathering Assets Acquisition Effective March 31, 2020, the Partnership, through its wholly-owned subsidiary DKL Permian Gathering, LLC, acquired the Permian Gathering Assets from Delek Holdings, located in Howard, Borden and Martin Counties, Texas. The total consideration was subject to certain post-closing adjustments and was comprised of $100.0 million in cash and 5.0 million of our common limited partner units (the "Additional Units"). We financed the cash component of this acquisition with borrowings from the DKL Credit Facility. The Permian Gathering Assets are recorded in our pipelines and transportation segment and include: • Crude oil pipelines; • Approximately 200 miles of gathering systems; • Approximately 65 Tank battery connections; • Terminals (total storage of approximately 650,000 bbls); and • Applicable rights-of-way. In connection with the closing of the transaction, Delek Holdings, the Partnership and various of their respective subsidiaries entered into a Throughput and Deficiency Agreement (the “Big Spring T&D Agreement”). Under the Big Spring T&D Agreement, the Partnership will operate and maintain the Permian Gathering Assets connecting Delek Holdings' interests in and to certain crude oil with the Partnership's Big Spring, Texas terminal and provide gathering, transportation and other related services with respect to any and all crude produced from shipper’s and certain other producers’ respective interests for delivery at the Big Spring Terminal. The transaction and related agreements were approved by the Conflicts Committee of the Partnership's general partner, which is comprised solely of independent directors. See Note 3 for more detailed descriptions of these agreements. The Permian Gathering Assets Acquisition was considered a transaction between entities under common control. Accordingly, the Permian Gathering Assets were recorded at amounts based on Delek Holdings' historical carrying value as of the acquisition date. The carrying value of the Permian Gathering Assets as of the acquisition date was $209.5 million. Pursuant to the common control guidance, the 5.0 million units issued (which had a closing market price of $9.10 per unit on the transaction date) were recorded in equity at $109.5 million, representing the net carrying value of the Permian Gathering Assets purchased of $209.5 million less the $100.0 million cash consideration. Prior periods have not been recast as these assets do not constitute a business in accordance with ASU 2017-01. We capitalized approximately $0.7 million of acquisition costs related to the Permian Gathering Assets Acquisition. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Commercial Agreements The Partnership has a number of long-term, fee-based commercial agreements with Delek Holdings under which we provide various services, including crude oil gathering and crude oil, intermediate and refined products transportation and storage services, and marketing, terminalling and offloading services to Delek Holdings. Most of these agreements have an initial term ranging from five Under each of these agreements, we are required to maintain the capabilities of our pipelines and terminals, such that Delek Holdings may throughput and/or store, as the case may be, specified volumes of crude oil, intermediate and refined products. To the extent that Delek Holdings is prevented by our failure to maintain such capacities to throughput or from storing such specified volumes for more than 30 days per year, Delek Holdings' minimum throughput commitment will be reduced proportionately and prorated for the portion of the quarter during which the specified throughput capacity was unavailable, and/or the storage fee will be reduced, prorated for the portion of the month during which the specified storage capacity was unavailable. Such reduction would occur even if actual throughput or storage amounts were below the minimum volume commitment levels. Material commercial agreements with Delek Holdings: Asset/Operation Initiation Date Initial/Maximum Term (years) (1) Service Minimum Throughput Commitment (bpd) Fee (/bbl) El Dorado Assets and El Dorado Gathering System (2) : Crude Oil Pipelines (non-gathered) November 2012 5 / 15 Crude oil and refined products transportation 46,000 (3) $1.05 (4) Refined Products Pipelines November 2012 5 / 15 40,000 $0.12 El Dorado Gathering System November 2012 5 / 15 Crude oil gathering 14,000 $2.82 (4) East Texas Crude Logistics System (2) : Crude Oil Pipelines November 2012 5 / 15 Crude oil transportation and storage 35,000 $0.49 (5) Storage November 2012 5 / 15 N/A $308,091/month East Texas Marketing November 2012 10 (6) Marketing products for Tyler Refinery 50,000 $0.84 (6) Big Sandy Terminal: (2) Refined Products Transportation November 2012 5 / 15 Refined products transportation, dedicated terminalling services and storage for the Tyler Refinery 5,000 $0.61 Terminalling November 2012 5 / 15 5,000 $0.61 Storage November 2012 5 / 15 N/A $61,563/month Tyler Throughput and Tankage (2) : Refined Products Throughput July 2013 8 / 16 Dedicated Terminalling and storage 50,000 $0.39 Storage July 2013 8 / 16 N/A $934,013/month Memphis Pipeline June 1, 2018 5 Refined Products Transportation 11,000 $1.27 El Dorado Throughput and Tankage (2) : Refined Products Throughput February 2014 8 / 16 Dedicated terminalling and storage 11,000 $0.56 Storage February 2014 8 / 16 N/A $1,462,099/month El Dorado Assets Throughput: Light Crude Throughput March 2015 9 / 15 Dedicated Offloading Services N/A (7) $1.13 Heavy Crude Throughput March 2015 9 / 15 Dedicated Offloading Services N/A (7) $2.53 Pipelines, Storage and Throughput Facilities Agreement (Big Spring Logistics Assets): Crude Oil and Refined Products Throughput March 1, 2018 10 / 15 Pipeline throughput 104,300 $0.05 Rail Offloading March 1, 2018 10 / 15 Offloading services 4,500 $0.43 Terminalling March 1, 2018 10 / 15 Dedicated Terminalling 29,250 $0.71 Storage March 1, 2018 10 / 15 Storage N/A $1,473,508/month Asphalt Services Agreement (Big Spring Logistics Assets): Terminalling March 1, 2018 10 / 15 Dedicated Asphalt Terminalling and Storage 1,020 to 2,380 based on seasonality $8.90 Storage March 1, 2018 10 / 15 N/A $489,326/month Marketing Agreement (Big Spring Logistics Assets): Marketing Services March 1, 2018 10 / 15 Dedicated Marketing and Selling 65,000 $0.54 - $0.76 Throughput and Deficiency Agreement (Permian Gathering Assets) Gathering System March 31, 2020 10 / 20 Gathering and Transportation Services 123,100 $0.70 Re-delivery System March 30, 2020 10 / 20 50,000 $0.25 Pipelines, Throughput and Offloading Facilities Agreement (Big Spring Logistics Assets) Fintex / Magellen Pipeline April 1, 2020 2 / 10 Refined Products 20,000 $0.63 Crude Oil Offloading January 1, 2020 2 / 10 Crude Oil Offloading 15,120 $0.94 Storage April 1, 2020 2 / 10 Storage N/A $250,560/month LPG Rack January 1, 2020 2 / 10 Truck Unloading Facility 4,500 $5.22 Transportation Services Agreement Trucking Services May 1, 2020 10 / 14 Transportation Services N/A $39,000,000/Minimum Annual Revenue Commitment (1) Maximum term gives effect to the extension of the commercial agreement pursuant to the terms thereof. (2) The current term of the agreement was extended through March 31, 2024 in connection with the amendment and restatement of the DKL Credit Facility (as defined in Note 11). While the current terms of the agreement were extended, the upcoming renewal terms were reduced. Therefore, the overall duration of the maximum term remains unchanged. (3) Excludes volumes gathered on the El Dorado Gathering System (the "El Dorado Gathering System"). (4) Volumes gathered on the El Dorado Gathering System will not be subject to an additional fee for transportation on our El Dorado Assets (the "El Dorado Assets") to the El Dorado Refinery. (5) For any volumes in excess of 50,000 bpd, the throughput fee will be $0.74/bbl. (6) For any volumes in excess of 50,000 bpd, the throughput fee will be $0.78/bbl. Following the primary term, the marketing agreement automatically renews for a successive one-year term, unless either party provides notice of non-renewal 10 months prior to the expiration of the then-current term. The initial primary term for the marketing agreement has been extended through 2027. (7) The throughput agreement provides for a minimum throughput fee of $1.6 million per quarter for throughput of a combination of light and heavy crude. Pursuant to financing arrangements between Delek Holdings and its subsidiaries, Lion Oil Company, LLC, Lion Oil Trading & Transportation, LLC and Alon USA LP, (all hereinafter referred to together as "Delek Holdings"), to which we are not a party, and J. Aron & Company ("J. Aron"), Delek Holdings assigned to J. Aron certain of its rights under our specific terminalling agreements, pipelines, storage and throughput facilities agreements, and asphalt services agreements. Accordingly, even though this is effectively a financing arrangement for Delek Holdings whereby J. Aron sells the product back to Delek Holdings, J. Aron is technically our primary customer under each of these agreements. J. Aron retains these storage and transportation rights for the term of the financing arrangement, which currently runs through December 30, 2022, with J. Aron having the sole discretion to further extend to May 30, 2025, by giving at least six months prior notice to the maturity date. J. Aron pays us for the transportation, throughput and storage services we provide to it. The rights assigned to J. Aron do not alter the obligations of Delek Holding to meet certain throughput minimum volumes under our agreements with respect to the transportation, gathering and storage of crude oil, intermediate and refined products through our facilities, but J. Aron's throughput is credited toward minimum throughput commitments of Delek Holdings. Accordingly, Delek Holdings is responsible for making any shortfall payments incurred under the pipelines and storage agreement or the terminalling agreement which may result from minimum throughputs or volumes not being met. Other Agreements with Delek Holdings In addition to the commercial agreements described above, the Partnership has entered into the following agreements with Delek Holdings: Omnibus Agreement The Partnership entered into an omnibus agreement with Delek Holdings, our general partner, Delek Logistics Operating, LLC, Lion Oil Company, LLC and certain of the Partnership’s and Delek Holdings' other subsidiaries on November 7, 2012, which has been amended from time to time in connection with acquisitions from Delek Holdings (collectively, as amended, the "Omnibus Agreement"). The Omnibus Agreement governs the provision of certain operational services and reimbursement obligations, among other matters, between the Partnership and Delek Holdings, and obligates us to pay an annual fee of $4.6 million to Delek Holdings for its provision of centralized corporate services to the Partnership. Pursuant to the terms of the Omnibus Agreement, we were reimbursed by Delek Holdings for certain capital expenditures of a nominal amount, $0.6 million and $3.7 million during the years ended December 31, 2021, 2020 and 2019, respectively. These amounts are recorded in other long-term liabilities and are amortized to revenue over the life of the underlying revenue agreement corresponding to the asset. Additionally, we are reimbursed or indemnified, as the case may be, for costs incurred in excess of certain amounts related to certain asset failures, pursuant to the terms of the Omnibus Agreement. As of December 31, 2021 and 2020, we have recorded a nominal receivable from related parties for these matters for which we expect to be reimbursed. These reimbursements are recorded as reductions to operating expenses. We were reimbursed a nominal amount, $0.1 million and $6.3 million for these matters during the year ended December 31, 2021, 2020 and 2019, respectively. Other Agreements Our general partner operates our business on our behalf and is entitled under our Partnership Agreement to be reimbursed for the cost of providing those services, which include certain labor related costs. We and our subsidiaries paid Delek Holdings approximately $21.8 million, $29.4 million and $25.0 million pursuant to the Partnership Agreement during the years ended December 31, 2021, 2020 and 2019, respectively. These amounts are included in operating expenses in the accompanying consolidated statements of income and comprehensive income. Other Transactions The Partnership manages long-term capital projects on behalf of Delek Holdings pursuant to a construction management and operating agreement (the "DPG Management Agreement") for the construction of gathering systems in the Permian Basin. The majority of the gathering systems have been constructed, however, additional costs pertaining to a pipeline connection that was not acquired by the Partnership continue to be incurred and are still subject to the terms of the DPG Management Agreement. The Partnership is also considered the operator for the project and is responsible for oversight of the project design, procurement and construction of project segments and provides other related services. Pursuant to the terms of the DPG Management Agreement, the Partnership receives a monthly operating services fee and a construction services fee, which includes the Partnership's direct costs of managing the project plus an additional percentage fee of the construction costs of each project segment. The agreement extends through December 2022. Total fees paid to the Partnership were $1.6 million and $2.0 million for the years ended December 31, 2021 and 2020, respectively, which are recorded in affiliate revenue in our consolidated statements of income. Additionally, the Partnership incurs the costs in connection with the construction of the assets and is subsequently reimbursed by Delek Holdings. Amounts reimbursable by Delek Holdings are recorded in accounts receivable from related parties. Unregistered Sale of Equity Securities In connection with the Partnership's issuance of the common limited partner units under the Permian Gathering Assets Acquisition and in accordance with the Partnership's First Amended and Restated Agreement of Limited Partnership, as amended (the "Previous Partnership Agreement"), the Partnership issued general partner units to the general partner in an amount necessary to maintain its 2% general partner interest as defined in the Previous Partnership Agreement. The sale and issuance of the Additional Units and such general partner units in connection with the Permian Gathering Assets Acquisition is exempt from registration under Section 4(a)(2) of the Securities Act of 1933, as amended. Additionally, in March 2020, Delek Marketing & Supply, LLC ("Delek Marketing") repurchased 451,822 common limited partner units from an unaffiliated investor pursuant to a Common Unit Purchase Agreement between Delek Marketing and such investor. The purchase price of the units amounted to approximately $5.0 million. As a result of the transaction, Delek Holdings' ownership in our common limited partner units increased to 64.5% from 62.6%. Delek Holdings' ownership in our common limited partner units was further increased to 70.5% as a result of the issuance of 5.0 million Additional Units in connection with the Permian Gathering Assets Acquisition described above. In August 2020, Delek Holdings ownership in our common limited partner units was further increased to approximately 80% in connection with the IDR Restructuring Transaction, when the Partnership issued 14.0 million of the Partnership's newly issued common limited partner units to Delek Holdings. On December 22, 2021, Delek Holdings issued a press release regarding a program to sell up to 434,590 common limited partner units representing limited partner interests in the Partnership. We will not sell any securities under this program and we will not receive any proceeds from the sale of the securities by Delek Holdings. Amendment No. 2 to the First Amended and Restated Agreement of Limited Partnership of Delek Logistics Partners, LP On March 31, 2020, in connection with the completion of the Permian Gathering Assets Acquisition, the Board of the general partner adopted Amendment No. 2 (“Amendment No. 2”) to the Previous Partnership Agreement, effective upon adoption. Amendment No. 2 amended the Previous Partnership Agreement to provide for a waiver of distributions in respect of the Incentive Distribution Rights ("IDRs") for General Partner Additional Units ("GP Additional Units") associated with the 5.0 million Additional Units for at least two years, through at least the distribution for the quarter ending March 31, 2022 ( the “IDR Waiver”). The IDR Waiver essentially reduced the distribution made to the holders of the IDRs during this period, as the holders would not receive a share of the distribution made on the GP Additional Units. Subsequently, the IDRs were eliminated in the IDR Restructuring Transaction on August 13, 2020. Conversion of GP Economic Interest and Elimination of IDRs On August 13, 2020, we closed the transaction contemplated by a definitive exchange agreement with Delek Holdings to eliminate all of the IDRs held by the general partner and convert the 2% general partner economic interest into a non-economic general partner interest, all in exchange for 14.0 million of the Partnership's newly issued common limited partner units and $45.0 million cash. Contemporaneously, Delek Holdings purchased a 5.2% ownership interest in our general partner from certain affiliates who were also members of our general partner's management and board of directors. As a result of the transaction, Delek Holdings owned 100% interest in the general partner and approximately 34.7 million common limited partner units, representing approximately 80% of the Partnership's outstanding common limited partner units. To implement the transaction, our Partnership Agreement was amended and restated. Summary of Transactions Revenues from affiliates consist primarily of revenues from gathering, transportation, storage, offloading, Renewable Identification Numbers, wholesale marketing and products terminalling services provided primarily to Delek Holdings based on regulated tariff rates or contractually based fees and product sales. Affiliate operating expenses are primarily comprised of amounts we reimburse Delek Holdings, or our general partner, as the case may be, for the services provided to us under the Partnership Agreement. These expenses could also include reimbursement and indemnification amounts from Delek Holdings, as provided under the Omnibus Agreement. Additionally, the Partnership is required to reimburse Delek Holdings for direct or allocated costs and expenses incurred by Delek Holdings on behalf of the Partnership and for charges Delek Holdings incurred for the management and operation of our logistics assets, including an annual fee for various centralized corporate services, which are included in general and administrative expenses. In addition to these transactions, we purchase refined products and bulk biofuels from Delek Holdings, the costs of which are included in cost of materials and other. A summary of revenue, purchases from affiliates and expense transactions with Delek Holdings and its affiliates are as follows (in thousands): Year Ended December 31, 2021 2020 2019 Revenues $ 418,826 $ 382,666 $ 261,014 Purchases from Affiliates $ 321,939 $ 205,581 $ 285,539 Operating and maintenance expenses $ 40,854 $ 43,985 $ 49,904 General and administrative expenses $ 9,330 $ 12,557 $ 7,977 Quarterly Cash Distribution Prior to August 13, 2020, our common and general partner unitholders and the holders of IDRs were entitled to receive quarterly distributions of available cash as it was determined by the board of directors of our general partner in accordance with the terms and provisions of our Partnership Agreement. Pursuant to the IDR Restructuring Transaction on August 13, 2020, the general partner will no longer receive any cash |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenues | Revenues We generate revenue by charging fees for gathering, transporting, offloading and storing crude oil; for storing intermediate products and feed stocks; for distributing, transporting and storing refined products; for marketing refined products output of Delek Holdings' Tyler and Big Spring refineries; and for wholesale marketing in the West Texas area. A significant portion of our revenue is derived from long-term commercial agreements with Delek Holdings, which provide for annual fee adjustments for increases or decreases in the CPI, PPI or the FERC index (refer to Note 4 for a more detailed description of these agreements). In addition to the services we provide to Delek Holdings, we also generate substantial revenue from crude oil, intermediate and refined products transportation services for, and terminalling and marketing services to, third parties primarily in Texas, New Mexico, Tennessee and Arkansas. Certain of these services are provided pursuant to contractual agreements with third parties. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. Delek Holdings, directly or indirectly, accounted for 59.8%, 67.4% and 44.8% of our total revenues for the years ended December 31, 2021, 2020 and 2019, respectively. Sunoco, LLC accounted for 5.2%, 5.6% and 14.5% of our total revenues for the years ended December 31, 2021, 2020 and 2019, respectively. The majority of our commercial agreements with Delek Holdings meet the definition of a lease because: (1) performance of the contracts is dependent on specified property, plant or equipment and (2) it is remote that one or more parties other than Delek Holdings will take more than a minor amount of the output associated with the specified property, plant or equipment. As part of our adoption of ASC 842, Leases ("ASC 842"), we applied the permitted practical expedient to not separate lease and non-lease components under the predominance principle to designated asset classes associated with the provision of logistics services. We have determined that the predominant component of the related agreements currently in effect is the lease component. Therefore, the combined component is accounted for under the applicable lease accounting guidance. Of our $449.4 million net property, plant, and equipment balance as of December 31, 2021, $433.1 million is subject to operating leases under our commercial agreements. These agreements do not include options for the lessee to purchase our leased assets, nor do they include any material residual value guarantees or material restrictive covenants. The following table represents a disaggregation of revenue for the pipeline and transportation and wholesale marketing and terminalling segments for the periods indicated (in thousands): Year Ended December 31, 2021 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Service Revenue - Third Party $ 16,612 $ 490 $ 17,102 Service Revenue - Affiliate 13,723 34,033 47,756 Product Revenue - Third Party — 264,974 264,974 Product Revenue - Affiliate — 76,074 76,074 Lease Revenue - Affiliate (1) 257,310 37,686 294,996 Total Revenue $ 287,645 $ 413,257 $ 700,902 (1) Net of $7.2 million of amortization expense for the year ended December 31, 2021, related to a customer contract intangible asset recorded in the wholesale marketing and terminalling segment. Year Ended December 31, 2020 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Service Revenue - Third Party $ 17,596 $ 634 $ 18,230 Service Revenue - Affiliate 17,768 33,632 51,400 Product Revenue - Third Party — 162,522 162,522 Product Revenue - Affiliate — 71,178 71,178 Lease Revenue - Affiliate (1) 216,105 43,983 260,088 Total Revenue $ 251,469 $ 311,949 $ 563,418 (1) Net of $7.2 million of amortization expense for the year ended December 31, 2020, related to a customer contract intangible asset recorded in the wholesale marketing and terminalling segment. As of December 31, 2021, we expect to recognize approximately $1.5 billion in lease revenues related to our unfulfilled performance obligations pertaining to the minimum volume commitments and capacity utilization under the non-cancelable terms of our commercial agreements with Delek Holdings. Most of these agreements have an initial term ranging from five ten Our unfulfilled performance obligations as of December 31, 2021 were as follows (in thousands): 2022 $ 273,843 2023 267,894 2024 191,632 2025 168,266 2026 and thereafter 572,441 Total expected revenue on remaining performance obligations $ 1,474,076 |
Net Income Per Unit
Net Income Per Unit | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Income Per Unit | Net Income Per Unit Basic net income per unit applicable to limited partners is computed by dividing limited partners' interest in net income by the weighted-average number of outstanding common units. Prior to August 13, 2020, we had more than one class of participating securities and used the two class method to calculate the net income per unit applicable to the limited partners. The classes of participating units prior to August 13, 2020 consisted of limited partner units, general partner units and IDRs. Pursuant to the IDR Restructuring Transaction, the IDRs were eliminated and the 2% general partner economic interest was converted to a non-economic general partner interest. Effective August 13, 2020, the common limited partner units are the only participating security for cash distributions. Refer to Note 12 - Equity for a discussion of the elimination of the IDRs and conversion of the 2% general partner economic interest effective August 13, 2020. The two-class method was based on the weighted-average number of common units outstanding during the period. Basic net income per unit applicable to limited partners was computed by dividing limited partners’ interest in net income, after deducting our general partner’s 2% interest and IDRs, by the weighted-average number of outstanding common units. Our net income was allocated to our general partner and limited partners in accordance with their respective partnership percentages after giving effect to priority income allocations for IDRs, which are held by our general partner pursuant to our Partnership Agreement. Earnings in excess of distributions were allocated to our general partner and limited partners based on their respective ownership interests. The IDRs were paid following the close of each quarter. As discussed in Note 4 - Related Party Transactions, pursuant to Amendment No. 2 to the Partnership Agreement, an agreement was reached for a waiver of distributions in respect of the IDRs for the GP Additional Units associated with the 5.0 million Additional Units issued in connection with the Permian Gathering Assets Acquisition for at least two years, through at least the distribution for the quarter ending March 31, 2022. The IDR Waiver essentially reduced the distribution made to the holders of the IDRs during this period, as the holders would not receive a share of the distribution made on the GP Additional Units. An additional waiver letter was signed that waived all of the distributions for the first quarter of 2021 on the Additional Units with respect to base distributions and the IDRs. Refer to Note 4 for additional details. Subsequently, the IDRs were eliminated in the IDR Restructuring Transaction on August 13, 2020. Diluted net income per unit applicable to common limited partners includes the effects of potentially dilutive units on our common units. As of December 31, 2021, the only potentially dilutive units outstanding consist of unvested phantom units. Our distributions earned with respect to a given period are declared subsequent to quarter end. Therefore, the table below represents total cash distributions applicable to the period in which the distributions are earned. The date of distribution for the distributions earned during the quarterly period ended December 31, 2021 is February 8, 2022. The calculation of net income per unit is as follows (dollars in thousands, except units and per unit amounts): Year Ended December 31, 2021 2020 2019 Net income attributable to partners $ 164,822 $ 159,256 $ 96,749 Less: General partner's distribution (including IDRs) (1) — 18,618 33,492 Less: Limited partners' distribution 164,484 127,070 83,873 Earning in excess (deficit) of distributions $ 338 $ 13,568 $ (20,616) General partner's earnings: Distributions (including IDRs) (1) $ — $ 18,618 $ 33,492 Allocation of earnings in excess (deficit) of distributions — 106 (412) Total general partner's earnings $ — $ 18,724 $ 33,080 Limited partners' earnings on common units: Distributions $ 164,484 $ 127,070 $ 83,873 Allocation of earnings in excess (deficit) of distributions 338 13,462 (20,204) Total limited partners' earnings on common units $ 164,822 $ 140,532 $ 63,669 Weighted average limited partner units outstanding: Common units - basic 43,447,739 33,594,284 24,413,294 Common units - diluted 43,460,470 33,597,418 24,418,641 Net income per limited partner unit: Common - basic $ 3.79 $ 4.18 $ 2.61 Common - diluted (2) $ 3.79 $ 4.18 $ 2.61 (1) Prior to August 13, 2020, general partner distributions (including IDRs) consist of the 2% general partner interest and IDRs, which represent the right of the general partner to receive increasing percentages of quarterly distributions of available cash from operating surplus in excess of 0.43125 per unit per quarter. In connection with the IDR Restructuring Transaction on August 13, 2020, the IDRs were eliminated and the general partner interest became a non-economic general partner interest. See Note 12 for further discussion related to IDRs. (2) There were 4,458 and 5,201 outstanding common unit equivalents excluded from the diluted earnings per unit calculation during the years ended December 31, 2021 and 2020, respectively. There were no outstanding common unit equivalents excluded from the diluted earnings per unit calculation during the year ended December 31, 2019. |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2021 | |
Inventory, Net [Abstract] | |
Inventory | InventoryInventories consisted of $2.4 million and $3.1 million of refined petroleum products as of December 31, 2021 and 2020, respectively, each of which are net of lower of cost or net realizable value reserve of a nominal amount. Inventory is stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. We recognize lower of cost or net realizable value charges as a component of cost of materials and other in the consolidated statements of income and comprehensive income. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment, at cost, consist of the following (in thousands): December 31, 2021 2020 Land $ 14,533 $ 14,533 Building and building improvements 2,742 2,742 Pipelines, tanks and terminals 654,154 606,116 Asset retirement obligation assets 2,073 2,073 Other equipment 30,774 30,803 Construction in process 11,594 36,015 Property, plant and equipment 715,870 692,282 Less: accumulated depreciation (266,482) (227,470) Property, plant and equipment, net $ 449,388 $ 464,812 Property, plant and equipment, accumulated depreciation and depreciation expense for the pipelines and transportation and wholesale marketing and terminalling reportable segments as of and for the years ended December 31, 2021 and 2020 are as follows (in thousands): As of and For the Year Ended December 31, 2021 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Property, plant and equipment $ 595,031 $ 120,839 $ 715,870 Less: accumulated depreciation (205,825) (60,657) (266,482) Property, plant and equipment, net $ 389,206 $ 60,182 $ 449,388 Depreciation expense $ 30,982 $ 11,788 $ 42,770 As of and For the Year Ended December 31, 2020 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Property, plant and equipment $ 580,631 $ 111,651 $ 692,282 Less: Accumulated depreciation (176,020) (51,450) (227,470) Property, plant and equipment, net $ 404,611 $ 60,201 $ 464,812 Depreciation expense $ 27,682 $ 8,049 $ 35,731 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill Goodwill represents the excess of the aggregate purchase price over the fair value of the identifiable net assets acquired and is not amortized. Our goodwill relates to the West Texas assets contributed to us by Delek Marketing & Supply, LLC ("Delek Marketing"), a direct wholly owned subsidiary of Delek Holdings, in connection with our initial public offering and to the purchase price allocation of certain of our third party acquisitions. We perform an annual assessment of whether goodwill retains its value. This assessment is done more frequently if indicators of potential impairment exist. We performed our annual goodwill impairment review in the fourth quarter of 2021, 2020 and 2019. We performed a qualitative assessment for the years ended December 31, 2021, December 31, 2020 and December 31, 2019. In 2021, 2020 and 2019, the annual impairment review resulted in the determination that no indicators of impairment of goodwill were present. Our goodwill in our wholesale marketing and terminalling segment amounted to $7.5 million as of December 31, 2021, 2020 and 2019. Our goodwill in our pipelines and transportation segment amounted to $4.7 million as of December 31, 2021, 2020 and 2019. |
Other Intangible Assets
Other Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | Other Intangible Assets Our identifiable intangible assets are as follows (in thousands): Useful Accumulated As of December 31, 2021 Life Gross Amortization Net Intangible assets subject to amortization: Marketing contract 20 $ 144,219 $ (27,642) $ 116,577 Intangible assets not subject to amortization: Rights-of-way assets Indefinite 37,280 37,280 Total $ 181,499 $ (27,642) $ 153,857 Useful Accumulated As of December 31, 2020 Life Gross Amortization Net Intangible assets subject to amortization: Marketing contract 20 $ 144,219 $ (20,431) $ 123,788 Intangible assets not subject to amortization: Rights-of-way assets Indefinite 36,316 36,316 Total $ 180,535 $ (20,431) $ 160,104 |
Long-Term Obligations
Long-Term Obligations | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Obligations | Long-Term Obligations 7.125% Senior Notes due 2028 On May 24, 2021, the Partnership and our wholly owned subsidiary Delek Logistics Finance Corp. ("Finance Corp." and together with the Partnership, the "Issuers") issued $400.0 million in aggregate principal amount of 7.125% senior notes due 2028 (the "2028 Notes") at par, pursuant to an indenture with U.S. Bank, National Association as trustee. The 2028 Notes are general unsecured senior obligations of the Issuers and are unconditionally guaranteed jointly and severally on a senior unsecured basis by the Partnership's subsidiaries other than Finance Corp., and will be unconditionally guaranteed on the same basis by certain of the Partnership’s future subsidiaries. The 2028 Notes rank equal in right of payment with all existing and future senior indebtedness of the Issuers, and senior in right payment to any future subordinated indebtedness of the Issuers. The 2028 Notes will mature on June 1, 2028, and interest on the 2028 Notes is payable semi-annually in arrears on each June 1 and December 1, commencing December 1, 2021. At any time prior to June 1, 2024, the Issuers may redeem up to 35% of the aggregate principal amount of the 2028 Notes with the net cash proceeds of one or more equity offerings by the Partnership at a redemption price of 107.125% of the redeemed principal amount, plus accrued and unpaid interest, if any, subject to certain conditions and limitations. Prior to June 1, 2024, the Issuers may also redeem all or part of the 2028 Notes at a redemption price of the principal amount plus accrued and unpaid interest, if any, plus a "make whole" premium, subject to certain conditions and limitations. In addition, beginning on June 1, 2024, the Issuers may, subject to certain conditions and limitations, redeem all or part of the 2028 Notes, at a redemption price of 103.563% of the redeemed principal for the twelve-month period beginning on June 1, 2024, 101.781% for the twelve-month period beginning on June 1, 2025, and 100.00% beginning on June 1, 2026 and thereafter, plus accrued and unpaid interest, if any. In the event of a change of control, accompanied or followed by a ratings downgrade within a certain period of time, subject to certain conditions and limitations, the Issuers will be obligated to make an offer for the purchase of the 2028 Notes from holders at a price equal to 101.00% of the principal amount thereof, plus accrued and unpaid interest. As of December 31, 2021, we had $400.0 million in outstanding principal amount under the 2028 Notes, and the effective interest rate was 7.41%. Outstanding debt balances under the 2028 Notes are net of deferred financing costs amounting to $5.7 million as of December 31, 2021. DKL Credit Facility On September 28, 2018, the Partnership entered into a third amended and restated senior secured revolving credit agreement (hereafter, the "DKL Credit Facility") with Fifth Third Bank ("Fifth Third"), as administrative agent, and a syndicate of lenders with total lender commitments of $850.0 million. The DKL Credit Facility contains a dual currency borrowing tranche that permits draw downs in U.S. or Canadian dollars. The DKL Credit Facility also contains an accordion feature whereby the Partnership can increase the size of the credit facility to an aggregate of $1.0 billion, subject to receiving increased or new commitments from lenders and the satisfaction of certain other conditions precedent. The obligations under the DKL Credit Facility remain secured by first priority liens on substantially all of the Partnership's and its subsidiaries' tangible and intangible assets. Additionally, Delek Marketing, a subsidiary of Delek Holdings, had provided a limited guaranty of the Partnership's obligations under the DKL Credit Facility. Delek Marketing's guaranty was (i) limited to an amount equal to the principal amount, plus unpaid and accrued interest, of a promissory note made by Delek Holdings in favor of Delek Marketing (the "Holdings Note") and (ii) secured by Delek Marketing's pledge of the Holdings Note to the lenders under the DKL Credit Facility. Effective March 30, 2020, Delek Marketing's limited guaranty and pledge of the Holdings Note was terminated pursuant to a guaranty and pledge release approved by the required lenders under the DKL Credit Facility. In connection with the IDR Restructuring Transaction, the Partnership entered into a First Amendment to the DKL Credit Facility (the "First Amendment") which, among other things, permitted the exchange of the IDRs and the general partner interest in the Partnership for the non-economic general partner interest, the newly issued limited partner interests in the Partnership, plus $45.0 million in cash. The First Amendment also modified the total leverage and senior leverage ratios (as defined in the DKL Credit Facility) calculations to reduce the total funded debt (as defined in the DKL Credit Facility) component thereof by the total amount of unrestricted consolidated cash and cash equivalents on the balance sheet of the Partnership and its subsidiaries up to $20.0 million. The DKL Credit Facility has a maturity date of September 28, 2023. Borrowings denominated in U.S. dollars bear interest at either a U.S. dollar prime rate, plus an applicable margin, or the London Interbank Offered Rate ("LIBOR") plus an applicable margin, at the election of the borrowers. Borrowings denominated in Canadian dollars bear interest at either a Canadian dollar prime rate, plus an applicable margin, or the Canadian Dealer Offered Rate, plus an applicable margin, at the election of the borrowers. The applicable margin in each case and the fee payable for any unused revolving commitments vary based upon the Partnership's most recent total leverage ratio calculation delivered to the lenders, as called for and defined under the terms of the DKL Credit Facility. At December 31, 2021, the weighted average interest rate for our borrowings under the facility was approximately 2.46%. Additionally, the DKL Credit Facility requires us to pay a leverage ratio dependent quarterly fee on the average unused revolving commitment. As of December 31, 2021, this fee was 0.30% per year. As of December 31, 2021, we had $258.0 million of outstanding borrowings under the DKL Credit Facility, with no letters of credit in place. Unused credit commitments under the DKL Credit Facility as of December 31, 2021 were $592.0 million. 6.750% Senior Notes Due 2025 On May 23, 2017, the Partnership and Delek Logistics Finance Corp., a Delaware corporation and a wholly owned subsidiary of the Partnership (“Finance Corp.” and together with the Partnership, the “Issuers”), issued $250.0 million in aggregate principal amount of 6.75% senior notes due 2025 (the “2025 Notes”) at a discount. The 2025 Notes are general unsecured senior obligations of the Issuers. The 2025 Notes are unconditionally guaranteed jointly and severally on a senior unsecured basis by the Partnership's existing subsidiaries (other than Finance Corp., the "Guarantors") and will be unconditionally guaranteed on the same basis by certain of the Partnership’s future subsidiaries. The 2025 Notes rank equal in right of payme nt with all existing and future senior indebtedness of the Issuers, and senior in right of payment to any future subordinated indebtedness of the Issuers. The 2025 Notes will mature on May 15, 2025, and Interest on the 2025 Notes is payable semi-annually in arrears on each May 15 and November 15, commencing November 15, 2017. Beginning on May 15, 2021, th e Issuers may, subject to certain conditions and limitations, redeem all or part of the 2025 Notes at a redemption price of 103.375% of the redeemed principal for the twelve-month period beginning on May 15, 2021, 101.688% for the twelve-month period beginning on May 15, 2022 and 100.00% beginning on May 15, 2023 and thereafter, plus accrued and unpaid interest, if any. In the event of a change of control, accompanied or followed by a ratings downgrade within a certain period of time, subject to certain conditions and limitations, the Issuers will be obligated to make an offer for the purchase of the 2025 Notes from holders at a price equal to 101% of the principal amount thereof, plus accrued and unpaid interest. On April 25, 2018, we made an offer to exchange the 2025 Notes and the related guarantees that were validly tendered and not validly withdrawn for an equal principal amount of exchange notes that are freely tradeable, as required under the terms of the original indenture. The terms of the exchange notes that were issued in May 2018 as a result of the exchange (also referred to as the "2025 Notes") are substantially identical to the terms of the original 2025 Notes. As of December 31, 2021, we had $250.0 million in outstanding principal amount of the 2025 Notes. As of December 31, 2021, the effective interest rate related to the 2025 Notes was approximately 7.20%. Outstanding debt balances under the 2025 Notes are net of deferred financing costs and debt discount of $2.5 million and $0.8 million, respectively, as of December 31, 2021. Principal maturities of the Partnership's existing third party debt instruments for the next five years and thereafter are as follows as of December 31, 2021 (in thousands): 2022 2023 2024 2025 2026 Thereafter Total DKL Credit Facility $ — $ 258,000 $ — $ — $ — $ — $ 258,000 2025 Notes $ — $ — $ — $ 250,000 $ — $ — $ 250,000 2028 Notes $ — $ — $ — $ — $ — $ 400,000 $ 400,000 |
Equity
Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Equity | Equity We had 8,774,053 common limited partner units held by the public outstanding as of December 31, 2021. Additionally, as of December 31, 2021, Delek Holdings owned an 79.8% limited partner interest in us, consisting of 34,696,800 common limited partner units. On December 22, 2021, Delek Holdings issued a press release regarding a program to sell certain common limited partner units representing limited partner interests in the Partnership. As of December 31, 2021, we did not sell any securities under this program and we will not receive any proceeds from the sale of the securities by Delek Holdings. Effective August 13, 2020, the Partnership closed on the IDR Restructuring Transaction, and contemporaneous with this transaction, Delek Holdings purchased a 5.2% ownership interest in our general partner from certain affiliates, who were also members of our general partner's management and board of directors, at fair market value. Delek Holdings now owns 100% of the outstanding ownership interest in our general partner. As part of this transaction, we expensed approximately $1.1 million of transaction costs. In August 2020, we filed a shelf registration statement with the U.S. Securities and Exchange Commission, which subsequently became effective, for the proposed re-sale or other disposition from time to time by Delek Holdings of up to 14.0 million of our common limited partner units. As of December 31, 2020, we did not sell any securities under this shelf registration statement and we will not receive any proceeds from the sale of securities by Delek Holdings. Equity Activity The table below summarizes the changes in the number of units outstanding from December 31, 2019 through December 31, 2021. Common - Public Common - Delek Holdings General Partner Total Balance at December 31, 2018 9,109,807 15,294,046 498,038 24,901,891 General partner units issued to maintain 2% interest — — 444 444 Unit-based compensation awards (1) 21,772 — — 21,772 Balance at December 31, 2019 9,131,579 15,294,046 498,482 24,924,107 General partner units issued to maintain 2% interest — — 102,196 102,196 Unit-based compensation awards (1) 17,711 — — 17,711 Permian Gathering Assets Acquisition equity issuance — 5,000,000 — 5,000,000 Delek Holdings unit purchases from public (451,822) 451,822 — — General Partner units converted to non-economic general partner interest — — (600,678) (600,678) Common limited partner units issued in IDR Restructuring Transaction — 14,000,000 — 14,000,000 Balance at December 31, 2020 8,697,468 34,745,868 — 43,443,336 Delek Holdings resale of units 49,068 (49,068) — — Unit-based compensation awards (1) 27,517 — — 27,517 Balance at December 31, 2021 8,774,053 34,696,800 — 43,470,853 (1) Unit-based compensation awards are presented net of 5,315 and 926 units withheld for taxes as of December 31, 2021 and 2020, respectively. There were no units withheld for taxes as of December 31, 2019. Issuance of Additional Securities Our Partnership Agreement authorizes us to issue an unlimited number of additional partnership securities for the consideration and on the terms and conditions determined by our general partner without the approval of the unitholders. Costs associated with the issuance of securities are allocated to all unitholders' capital accounts based on their ownership interest at the time of issuance. Allocations of Net Income Our Partnership Agreement contains provisions for the allocation of net income and loss to the unitholders. For purposes of maintaining partner capital accounts, the Partnership Agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Prior to August 13, 2020, normal allocations were made according to percentage interests after giving effect to priority income allocations in an amount equal to incentive cash distributions allocated 100% to our general partner. Effective August 13, 2020, the IDRs were eliminated and the 2% general partner economic interest was converted to a non-economic general partner interest that no longer receives cash distributions. The following table presents the allocation of the general partner's interest in net income (in thousands, except percentage of ownership interest): Year Ended December 31, 2021 2020 2019 Net income attributable to partners $ 164,822 $ 159,256 $ 96,749 Less: General partner's IDRs — (17,632) (31,781) Net income available to partners $ 164,822 $ 141,624 $ 64,968 General partner's ownership interest — % 2.0 % 2.0 % General partner's allocated interest in net income — 1,092 1,299 General partner's IDRs — 17,632 31,781 Total general partner's interest in net income $ — $ 18,724 $ 33,080 Incentive Distribution Rights Effective August 13, 2020, the Partnership closed on the IDR Restructuring Transaction and the general partner no longer receives any cash distributions. Prior to August 13, 2020, our general partner was entitled to 2.0% of all quarterly distributions that we make prior to our liquidation. Our general partner had the right, but not the obligation, to contribute up to a proportionate amount of capital to us to maintain its current general partner interest. Our general partner held IDRs that entitled it to receive increasing percentages, up to a maximum of 48.0%, of the cash we distributed from operating surplus (as defined in our Partnership Agreement) in excess of 0.43125 per unit per quarter. The maximum distribution was 48.0% and did not include any distributions that our general partner or its affiliates may have received on common or general partner units that it owns. As of August 12, 2020, the IDRs held by our general partner were entitled to receive the maximum distribution. Pursuant to Amendment No. 2 to the Prior Partnership Agreement, prior to the IDR Restructuring Transaction, an agreement was reached for a waiver of distributions in respect of the IDRs associated with the 5.0 million Additional Units for at least two years, through at least the distribution for the quarter ending March 31, 2022 (the "IDR Waiver"). Refer to Note 4 for additional details. Cash Distributions Our Partnership Agreement sets forth the calculation to be used to determine the amount and priority of available cash distributions that our limited partner unitholders and general partner will receive. The cash distributions for periods before August 13, 2020 include distributions to the 2% general partner interest which was converted to non-economic general partner interest and IDRs which were permanently eliminated. Our distributions earned with respect to a given period are declared subsequent to quarter end. The table below summarizes the quarterly distributions related to our quarterly financial results: Quarter Ended Total Quarterly Distribution Per Limited Partner Unit Total Cash Distribution, including general partner interest and IDRs (in thousands) Date of Distribution Unitholders Record Date December 31, 2019 $ 0.885 $ 30,634 February 12, 2020 February 4, 2020 March 31, 2020 $ 0.890 $ 30,878 May 12, 2020 May 5, 2020 June 30, 2020 $ 0.900 $ 35,969 August 12, 2020 August 7, 2020 September 30, 2020 $ 0.905 $ 39,308 November 12, 2020 November 6, 2020 December 31, 2020 $ 0.910 $ 39,533 February 9, 2021 February 2, 2021 March 31, 2021 $ 0.920 $ 39,968 May 14, 2021 May 10, 2021 June 30, 2021 $ 0.940 $ 40,846 August 11, 2021 August 5, 2021 September 30, 2021 $ 0.950 $ 41,286 November 10, 2021 November 5, 2021 December 31, 2021 $ 0.975 $ 42,384 February 8, 2022 February 1, 2022 The allocations of total quarterly cash distributions made to general and limited partners for the years ended December 31, 2021, 2020 and 2019 are set forth in the table below. Distributions earned with respect to a given period are declared subsequent to quarter end. Therefore, the table below presents total cash distributions applicable to the period in which the distributions are earned (in thousands, except per unit amounts): Year Ended December 31, 2021 2020 2019 General partner's distributions: General partner's distributions $ — $ 986 $ 1,711 General partner's IDRs — 17,632 31,781 Total general partner's distributions — 18,618 33,492 Limited partners' distributions: Common limited partners' distributions 164,484 127,070 83,873 Total cash distributions $ 164,484 $ 145,688 $ 117,365 Cash distributions per limited partner unit $ 3.785 $ 3.605 $ 3.440 |
Equity Based Compensation
Equity Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Compensation Related Costs [Abstract] | |
Equity Based Compensation | Equity Based Compensation The Delek Logistics GP, LLC 2012 Long-Term Incentive Plan (the "LTIP") was adopted by the Delek Logistics GP, LLC board of directors in connection with the completion of our initial public offering in November 2012. The LTIP is administered by the Conflicts Committee of the board of directors. Equity-based compensation expense is included in general and administrative expenses in the accompanying consolidated statements of income and comprehensive income and is immaterial for the years ended December 31, 2021, 2020 and 2019. See Note 2 for additional information on terms and measurement considerations. On June 9, 2021, the LTIP was amended to increase the number of units representing limited partner interest in the Partnership (the "Common Units") authorized for issuance by 300,000 Common Units to 912,207 Common Units. Additionally, the term of the LTIP was extended to June 9, 2031. |
Equity Method Investments
Equity Method Investments | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Equity Method Investments In May 2019, the Partnership, through its wholly owned indirect subsidiary DKL Pipeline, LLC (“DKL Pipeline”), entered into a Contribution and Subscription Agreement (the “Contribution Agreement”) with Plains Pipeline, L.P. (“Plains”) and Red River Pipeline Company LLC (“Red River”). Pursuant to the Contribution Agreement, DKL Pipeline contributed $124.7 million, substantially all of which was financed by borrowings under the DKL Credit Facility, to Red River in exchange for a 33% membership interest in Red River and DKL Pipeline’s admission as a member of Red River. In addition, we contributed $0.4 million of start up capital pursuant to the Amended and Restated Limited Liability Company Agreement. During the third quarter of 2020, Red River, which owns a crude oil pipeline running from Cushing, Oklahoma to Longview, Texas, completed a planned expansion project to increase the pipeline capacity and commenced operations on the completed expansion project on October 1, 2020. We contributed $3.5 million related to such expansion project in May 2019 and during 2020 made additional capital contributions of $12.2 million based on capital calls received. During the year ended December 31, 2021, we made additional capital contributions totaling $1.4 million based on capital calls received. Summarized financial information for Red River on a 100% basis is shown below (in thousands): Year Ended Year Ended December 31, 2021 December 31, 2020 Current Assets $ 28,735 $ 13,488 Non-current Assets $ 403,692 $ 413,259 Current liabilities $ 10,040 $ 7,789 Year Ended Year Ended For the period December 31, 2021 December 31, 2020 April 24, 2019 - December 31, 2019 Revenues $ 68,057 $ 51,001 $ 38,352 Gross profit $ 41,121 $ 31,103 $ 25,919 Operating income $ 40,436 $ 30,382 $ 25,497 Net income $ 40,390 $ 30,404 $ 25,548 We have two additional joint ventures that have constructed separate crude oil pipeline systems and related ancillary assets, which are serving third parties and subsidiaries of Delek Holdings. We own a 50% membership interest in the entity formed with an affiliate of Plains All American Pipeline, L.P. ("CP LLC") to operate one of these pipeline systems and a 33% membership interest in the entity formed with Andeavor Logistics RIO Pipeline LLC ("Andeavor Logistics"), formerly known as Rangeland Energy II, LLC ("Rangeland Energy") to operate the other pipeline system. Combined summarized financial information for these two equity method investees on a 100% basis is shown below (in thousands): Year Ended Year Ended December 31, 2021 December 31, 2020 Current assets $ 15,010 $ 20,763 Non-current assets $ 242,599 $ 253,862 Current liabilities $ 1,492 $ 1,496 Year Ended Year Ended Year Ended December 31, 2021 December 31, 2020 December 31, 2019 Revenues $ 46,335 $ 55,482 $ 48,703 Gross profit $ 26,688 $ 36,904 $ 30,473 Operating income $ 24,587 $ 34,951 $ 28,503 Net Income $ 24,589 $ 34,977 $ 28,601 The Partnership's investments in these three entities were financed through a combination of cash from operations and borrowings under the DKL Credit Facility. The Partnership's investment balances in these joint ventures were as follows (in thousands): Year Ended Year Ended December 31, 2021 December 31, 2020 Red River 144,041 141,803 CP LLC 61,670 62,771 Andeavor Logistics 44,319 49,101 We do not consolidate any part of the assets or liabilities or operating results of our equity method investees. Our share of net income or loss of the investees will increase or decrease, as applicable, the carrying value of our investments in unconsolidated affiliates. With respect to our equity method investments, we determined that these entities do not represent variable interest entities and consolidation is not required. We have the ability to exercise significant influence over each of these joint ventures through our participation in the management committees, which make all significant decisions. However, since all significant decisions require the consent of the other investor(s) without regard to economic interest, we have determined that we have joint control and have applied the equity method of accounting. Our investment in these joint ventures is reflected in our investments in pipeline joint ventures segment. |
Segment Data
Segment Data | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Data | Segment Data We aggregate our operating segments into three reportable segments: (i) pipelines and transportation; (ii) wholesale marketing and terminalling; and (iii) investment in pipeline joint ventures. Our operating segments adhere to the accounting policies used for our consolidated financial statements. Our operating segments are managed separately because each segment requires different industry knowledge, technology and marketing strategies. Decisions concerning the allocation of resources and assessment of operating performance are made based on this segmentation. Management measures the operating performance of each of its reportable segments based on segment contribution margin, with the exception of investments in pipeline joint ventures segment, which is measured based on net income. Segment contribution margin is defined as net revenues less cost of materials and other and operating expenses, excluding depreciation and amortization. The following is a summary of business segment operating performance as measured by contribution margin, with the exception of investments in pipeline joint ventures segment, which is measured based on net income, for the periods indicated (in thousands): Year Ended December 31, 2021 2020 2019 Pipelines and Transportation Net revenues: Affiliate $ 271,033 $ 233,873 $ 155,211 Third party 16,612 17,596 23,107 Total pipelines and transportation 287,645 251,469 178,318 Cost of materials and other 59,821 45,934 22,826 Operating expenses (excluding depreciation and amortization) 43,818 42,267 54,827 Segment contribution margin $ 184,006 $ 163,268 $ 100,665 Capital spending (1) (2) $ 22,342 $ 7,631 $ 6,600 Wholesale Marketing and Terminalling Net revenues: Affiliate (3) $ 147,793 $ 148,793 $ 105,803 Third party 265,464 163,156 299,871 Total wholesale marketing and terminalling 413,257 311,949 405,674 Cost of materials and other 324,588 223,160 313,647 Operating expenses (excluding depreciation and amortization) 16,917 14,012 19,330 Segment contribution margin $ 71,752 $ 74,777 $ 72,697 Capital spending (1) (2) $ 5,109 $ 7,818 $ 3,387 Investments in Pipeline Joint Ventures Income from equity method investments $ (24,575) $ (22,693) $ (19,832) Equity method investments contributions $ (1,393) $ (12,175) $ (139,294) Consolidated Net revenues: Affiliate $ 418,826 $ 382,666 $ 261,014 Third party 282,076 180,752 322,978 Total Consolidated 700,902 563,418 583,992 Cost of materials and other 384,409 269,094 336,473 Operating expenses (excluding depreciation and amortization presented below) 60,735 56,279 74,157 Contribution margin 255,758 238,045 173,362 General and administrative expenses 22,545 22,587 20,815 Depreciation and amortization 42,770 35,731 26,701 Other operating (income) expense, net (59) (66) 34 Operating income 190,502 179,793 125,812 Interest expense, net 50,221 42,874 47,328 Income from equity method investments (24,575) (22,693) (19,832) Other (income) expense, net (119) 133 600 Total non-operating expenses, net 25,527 20,314 28,096 Income before income tax expense 164,975 159,479 97,716 Income tax expense 153 223 967 Net income attributable to partners $ 164,822 $ 159,256 $ 96,749 Capital spending (1) (2) $ 27,451 $ 15,449 $ 9,987 (1) Capital spending for the year ended December 31, 2020, excludes transaction costs capitalized in the amount of $0.3 million that relate to the Trucking Assets Acquisition and $0.7 million that relate to the Permian Gathering Assets Acquisition. (2) Capital spending for the years ended December 31, 2021, 2020 and 2019 excludes contributions to equity method investments amounting to $1.4 million, $12.2 million and $139.3 million, respectively. (3) Affiliate revenue for the wholesale marketing and terminalling segment is presented net of amortization expense pertaining to the Marketing Contract Intangible Acquisition. See Note 3 for additional information. The following table summarizes the total assets for each segment as of December 31, 2021 and 2020 (in thousands). Assets for each segment includes property, plant and equipment, equity method investments, intangible assets and inventory. Year Ended December 31, 2021 2020 Pipelines and transportation $ 452,690 $ 469,642 Wholesale marketing and terminalling 211,723 206,918 Investments in pipeline joint ventures 250,030 253,675 Other (1) 20,628 26,182 Total assets $ 935,071 $ 956,417 (1) Other includes cash and cash equivalents and related party receivables and other assets which are recorded at the corporate level. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For tax purposes, each partner of the Partnership is required to take into account its share of income, gain, loss and deduction in computing its federal and state income tax liabilities, regardless of whether cash distributions are made to such partner by the Partnership. The taxable income reportable to each partner takes into account differences between the tax basis and fair market value of our assets, the acquisition price of such partner's units and the taxable income allocation requirements under our Partnership Agreement. The Partnership is not a taxable entity for federal income tax purposes. While most states do not impose an entity level tax on partnership income, the Partnership is subject to entity level tax in both Tennessee and Texas. The Partnership does not file a separate Texas tax return. Our results of operations are included in Delek Holdings’ consolidated return. However, the provisions of ASC 740 have been followed as if we were a stand-alone entity. As a result, the Partnership must record deferred income taxes for the differences between book and tax bases of its assets and liabilities based on those states' enacted tax rates and laws that will be in effect when the differences are expected to reverse. As of December 31, 2021 and 2020, the total non-current deferred tax liability was $1.0 million and $0.6 million, respectively. These amounts are included in other non-current liabilities in our accompanying consolidated balance sheets. The majority component of our non-current deferred tax liabilities as of December 31, 2021 and 2020, respectively, was depreciation and amortization. The difference between the actual income tax expense and the tax expense computed by applying the statutory federal income tax rate to income before income taxes is attributable to the following (in thousands): Year Ended December 31, 2021 2020 2019 State income taxes $ 153 $ 223 $ 967 Income tax expense $ 153 $ 223 $ 967 Income tax expense (benefit) is as follows (in thousands): Year Ended December 31, 2021 2020 2019 Current $ (200) $ (178) $ 471 Deferred $ 353 401 496 Total $ 153 $ 223 $ 967 Delek Holdings files a consolidated Texas gross margin tax return, and tax payments for the Partnership are paid by Delek Holdings. Therefore, a portion of the current tax payable is included in accounts receivable/payable from related parties. As of both December 31, 2021 and 2020, income taxes payable were immaterial and were included in accounts receivable/payable from related parties in the accompanying consolidated balance sheets. Taxes that are determined on a consolidated basis apply the “benefits for loss” allocation method; thus, tax attributes are realized when used in the combined tax return to the extent that they have been subject to a valuation allowance. We are no longer subject to audit through 2015. We recognize accrued interest and penalties related to unrecognized tax benefits as an adjustment to the current provision for income taxes. There were no uncertain tax positions recorded as of December 31, 2021 or 2020, and there were no interest or penalties recognized related to uncertain tax positions for the years ended December 31, 2021, 2020 or 2019. We have examined uncertain tax positions for any material changes in the next 12 months and none are expected. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation In the ordinary conduct of our business, we are from time to time subject to lawsuits, investigations and claims, including environmental claims and employee-related matters. Although we cannot predict with certainty the ultimate resolution of lawsuits, investigations and claims asserted against us, including civil penalties or other enforcement actions, we do not believe that any currently pending legal proceeding or proceedings to which we are a party will have a material adverse effect on our financial statements. See "Crude Oil and Other Releases" below for discussion of an enforcement action. Environmental, Health and Safety We are subject to extensive federal, state and local environmental and safety laws and regulations enforced by various agencies, including the Environmental Protection Agency (the "EPA"), the United States Department of Transportation, the Occupational Safety and Health Administration, as well as numerous state, regional and local environmental, safety and pipeline agencies. These laws and regulations govern the discharge of materials into the environment, waste management practices and pollution prevention measures, as well as the safe operation of our pipelines and the safety of our workers and the public. Numerous permits or other authorizations are required under these laws and regulations for the operation of our terminals, pipelines, saltwells, trucks and related operations, and may be subject to revocation, modification and renewal. These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters, which could include soil, surface water and groundwater contamination, air pollution, personal injury and property damage allegedly caused by substances which we may have handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which we may have assumed responsibility. We believe that our current operations are in substantial compliance with existing environmental and safety requirements. However, there have been and we expect that there will continue to be ongoing discussions about environmental and safety matters between us and federal and state authorities, including the receipt and response to notices of violations, citations and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures. While it is often difficult to quantify future environmental or safety related expenditures, we anticipate that continuing capital investments and changes in operating procedures will be required to comply with existing and new requirements, as well as evolving interpretations and enforcement of existing laws and regulations. Releases of hydrocarbons or hazardous substances into the environment could, to the extent the event is not insured, or is not a reimbursable event under the Omnibus Agreement, subject us to substantial expenses, including costs to respond to, contain and remediate a release, to comply with applicable laws and regulations and to resolve claims by governmental agencies or other persons for personal injury, property damage, response costs, or natural resources damages. Crude Oil and Other Releases During the year ended December 31, 2021, there was one significant release of finished product, involving one of our pipelines and it occurred in August 2021. This release of finished product from our Greenville pipeline occurred near Dixon, Texas (the "Greenville Dixon Release"). Cleanup operations, site maintenance and remediation on this release are currently on-going. Costs incurred as of December 31, 2021 totaled $2.7 million. Additionally, as of December 31, 2021 we have accrued $0.8 million for remediation and other potential costs related to this release. The impacted area is undergoing remedial measures that will be protective of human health and the environment, including groundwater, under the oversight of Texas Commission of Environmental Quality (the "TCEQ"). On October 3, 2019, a release of diesel fuel involving one of our pipelines occurred near Sulphur Springs, Texas (the "Sulphur Springs Release"). Cleanup operations and site maintenance and remediation on this release have been substantially completed. Remedial costs incurred totaled $7.1 million during 2019 and $0.5 million during 2020. In the fourth quarter of 2020 we submitted an actual property assessment report that assessed site conditions and recommended closure of the site. Closure of the site was approved in the fourth quarter of 2020 by the TCEQ. The groundwater monitoring wells were abandoned and removed in the second quarter of 2021 in accordance with applicable regulatory requirements. We filed suit in January 2020 against a third party contractor, seeking damages related to this release; two related actions were filed in November and December 2020 by and against the contractor's insurance company seeking judgments related to insurance coverage. We have not received notification that any legal action with respect to fines and penalties will be pursued by the regulatory agencies. For other releases that occurred in prior years, we have received regulatory closure or a majority of the cleanup and remediation efforts are substantially complete. We expect regulatory closure in 2021 for the release sites that have not yet received it and do not anticipate material costs associated with any fines or penalties or additional remedial activities that may be needed to achieve regulatory closure. Regulatory authorities could require additional remediation based on the results of our remediation efforts. We may incur additional expenses as a result of further scrutiny by regulatory authorities and continued compliance with laws and regulations to which our assets are subject. As of December 31, 2021, we have accrued $0.3 million for remediation and other such matters related to these releases. Expenses incurred for the remediation of these crude oil and other releases are included in operating expenses in our consolidated statements of income and comprehensive income. The majority of our releases have been subsequently reimbursed by Delek Holdings pursuant to the terms of the Omnibus Agreement, with the exception of the Sulphur Springs Release above as it is not covered under the Omnibus Agreement. Reimbursements are recorded as a reduction to operating expense. We do not believe the total costs associated with these events, whether alone or in the aggregate, including any fines or penalties and net of available insurance, indemnification or reimbursement, will have a material adverse effect upon our business, financial condition or results of operations During the years ended December 31, 2021 and 2020, the crude oil and other releases remediation expenses, net of reimbursable costs, were immaterial. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases We lease certain pipeline and transportation equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Our leases do not have any outstanding renewal options. Certain leases also include options to purchase the leased equipment. Certain of our lease agreements include rates based on equipment usage and others include rate inflationary indices based increases. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The following table presents additional information related to our operating leases in accordance ASC 842: Year Ended December 31, Year Ended December 31, (in thousands) 2021 2020 Lease Cost (1) Operating lease cost $ 12,586 $ 7,478 Short-term lease cost 1,609 1,852 Variable lease costs 600 1,002 Total lease cost $ 14,795 $ 10,332 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (12,586) $ (7,478) Leased assets obtained in exchange for new operating lease liabilities $ 6,386 $ 26,528 Leased assets obtained in exchange for new financing lease liabilities $ 3,071 $ 5,562 December 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) for operating leases 3.33 3.56 Weighted-average discount rate (2) operating leases 5.8 % 6.0 % Weighted-average remaining lease term (years) for finance lease 2.10 2.92 Weighted-average discount rate (2) finance lease 1.8 % 1.8 % (1) Includes an immaterial amount of financing lease. (2) Our discount rate is primarily based on our incremental borrowing rate in accordance with ASC 842. The following is an estimate of the maturity of our lease liabilities for operating leases having remaining noncancellable terms in excess of one year as of December 31, 2021 (in thousands) under ASC 842: 2022 $ 7,775 2023 7,087 2024 4,894 2025 2,371 2026 413 Thereafter 425 Total lease payments $ 22,965 Less: Interest 2,083 Present value of lease liabilities $ 20,882 The following is an estimate of the maturity of our lease liabilities for financing leases having remaining noncancellable terms in excess of one year as of December 31, 2021 (in thousands) under ASC 842: 2022 $ 2,965 2023 2,807 2024 320 2025 24 2026 — Thereafter — Total lease payment $ 6,116 Less: Interest 116 Present values of lease liabilities $ 6,000 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent EventsDistribution DeclarationOn January 21, 2022, our general partner's board of directors declared a quarterly cash distribution of $0.975 per unit, paid on February 8, 2022, to unitholders of record on February 1, 2022. |
Accounting Policies (Policies)
Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Organization | Organization As used in this report, the terms "Delek Logistics Partners, LP," the "Partnership," "we," "us," or "our" may refer to Delek Logistics Partners, LP, one or more of its consolidated subsidiaries or all of them taken as a whole. |
Basis of Presentation | Basis of Presentation Our consolidated financial statements include the accounts of the Partnership and its subsidiaries. We have evaluated subsequent events through the filing of this Annual Report on Form 10-K. Any material subsequent events that occurred during this time have been properly recognized or disclosed in our financial statements. The preparation of our financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the opinion of management, all adjustments necessary for a fair presentation of the financial position and the results of operations have been included. All intercompany accounts and transactions have been eliminated. Such intercompany transactions do not include those with Delek Holdings' or our general partner, which are presented as related party in these accompanying consolidated financial statements. All adjustments are of a normal, recurring nature. |
Reclassifications | Reclassifications Certain immaterial reclassifications have been made to prior period presentation in order to conform to the current year presentation. |
Segment Reporting | Segment Reporting We are an energy business focused on crude oil, intermediate and refined products pipeline and storage activities and wholesale marketing, terminalling and offloading activities. Management reviews operating results in three reportable segments: (i) pipelines and transportation; (ii) wholesale marketing and terminalling; and (iii) investments in pipeline joint ventures. • The assets and investments reported in the pipeline and transportation segment provide crude oil gathering and crude oil, intermediate and refined products transportation and storage services to Delek Holdings' refining operations and independent third parties. • The wholesale marketing and terminalling segment provides marketing services for the refined products output of the Delek Holdings' refineries, engages in wholesale activity at our terminals and terminals owned by third parties, whereby we purchase light product for sale and exchange to third parties, and provides terminalling services at our refined products terminals to independent third parties and Delek Holdings. • The investments in pipeline joint ventures segment include the Partnership's joint ventures investments discussed in Note 14. |
Cash and Cash Equivalents | Cash and Cash EquivalentsWe maintain cash and cash equivalents in accounts with large U.S. financial institutions. Any highly liquid investments purchased with an original maturity of three months or less are considered to be cash equivalents. |
Accounts Receivable | Accounts ReceivableAccounts receivable primarily consists of trade receivables generated in the ordinary course of business. We perform on-going credit evaluations of our customers and generally do not require collateral on accounts receivable. All accounts receivable amounts are considered to be fully collectible. |
Inventory | InventoryInventory consists of refined products, which are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out ("FIFO") basis |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment primarily consists of crude oil pipelines, tanks, terminals and gathering systems, and trucking assets. Property and equipment is stated at the lower of historical cost less accumulated depreciation, or fair value, if impaired. Assets acquired in conjunction with business acquisitions are recorded at estimated fair market value in accordance with the purchase method of accounting as prescribed in Accounting Standards Codification ("ASC") 805, Business Combinations ("ASC 805"). Acquisitions of net assets that do not constitute a business are accounted for by allocating the cost of the acquisition to individual assets acquired and liabilities assumed on a relative fair value basis and shall not give rise to goodwill as prescribed in ASC 805. Betterments, renewals and extraordinary repairs that extend the life of an asset are capitalized. Maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over management’s estimated useful lives of the related assets. The estimated useful lives are as follows: Years Buildings and building improvements 15-40 Pipelines, tanks and terminals 15-40 Asset retirement obligation assets 15-50 Other equipment 3-15 |
Intangible Assets | Intangible Assets Intangible assets consist of indefinite-lived rights of way and a marketing contract intangible. The marketing contract intangible is amortized on a straight-line basis over a 20 year period as a component of net revenues from affiliates. Acquired intangible assets determined to have an indefinite useful life are not amortized, but are tested for impairment in connection with our evaluation of long-lived assets as events and circumstances indicate that the assets might be impaired. |
Property, Plant and Equipment and Intangibles Impairment | Property, Plant and Equipment and Intangibles Impairment Property, plant and equipment and intangibles are evaluated for impairment whenever indicators of impairment exist. In accordance with ASC 360, Property, Plant and Equipment and ASC 350, Intangibles - Goodwill and Other , we evaluate the realizability of these long-lived assets as events occur that might indicate potential impairment. In doing so, we assess whether the carrying amount of the asset is recoverable by estimating the sum of the future cash flows expected to result from the use of the asset, undiscounted and without interest charges. If the carrying amount is more than the recoverable amount, an impairment charge must be recognized based on the fair value of the asset. |
Goodwill and Potential Impairment | Goodwill and Potential Impairment Goodwill in an acquisition represents the excess of the aggregate purchase price over the fair value of the identifiable net assets. Goodwill is reviewed at least annually during the fourth quarter for impairment, or more frequently if indicators of impairment exist, such as disruptions in our business, unexpected significant declines in operating results or a sustained market capitalization decline. Goodwill is evaluated for impairment by comparing the carrying amount of the reporting unit to its estimated fair value. The Partnership adopted ASU 2017-04, Goodwill and Other (Topic 350); Simplifying the Test for Goodwill Impairment , during the fourth quarter of 2018. In accordance with this guidance, a goodwill impairment charge is recognized for the amount that the carrying amount of a reporting unit, including goodwill, exceeds its fair value, limited to the total amount of goodwill allocated to that reporting unit. In assessing the recoverability of goodwill, assumptions are made with respect to future business conditions and estimated expected future cash flows to determine the fair value of a reporting unit. |
Equity Method Investments | Equity Method Investments For equity investments that are not required to be consolidated under the variable or voting interest model, we evaluate the level of influence we are able to exercise over an entity’s operations to determine whether to use the equity method of accounting. Our judgment regarding the level of influence over an equity method investment includes considering key factors such as our ownership interest, participation in policy-making and other significant decisions and material intercompany transactions. Equity investments for which we determine we have significant influence are accounted for as equity method investments. Amounts recognized for equity method investments are included in equity method investments in our consolidated balance sheets and adjusted for our share of the net earnings and losses of the investee, dividends received and cash distributions from the investee, which are separately stated in our consolidated statements of income and comprehensive income and our consolidated statements of cash flows. The carrying value of each equity method investment is evaluated for impairment when conditions exist that indicate it is more likely than not that an impairment may have occurred, which may include the loss of a key contract, lack of sustained earnings or a deterioration of market conditions, among others. When impairment triggers are present, the fair value of the equity method investment is estimated using the income approach and the market approach. The income approach utilizes a discounted cash flow model incorporating management’s expectations of the investee’s future revenue (including the throughput barrel per day sold and related reduced tariff rates), operating expenses and earnings before interest, taxes, depreciation and amortization, capital expenditures and an anticipated tax rate (“EBITDA”), the estimated long term growth rate and weighted average cost of capital (“WACC”) as the discount rate. The market approach uses estimated EBITDA multiples for guideline comparable companies to estimate the fair value of the equity method investment. A impairment loss is recorded in earnings in the current period if a decline in the value of an equity method investment is determined to be other than temporary. We performed an impairment assessment on one of our equity method investments as of December 31, 2021 and the assessment did not result in an impairment loss. Equity method investments are reported as part of the investments in pipeline joint ventures segment. See Note 14 for further information on our equity method investments. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair values of financial instruments are estimated based upon current market conditions and quoted market prices for the same or similar instruments. Management estimates that the carrying value approximates fair value for all of our assets and liabilities that fall under the scope of ASC 825, Financial Instruments |
Self Insurance Reserves | Self-Insurance ReservesWe have no employees. Rather, we are managed by the directors and officers of our general partner. However, Delek Holdings employees providing services to the Partnership are covered under Delek Holdings’ insurance programs. Delek Holdings has workers' compensation and liability insurance with varying retentions and deductibles with limits that management considers adequate. |
Environmental Expenditures | Environmental Expenditures It is our policy to accrue environmental and clean-up related costs of a non-capital nature when it is both probable that a liability has been incurred and the amount can be reasonably estimated. Environmental liabilities represent the current estimated costs to investigate and remediate contamination at sites where we have environmental exposure. This estimate is based on assessments of the extent of the contamination, the selected remediation technology and review of applicable environmental regulations, typically considering estimated activities and costs for 15 years, and up to 30 years if a longer period is believed reasonably necessary. Such estimates may require judgment with respect to costs, time frame and extent of required remedial and clean-up activities. Accruals for estimated costs from environmental remediation obligations generally are recognized no later than completion of the remedial feasibility study and include, but are not limited to, costs to perform remedial actions and costs of machinery and equipment that are dedicated to the remedial actions and that do not have an alternative use. Such accruals are adjusted as further information develops or circumstances change. We discount environmental liabilities to their present value if payments are fixed or reliably determinable. Expenditures for equipment necessary for environmental issues relating to ongoing operations are capitalized. Estimated recoveries of costs from other parties are recorded on an undiscounted basis as assets when their realization is deemed probable. |
Asset Retirement Obligations | Asset Retirement Obligations We recognize liabilities which represent the fair value of a legal obligation to perform asset retirement activities, including those that are conditional on a future event, when the amount can be reasonably estimated. These obligations are related to the required cleanout of our pipelines and terminal tanks and removal of certain above-grade portions of our pipelines situated on right-of-way property. |
Revenue Recognition | Revenue Recognition Revenue is measured based on consideration specified in a contract with a customer. The Partnership recognizes revenue when it satisfies a performance obligation by transferring control over a product or by providing services to a customer. Service, Product and Lease Revenues. Revenues for products sold are generally recognized upon delivery of product, which is when title and control of the product is transferred. Transaction prices for these products are typically at market rates for the product at the time of delivery. Service revenues are recognized as crude oil, intermediate and refined products are shipped through, delivered by or stored in our pipelines, trucks, terminals and storage facility assets, as applicable. We do not recognize product revenues for these services, as the product does not represent a promised good in the context of ASC 606, Revenue from Contracts with Customers ("ASC 606"). All service revenues are based on regulated tariff rates or contractual rates. Payment terms require customers to pay shortly after delivery and do not contain significant financing components. Certain agreements for gathering, transportation, storage, terminalling, and offloading with Delek Holdings were considered operating leases under ASC 840, Leases ("ASC 840"). As part of the adoption of ASC 842, we applied the permitted practical expedient to not separate lease and non-lease components under the predominance principle to designated asset classes associated with the provision of logistics services. We have determined that the predominant component of the related agreements currently in effect is the lease component. Therefore, the combined component is accounted for under the applicable lease accounting guidance. Refer to Note 5 for further information. Up-Front payments to Customers. We record up-front payments to customers in accordance with ASC 606. We evaluate the nature of each payment, the rights and obligations under the related contract, and whether the payment meets the definition of an asset. When an asset is recognized for an up-front payment to a customer, the asset is amortized, as a reduction of revenue, in a manner that reflects the pattern and period over which the asset is expected to provide benefit. |
Cost of Materials and Operating Expenses | Cost of Materials and Other and Operating Expenses Cost of materials and other includes (i) all costs of purchased refined products, additives and related transportation of such products, (ii) costs associated with the operation of our trucking assets, which primarily include allocated employee costs and other costs related to fuel, truck leases and repairs and maintenance, (iii) the cost of pipeline capacity leased from a third-party, and (iv) gains and losses related to our commodity hedging activities. Operating expenses include the costs associated with the operation of owned terminals and pipelines and terminalling expense at third-party locations, excluding depreciation and amortization. These costs primarily include outside services, allocated employee costs, repairs and maintenance costs and energy and utility costs. Operating expenses related to the wholesale business are excluded from cost of sales because they primarily relate to costs associated with selling the products through our wholesale business. Depreciation and amortization is separately presented in our consolidated statement of income and disclosed by reportable segment in Note 15. |
Deferred Financing Costs | Deferred Financing CostsDeferred financing costs are included in other non-current assets in the accompanying consolidated balance sheets and represent expenses related to issuing and amending our revolving credit facility. Deferred financing costs associated with our 6.750% and 7.125% Senior Notes are included as a reduction to the associated debt balance in the accompanying consolidated balance sheets. These costs represent expenses related to issuing the senior notes. These amounts are amortized ratably over the remaining term of the respective financing and are included in interest expense in the accompanying consolidated statements of income and comprehensive income. |
Leases | Leases In accordance with ASC 842-20, Leases - Lessee ("ASC 842-20"), we classify leases with contractual terms longer than twelve months as either operating or finance. Finance leases are generally those leases that are highly specialized or allow us to substantially utilize or pay for the entire asset over its useful life. All other leases are classified as operating leases. We lease primarily transportation equipment. Our leases do not have any outstanding renewal options. Certain leases also include options to purchase the leased equipment. Certain of our lease agreements include rates based on equipment usage. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. For all leases that include fixed rental rate increases, these are included in our fixed lease payments. Our leases may include variable payments, based on changes on price or other indices, that are expensed as incurred. We calculate the total lease expense for the entire noncancelable lease period, considering renewals for all periods for which it is reasonably certain to be exercised, and record lease expense on a straight-line basis in the accompanying consolidated statements of income. Accordingly, a lease liability is recognized for these leases and is calculated to be the present value of the fixed lease payments, as defined by ASC 842-20, using a discount rate based on our incremental borrowing rate. A corresponding right-of-use asset is recognized based on the lease liability and adjusted for certain costs and prepayments. |
Income Taxes | Income Taxes We are not a taxable entity for federal income tax purposes or the income taxes of those states that follow the federal income tax treatment of partnerships. Instead, for purposes of these income taxes, each partner of the Partnership is required to take into account its share of items of income, gain, loss and deduction in computing its federal and state income tax liabilities, regardless of whether cash distributions are made to such partner by the Partnership. The taxable income reportable to each partner takes into account differences between the tax basis and fair market value of our assets and financial reporting bases of assets and liabilities, the acquisition price of such partner's units and the taxable income allocation requirements under the Partnership's Second Amended and Restated Agreement of Limited Partnership, as amended (the "Partnership Agreement"). We are subject to income taxes in certain states that do not follow the federal tax treatment of partnerships. These taxes are accounted for under the provisions of ASC 740, Income Taxes ("ASC 740"). This statement generally requires the Partnership to record deferred income taxes for the differences between the book and tax bases of its assets and liabilities, which are measured using enacted tax rates and laws that |
Equity Based Compensation | Equity Based Compensation Our general partner provides equity-based compensation to officers, directors and employees of our general partner or its affiliates, and certain consultants, affiliates of our general partner or other individuals who perform services for us, which may include unit options, restricted units, phantom units, unit appreciation rights, distribution equivalent rights, other unit-based awards and unit awards. The fair value of our phantom units is determined based on the closing market price of our common units on the grant date. The estimated fair value of our phantom units is amortized over the vesting period using the straight line method. Awards vest over one |
Net Income per Limited Partner Unit | Net Income per Limited Partner Unit Basic net income per unit applicable to limited partners is computed by dividing limited partners’ interest in net income by the weighted-average number of outstanding common units. Prior to August 13, 2020, we had more than one class of participating securities and used the two class method to calculate the net income per unit applicable to the limited partners. The classes of participating units prior to August 13, 2020 consisted of limited partner units, general partner units and IDRs. Pursuant to the IDR Restructuring Transaction, the IDRs were eliminated and the 2.0% general partner economic interest was converted to a non-economic general partner interest. Effective August 13, 2020, the common limited partner units are the only participating security for cash distributions. Refer to Notes 6 and 12 for further discussion. |
Sales, Use and Excise Taxes | Sales, Use and Excise TaxesThe Partnership's policy is to exclude from revenue all taxes assessed by a governmental authority, including sales, use and excise taxes, that are both imposed on and concurrent with a specific revenue-producing transaction and collected on behalf of a customer. |
New Accounting Pronouncements Adopted during 2021 | New Accounting Pronouncements Adopted During 2021 ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 In January 2020, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Codification (" ASU") 2020-01 which is intended to clarify interactions between the guidance to account for certain equity securities under Topics 321, 323 and 815, and improve current GAAP by reducing diversity in practice and increasing comparability of accounting. The pronouncement is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2020, and early adoption is permitted. We adopted this guidance prospectively on January 1, 2021. The adoption of this guidance did not have a material impact on our business, financial condition or results of operations. New Accounting Pronouncements Not Yet Adopted ASU No. 2021-05, Leases (Topic 842): Lessors—Certain Leases with Variable Lease Payments In July 2021, the FASB issued an amendment which is intended to provide lease classification guidance for Lessors on how to classify and account for a lease with variable lease payments that do not depend on a reference index or a rate. The amendments are effective for fiscal years beginning after December 15, 2021, for all entities, and interim periods within those fiscal years for public business entities. The Partnership is evaluating the impact of this guidance but does not believe this new guidance will have a material impact on its consolidated financial statements and related disclosures. ASU 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting (Topic 848) In March 2020, the FASB issued an amendment which is intended to provide temporary optional expedients and exceptions to GAAP guidance on contracts, hedge accounting and other transactions affected by the market transition from the London Interbank Offered Rate ("LIBOR") and |
Accounting Policies (Tables)
Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Property, Plant and Equipment | Depreciation is computed using the straight-line method over management’s estimated useful lives of the related assets. The estimated useful lives are as follows: Years Buildings and building improvements 15-40 Pipelines, tanks and terminals 15-40 Asset retirement obligation assets 15-50 Other equipment 3-15 Property, plant and equipment, at cost, consist of the following (in thousands): December 31, 2021 2020 Land $ 14,533 $ 14,533 Building and building improvements 2,742 2,742 Pipelines, tanks and terminals 654,154 606,116 Asset retirement obligation assets 2,073 2,073 Other equipment 30,774 30,803 Construction in process 11,594 36,015 Property, plant and equipment 715,870 692,282 Less: accumulated depreciation (266,482) (227,470) Property, plant and equipment, net $ 449,388 $ 464,812 Property, plant and equipment, accumulated depreciation and depreciation expense for the pipelines and transportation and wholesale marketing and terminalling reportable segments as of and for the years ended December 31, 2021 and 2020 are as follows (in thousands): As of and For the Year Ended December 31, 2021 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Property, plant and equipment $ 595,031 $ 120,839 $ 715,870 Less: accumulated depreciation (205,825) (60,657) (266,482) Property, plant and equipment, net $ 389,206 $ 60,182 $ 449,388 Depreciation expense $ 30,982 $ 11,788 $ 42,770 As of and For the Year Ended December 31, 2020 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Property, plant and equipment $ 580,631 $ 111,651 $ 692,282 Less: Accumulated depreciation (176,020) (51,450) (227,470) Property, plant and equipment, net $ 404,611 $ 60,201 $ 464,812 Depreciation expense $ 27,682 $ 8,049 $ 35,731 |
Schedule of Change in Asset Retirement Obligation | The reconciliation of the beginning and ending carrying amounts of asset retirement obligations as of December 31, 2021 and 2020 is as follows (in thousands): December 31, 2021 2020 Beginning balance $ 6,015 $ 5,588 Accretion expense 461 427 Ending balance $ 6,476 $ 6,015 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Commercial Agreements | Material commercial agreements with Delek Holdings: Asset/Operation Initiation Date Initial/Maximum Term (years) (1) Service Minimum Throughput Commitment (bpd) Fee (/bbl) El Dorado Assets and El Dorado Gathering System (2) : Crude Oil Pipelines (non-gathered) November 2012 5 / 15 Crude oil and refined products transportation 46,000 (3) $1.05 (4) Refined Products Pipelines November 2012 5 / 15 40,000 $0.12 El Dorado Gathering System November 2012 5 / 15 Crude oil gathering 14,000 $2.82 (4) East Texas Crude Logistics System (2) : Crude Oil Pipelines November 2012 5 / 15 Crude oil transportation and storage 35,000 $0.49 (5) Storage November 2012 5 / 15 N/A $308,091/month East Texas Marketing November 2012 10 (6) Marketing products for Tyler Refinery 50,000 $0.84 (6) Big Sandy Terminal: (2) Refined Products Transportation November 2012 5 / 15 Refined products transportation, dedicated terminalling services and storage for the Tyler Refinery 5,000 $0.61 Terminalling November 2012 5 / 15 5,000 $0.61 Storage November 2012 5 / 15 N/A $61,563/month Tyler Throughput and Tankage (2) : Refined Products Throughput July 2013 8 / 16 Dedicated Terminalling and storage 50,000 $0.39 Storage July 2013 8 / 16 N/A $934,013/month Memphis Pipeline June 1, 2018 5 Refined Products Transportation 11,000 $1.27 El Dorado Throughput and Tankage (2) : Refined Products Throughput February 2014 8 / 16 Dedicated terminalling and storage 11,000 $0.56 Storage February 2014 8 / 16 N/A $1,462,099/month El Dorado Assets Throughput: Light Crude Throughput March 2015 9 / 15 Dedicated Offloading Services N/A (7) $1.13 Heavy Crude Throughput March 2015 9 / 15 Dedicated Offloading Services N/A (7) $2.53 Pipelines, Storage and Throughput Facilities Agreement (Big Spring Logistics Assets): Crude Oil and Refined Products Throughput March 1, 2018 10 / 15 Pipeline throughput 104,300 $0.05 Rail Offloading March 1, 2018 10 / 15 Offloading services 4,500 $0.43 Terminalling March 1, 2018 10 / 15 Dedicated Terminalling 29,250 $0.71 Storage March 1, 2018 10 / 15 Storage N/A $1,473,508/month Asphalt Services Agreement (Big Spring Logistics Assets): Terminalling March 1, 2018 10 / 15 Dedicated Asphalt Terminalling and Storage 1,020 to 2,380 based on seasonality $8.90 Storage March 1, 2018 10 / 15 N/A $489,326/month Marketing Agreement (Big Spring Logistics Assets): Marketing Services March 1, 2018 10 / 15 Dedicated Marketing and Selling 65,000 $0.54 - $0.76 Throughput and Deficiency Agreement (Permian Gathering Assets) Gathering System March 31, 2020 10 / 20 Gathering and Transportation Services 123,100 $0.70 Re-delivery System March 30, 2020 10 / 20 50,000 $0.25 Pipelines, Throughput and Offloading Facilities Agreement (Big Spring Logistics Assets) Fintex / Magellen Pipeline April 1, 2020 2 / 10 Refined Products 20,000 $0.63 Crude Oil Offloading January 1, 2020 2 / 10 Crude Oil Offloading 15,120 $0.94 Storage April 1, 2020 2 / 10 Storage N/A $250,560/month LPG Rack January 1, 2020 2 / 10 Truck Unloading Facility 4,500 $5.22 Transportation Services Agreement Trucking Services May 1, 2020 10 / 14 Transportation Services N/A $39,000,000/Minimum Annual Revenue Commitment (1) Maximum term gives effect to the extension of the commercial agreement pursuant to the terms thereof. (2) The current term of the agreement was extended through March 31, 2024 in connection with the amendment and restatement of the DKL Credit Facility (as defined in Note 11). While the current terms of the agreement were extended, the upcoming renewal terms were reduced. Therefore, the overall duration of the maximum term remains unchanged. (3) Excludes volumes gathered on the El Dorado Gathering System (the "El Dorado Gathering System"). (4) Volumes gathered on the El Dorado Gathering System will not be subject to an additional fee for transportation on our El Dorado Assets (the "El Dorado Assets") to the El Dorado Refinery. (5) For any volumes in excess of 50,000 bpd, the throughput fee will be $0.74/bbl. (6) For any volumes in excess of 50,000 bpd, the throughput fee will be $0.78/bbl. Following the primary term, the marketing agreement automatically renews for a successive one-year term, unless either party provides notice of non-renewal 10 months prior to the expiration of the then-current term. The initial primary term for the marketing agreement has been extended through 2027. |
Purchases and Expense Transactions From Affiliates | A summary of revenue, purchases from affiliates and expense transactions with Delek Holdings and its affiliates are as follows (in thousands): Year Ended December 31, 2021 2020 2019 Revenues $ 418,826 $ 382,666 $ 261,014 Purchases from Affiliates $ 321,939 $ 205,581 $ 285,539 Operating and maintenance expenses $ 40,854 $ 43,985 $ 49,904 General and administrative expenses $ 9,330 $ 12,557 $ 7,977 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The following table represents a disaggregation of revenue for the pipeline and transportation and wholesale marketing and terminalling segments for the periods indicated (in thousands): Year Ended December 31, 2021 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Service Revenue - Third Party $ 16,612 $ 490 $ 17,102 Service Revenue - Affiliate 13,723 34,033 47,756 Product Revenue - Third Party — 264,974 264,974 Product Revenue - Affiliate — 76,074 76,074 Lease Revenue - Affiliate (1) 257,310 37,686 294,996 Total Revenue $ 287,645 $ 413,257 $ 700,902 (1) Net of $7.2 million of amortization expense for the year ended December 31, 2021, related to a customer contract intangible asset recorded in the wholesale marketing and terminalling segment. Year Ended December 31, 2020 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Service Revenue - Third Party $ 17,596 $ 634 $ 18,230 Service Revenue - Affiliate 17,768 33,632 51,400 Product Revenue - Third Party — 162,522 162,522 Product Revenue - Affiliate — 71,178 71,178 Lease Revenue - Affiliate (1) 216,105 43,983 260,088 Total Revenue $ 251,469 $ 311,949 $ 563,418 (1) Net of $7.2 million of amortization expense for the year ended December 31, 2020, related to a customer contract intangible asset recorded in the wholesale marketing and terminalling segment. |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction | Our unfulfilled performance obligations as of December 31, 2021 were as follows (in thousands): 2022 $ 273,843 2023 267,894 2024 191,632 2025 168,266 2026 and thereafter 572,441 Total expected revenue on remaining performance obligations $ 1,474,076 |
Net Income Per Unit (Tables)
Net Income Per Unit (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Income Per Unit | The calculation of net income per unit is as follows (dollars in thousands, except units and per unit amounts): Year Ended December 31, 2021 2020 2019 Net income attributable to partners $ 164,822 $ 159,256 $ 96,749 Less: General partner's distribution (including IDRs) (1) — 18,618 33,492 Less: Limited partners' distribution 164,484 127,070 83,873 Earning in excess (deficit) of distributions $ 338 $ 13,568 $ (20,616) General partner's earnings: Distributions (including IDRs) (1) $ — $ 18,618 $ 33,492 Allocation of earnings in excess (deficit) of distributions — 106 (412) Total general partner's earnings $ — $ 18,724 $ 33,080 Limited partners' earnings on common units: Distributions $ 164,484 $ 127,070 $ 83,873 Allocation of earnings in excess (deficit) of distributions 338 13,462 (20,204) Total limited partners' earnings on common units $ 164,822 $ 140,532 $ 63,669 Weighted average limited partner units outstanding: Common units - basic 43,447,739 33,594,284 24,413,294 Common units - diluted 43,460,470 33,597,418 24,418,641 Net income per limited partner unit: Common - basic $ 3.79 $ 4.18 $ 2.61 Common - diluted (2) $ 3.79 $ 4.18 $ 2.61 (1) Prior to August 13, 2020, general partner distributions (including IDRs) consist of the 2% general partner interest and IDRs, which represent the right of the general partner to receive increasing percentages of quarterly distributions of available cash from operating surplus in excess of 0.43125 per unit per quarter. In connection with the IDR Restructuring Transaction on August 13, 2020, the IDRs were eliminated and the general partner interest became a non-economic general partner interest. See Note 12 for further discussion related to IDRs. (2) There were 4,458 and 5,201 outstanding common unit equivalents excluded from the diluted earnings per unit calculation during the years ended December 31, 2021 and 2020, respectively. There were no outstanding common unit equivalents excluded from the diluted earnings per unit calculation during the year ended December 31, 2019. |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Depreciation is computed using the straight-line method over management’s estimated useful lives of the related assets. The estimated useful lives are as follows: Years Buildings and building improvements 15-40 Pipelines, tanks and terminals 15-40 Asset retirement obligation assets 15-50 Other equipment 3-15 Property, plant and equipment, at cost, consist of the following (in thousands): December 31, 2021 2020 Land $ 14,533 $ 14,533 Building and building improvements 2,742 2,742 Pipelines, tanks and terminals 654,154 606,116 Asset retirement obligation assets 2,073 2,073 Other equipment 30,774 30,803 Construction in process 11,594 36,015 Property, plant and equipment 715,870 692,282 Less: accumulated depreciation (266,482) (227,470) Property, plant and equipment, net $ 449,388 $ 464,812 Property, plant and equipment, accumulated depreciation and depreciation expense for the pipelines and transportation and wholesale marketing and terminalling reportable segments as of and for the years ended December 31, 2021 and 2020 are as follows (in thousands): As of and For the Year Ended December 31, 2021 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Property, plant and equipment $ 595,031 $ 120,839 $ 715,870 Less: accumulated depreciation (205,825) (60,657) (266,482) Property, plant and equipment, net $ 389,206 $ 60,182 $ 449,388 Depreciation expense $ 30,982 $ 11,788 $ 42,770 As of and For the Year Ended December 31, 2020 Pipelines and Transportation Wholesale Marketing and Terminalling Consolidated Property, plant and equipment $ 580,631 $ 111,651 $ 692,282 Less: Accumulated depreciation (176,020) (51,450) (227,470) Property, plant and equipment, net $ 404,611 $ 60,201 $ 464,812 Depreciation expense $ 27,682 $ 8,049 $ 35,731 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Our identifiable intangible assets are as follows (in thousands): Useful Accumulated As of December 31, 2021 Life Gross Amortization Net Intangible assets subject to amortization: Marketing contract 20 $ 144,219 $ (27,642) $ 116,577 Intangible assets not subject to amortization: Rights-of-way assets Indefinite 37,280 37,280 Total $ 181,499 $ (27,642) $ 153,857 Useful Accumulated As of December 31, 2020 Life Gross Amortization Net Intangible assets subject to amortization: Marketing contract 20 $ 144,219 $ (20,431) $ 123,788 Intangible assets not subject to amortization: Rights-of-way assets Indefinite 36,316 36,316 Total $ 180,535 $ (20,431) $ 160,104 |
Long-Term Obligations (Tables)
Long-Term Obligations (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-term Debt | Principal maturities of the Partnership's existing third party debt instruments for the next five years and thereafter are as follows as of December 31, 2021 (in thousands): 2022 2023 2024 2025 2026 Thereafter Total DKL Credit Facility $ — $ 258,000 $ — $ — $ — $ — $ 258,000 2025 Notes $ — $ — $ — $ 250,000 $ — $ — $ 250,000 2028 Notes $ — $ — $ — $ — $ — $ 400,000 $ 400,000 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Schedule of Capital Units | The table below summarizes the changes in the number of units outstanding from December 31, 2019 through December 31, 2021. Common - Public Common - Delek Holdings General Partner Total Balance at December 31, 2018 9,109,807 15,294,046 498,038 24,901,891 General partner units issued to maintain 2% interest — — 444 444 Unit-based compensation awards (1) 21,772 — — 21,772 Balance at December 31, 2019 9,131,579 15,294,046 498,482 24,924,107 General partner units issued to maintain 2% interest — — 102,196 102,196 Unit-based compensation awards (1) 17,711 — — 17,711 Permian Gathering Assets Acquisition equity issuance — 5,000,000 — 5,000,000 Delek Holdings unit purchases from public (451,822) 451,822 — — General Partner units converted to non-economic general partner interest — — (600,678) (600,678) Common limited partner units issued in IDR Restructuring Transaction — 14,000,000 — 14,000,000 Balance at December 31, 2020 8,697,468 34,745,868 — 43,443,336 Delek Holdings resale of units 49,068 (49,068) — — Unit-based compensation awards (1) 27,517 — — 27,517 Balance at December 31, 2021 8,774,053 34,696,800 — 43,470,853 (1) Unit-based compensation awards are presented net of 5,315 and 926 units withheld for taxes as of December 31, 2021 and 2020, respectively. There were no units withheld for taxes as of December 31, 2019. |
Schedule of Calculation of Net Income Applicable to Partners | The following table presents the allocation of the general partner's interest in net income (in thousands, except percentage of ownership interest): Year Ended December 31, 2021 2020 2019 Net income attributable to partners $ 164,822 $ 159,256 $ 96,749 Less: General partner's IDRs — (17,632) (31,781) Net income available to partners $ 164,822 $ 141,624 $ 64,968 General partner's ownership interest — % 2.0 % 2.0 % General partner's allocated interest in net income — 1,092 1,299 General partner's IDRs — 17,632 31,781 Total general partner's interest in net income $ — $ 18,724 $ 33,080 |
Schedule of Distributions Made to Members or Limited Partners, by Distribution | The table below summarizes the quarterly distributions related to our quarterly financial results: Quarter Ended Total Quarterly Distribution Per Limited Partner Unit Total Cash Distribution, including general partner interest and IDRs (in thousands) Date of Distribution Unitholders Record Date December 31, 2019 $ 0.885 $ 30,634 February 12, 2020 February 4, 2020 March 31, 2020 $ 0.890 $ 30,878 May 12, 2020 May 5, 2020 June 30, 2020 $ 0.900 $ 35,969 August 12, 2020 August 7, 2020 September 30, 2020 $ 0.905 $ 39,308 November 12, 2020 November 6, 2020 December 31, 2020 $ 0.910 $ 39,533 February 9, 2021 February 2, 2021 March 31, 2021 $ 0.920 $ 39,968 May 14, 2021 May 10, 2021 June 30, 2021 $ 0.940 $ 40,846 August 11, 2021 August 5, 2021 September 30, 2021 $ 0.950 $ 41,286 November 10, 2021 November 5, 2021 December 31, 2021 $ 0.975 $ 42,384 February 8, 2022 February 1, 2022 The allocations of total quarterly cash distributions made to general and limited partners for the years ended December 31, 2021, 2020 and 2019 are set forth in the table below. Distributions earned with respect to a given period are declared subsequent to quarter end. Therefore, the table below presents total cash distributions applicable to the period in which the distributions are earned (in thousands, except per unit amounts): Year Ended December 31, 2021 2020 2019 General partner's distributions: General partner's distributions $ — $ 986 $ 1,711 General partner's IDRs — 17,632 31,781 Total general partner's distributions — 18,618 33,492 Limited partners' distributions: Common limited partners' distributions 164,484 127,070 83,873 Total cash distributions $ 164,484 $ 145,688 $ 117,365 Cash distributions per limited partner unit $ 3.785 $ 3.605 $ 3.440 |
Equity Method Investments (Tabl
Equity Method Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | Summarized financial information for Red River on a 100% basis is shown below (in thousands): Year Ended Year Ended December 31, 2021 December 31, 2020 Current Assets $ 28,735 $ 13,488 Non-current Assets $ 403,692 $ 413,259 Current liabilities $ 10,040 $ 7,789 Year Ended Year Ended For the period December 31, 2021 December 31, 2020 April 24, 2019 - December 31, 2019 Revenues $ 68,057 $ 51,001 $ 38,352 Gross profit $ 41,121 $ 31,103 $ 25,919 Operating income $ 40,436 $ 30,382 $ 25,497 Net income $ 40,390 $ 30,404 $ 25,548 Combined summarized financial information for these two equity method investees on a 100% basis is shown below (in thousands): Year Ended Year Ended December 31, 2021 December 31, 2020 Current assets $ 15,010 $ 20,763 Non-current assets $ 242,599 $ 253,862 Current liabilities $ 1,492 $ 1,496 Year Ended Year Ended Year Ended December 31, 2021 December 31, 2020 December 31, 2019 Revenues $ 46,335 $ 55,482 $ 48,703 Gross profit $ 26,688 $ 36,904 $ 30,473 Operating income $ 24,587 $ 34,951 $ 28,503 Net Income $ 24,589 $ 34,977 $ 28,601 The Partnership's investments in these three entities were financed through a combination of cash from operations and borrowings under the DKL Credit Facility. The Partnership's investment balances in these joint ventures were as follows (in thousands): Year Ended Year Ended December 31, 2021 December 31, 2020 Red River 144,041 141,803 CP LLC 61,670 62,771 Andeavor Logistics 44,319 49,101 |
Segment Data (Tables)
Segment Data (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | The following is a summary of business segment operating performance as measured by contribution margin, with the exception of investments in pipeline joint ventures segment, which is measured based on net income, for the periods indicated (in thousands): Year Ended December 31, 2021 2020 2019 Pipelines and Transportation Net revenues: Affiliate $ 271,033 $ 233,873 $ 155,211 Third party 16,612 17,596 23,107 Total pipelines and transportation 287,645 251,469 178,318 Cost of materials and other 59,821 45,934 22,826 Operating expenses (excluding depreciation and amortization) 43,818 42,267 54,827 Segment contribution margin $ 184,006 $ 163,268 $ 100,665 Capital spending (1) (2) $ 22,342 $ 7,631 $ 6,600 Wholesale Marketing and Terminalling Net revenues: Affiliate (3) $ 147,793 $ 148,793 $ 105,803 Third party 265,464 163,156 299,871 Total wholesale marketing and terminalling 413,257 311,949 405,674 Cost of materials and other 324,588 223,160 313,647 Operating expenses (excluding depreciation and amortization) 16,917 14,012 19,330 Segment contribution margin $ 71,752 $ 74,777 $ 72,697 Capital spending (1) (2) $ 5,109 $ 7,818 $ 3,387 Investments in Pipeline Joint Ventures Income from equity method investments $ (24,575) $ (22,693) $ (19,832) Equity method investments contributions $ (1,393) $ (12,175) $ (139,294) Consolidated Net revenues: Affiliate $ 418,826 $ 382,666 $ 261,014 Third party 282,076 180,752 322,978 Total Consolidated 700,902 563,418 583,992 Cost of materials and other 384,409 269,094 336,473 Operating expenses (excluding depreciation and amortization presented below) 60,735 56,279 74,157 Contribution margin 255,758 238,045 173,362 General and administrative expenses 22,545 22,587 20,815 Depreciation and amortization 42,770 35,731 26,701 Other operating (income) expense, net (59) (66) 34 Operating income 190,502 179,793 125,812 Interest expense, net 50,221 42,874 47,328 Income from equity method investments (24,575) (22,693) (19,832) Other (income) expense, net (119) 133 600 Total non-operating expenses, net 25,527 20,314 28,096 Income before income tax expense 164,975 159,479 97,716 Income tax expense 153 223 967 Net income attributable to partners $ 164,822 $ 159,256 $ 96,749 Capital spending (1) (2) $ 27,451 $ 15,449 $ 9,987 (1) Capital spending for the year ended December 31, 2020, excludes transaction costs capitalized in the amount of $0.3 million that relate to the Trucking Assets Acquisition and $0.7 million that relate to the Permian Gathering Assets Acquisition. (2) Capital spending for the years ended December 31, 2021, 2020 and 2019 excludes contributions to equity method investments amounting to $1.4 million, $12.2 million and $139.3 million, respectively. (3) Affiliate revenue for the wholesale marketing and terminalling segment is presented net of amortization expense pertaining to the Marketing Contract Intangible Acquisition. See Note 3 for additional information. The following table summarizes the total assets for each segment as of December 31, 2021 and 2020 (in thousands). Assets for each segment includes property, plant and equipment, equity method investments, intangible assets and inventory. Year Ended December 31, 2021 2020 Pipelines and transportation $ 452,690 $ 469,642 Wholesale marketing and terminalling 211,723 206,918 Investments in pipeline joint ventures 250,030 253,675 Other (1) 20,628 26,182 Total assets $ 935,071 $ 956,417 (1) Other includes cash and cash equivalents and related party receivables and other assets which are recorded at the corporate level. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation | The difference between the actual income tax expense and the tax expense computed by applying the statutory federal income tax rate to income before income taxes is attributable to the following (in thousands): Year Ended December 31, 2021 2020 2019 State income taxes $ 153 $ 223 $ 967 Income tax expense $ 153 $ 223 $ 967 |
Schedule of Components of Income Tax Expense (Benefit) | Income tax expense (benefit) is as follows (in thousands): Year Ended December 31, 2021 2020 2019 Current $ (200) $ (178) $ 471 Deferred $ 353 401 496 Total $ 153 $ 223 $ 967 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Lease, Cost | The following table presents additional information related to our operating leases in accordance ASC 842: Year Ended December 31, Year Ended December 31, (in thousands) 2021 2020 Lease Cost (1) Operating lease cost $ 12,586 $ 7,478 Short-term lease cost 1,609 1,852 Variable lease costs 600 1,002 Total lease cost $ 14,795 $ 10,332 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ (12,586) $ (7,478) Leased assets obtained in exchange for new operating lease liabilities $ 6,386 $ 26,528 Leased assets obtained in exchange for new financing lease liabilities $ 3,071 $ 5,562 December 31, 2021 December 31, 2020 Weighted-average remaining lease term (years) for operating leases 3.33 3.56 Weighted-average discount rate (2) operating leases 5.8 % 6.0 % Weighted-average remaining lease term (years) for finance lease 2.10 2.92 Weighted-average discount rate (2) finance lease 1.8 % 1.8 % (1) Includes an immaterial amount of financing lease. (2) Our discount rate is primarily based on our incremental borrowing rate in accordance with ASC 842. |
Maturities of Operating Lease Liabilities | The following is an estimate of the maturity of our lease liabilities for operating leases having remaining noncancellable terms in excess of one year as of December 31, 2021 (in thousands) under ASC 842: 2022 $ 7,775 2023 7,087 2024 4,894 2025 2,371 2026 413 Thereafter 425 Total lease payments $ 22,965 Less: Interest 2,083 Present value of lease liabilities $ 20,882 |
Maturities of Finance Lease Liabilities | The following is an estimate of the maturity of our lease liabilities for financing leases having remaining noncancellable terms in excess of one year as of December 31, 2021 (in thousands) under ASC 842: 2022 $ 2,965 2023 2,807 2024 320 2025 24 2026 — Thereafter — Total lease payment $ 6,116 Less: Interest 116 Present values of lease liabilities $ 6,000 |
General (Details)
General (Details) - USD ($) shares in Millions, $ in Millions | Aug. 13, 2020 | Dec. 31, 2021 |
Line of Credit | Revolving Credit Facility | DKL Revolver | Fifth Third Bank | ||
Related Party Transaction [Line Items] | ||
Cash consideration received | $ 45 | |
General Partnership | ||
Related Party Transaction [Line Items] | ||
General partner economic interest, percent | 2.00% | |
Delek Logistics G P | ||
Related Party Transaction [Line Items] | ||
General partner economic interest, percent | 2.00% | 2.00% |
Delek US Holdings, Inc. | Delek Logistics | ||
Related Party Transaction [Line Items] | ||
Business combination, consideration transferred equity interests issues and issuable, shares | 14 | |
Delek US Holdings, Inc. | General Partnership | General Partnership | ||
Related Party Transaction [Line Items] | ||
Business acquisition, percentage of voting interests acquired | 5.20% |
Accounting Policies - Segment R
Accounting Policies - Segment Reporting and Accounts Receivable (Details) | 12 Months Ended | |
Dec. 31, 2021USD ($)customersegment | Dec. 31, 2020USD ($)customer | |
Concentration Risk [Line Items] | ||
Number of reportable segments | segment | 3 | |
Allowance for doubtful accounts | $ | $ 0 | $ 0 |
Accounts Receivable | Customer Concentration Risk | Third-Party Customer | ||
Concentration Risk [Line Items] | ||
Number of customers | customer | 1 | 1 |
Concentration risk, percentage | 47.40% | 49.90% |
Accounting Policies - Inventory
Accounting Policies - Inventory (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Supplier Concentration Risk | Inventory purchased | Wholesale Marketing and Terminalling | Delek | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 99.70% | 91.80% |
Accounting Policies - Property,
Accounting Policies - Property, Plant and Equipment (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum | Buildings and building improvements | |
Estimated useful life (years) | 15 years |
Minimum | Pipelines, tanks and terminals | |
Estimated useful life (years) | 15 years |
Minimum | Asset retirement obligation assets | |
Estimated useful life (years) | 15 years |
Minimum | Other equipment | |
Estimated useful life (years) | 3 years |
Maximum | Buildings and building improvements | |
Estimated useful life (years) | 40 years |
Maximum | Pipelines, tanks and terminals | |
Estimated useful life (years) | 40 years |
Maximum | Asset retirement obligation assets | |
Estimated useful life (years) | 50 years |
Maximum | Other equipment | |
Estimated useful life (years) | 15 years |
Accounting Policies - Intangibl
Accounting Policies - Intangible Assets (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Marketing contract | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Estimated useful life (years) | 20 years | 20 years |
Accounting Policies - Asset Ret
Accounting Policies - Asset Retirement Obligations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||
Beginning balance | $ 6,015 | $ 5,588 |
Accretion expense | 461 | 427 |
Ending balance | $ 6,476 | $ 6,015 |
Accounting Policies - Deferred
Accounting Policies - Deferred Financing Costs (Details) - Senior Notes | Dec. 31, 2021 | May 24, 2021 | May 23, 2017 |
2025 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 6.75% | 6.75% | |
2028 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 7.125% | 7.125% |
Accounting Policies - Equity Ba
Accounting Policies - Equity Based Compensation (Details) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |
Award vesting period | 1 year |
Maximum | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |
Award vesting period | 5 years |
Accounting Policies - Net Incom
Accounting Policies - Net Income per Limited Partner Unit (Details) | Aug. 13, 2020 | Dec. 31, 2021 |
Delek Logistics G P | ||
Net income per unit [Line Items] | ||
General partner economic interest, percent | 2.00% | 2.00% |
Acquisitions (Details)
Acquisitions (Details) $ / shares in Units, $ in Millions | May 01, 2020USD ($)truckAndTrailer | Mar. 31, 2020USD ($)mistorageTankbbl$ / sharesshares | Dec. 31, 2020shares |
Business Acquisition [Line Items] | |||
Permian Gathering Assets Acquisition equity issuance (in units) | shares | 5,000,000 | ||
Delek Trucking | |||
Business Acquisition [Line Items] | |||
Purchase price of asset acquisition | $ 48 | ||
Number of trucks and trailers | truckAndTrailer | 150 | ||
Asset acquisition, carry value of assets acquired | $ 13.3 | ||
Asset acquisition, carry value of assets acquired, owned assets | 0.5 | ||
Asset acquisition, carry value of assets acquired, right-of-use assets | 12.8 | ||
Asset acquisition, transaction cost | $ 0.3 | ||
Permian Gathering Asset | |||
Business Acquisition [Line Items] | |||
Purchase price of asset acquisition | $ 100 | ||
Asset acquisition, carry value of assets acquired | 209.5 | ||
Asset acquisition, transaction cost | $ 0.7 | ||
Permian Gathering Assets Acquisition equity issuance (in units) | shares | 5,000,000 | ||
Number of miles of gathering systems | mi | 200 | ||
Number of storage tanks | storageTank | 65 | ||
Total storage of terminals | bbl | 650,000 | ||
Asset acquisition, equity interest transferred as consideration, market price | $ / shares | $ 9.10 | ||
Asset acquisition, equity interest transferred as consideration, value | $ 109.5 |
Related Party Transactions - Co
Related Party Transactions - Commercial Agreements (Details) - Delek | May 01, 2020USD ($) | Apr. 01, 2020USD ($)bbl$ / bbl | Mar. 31, 2020bbl$ / bbl | Mar. 30, 2020bbl$ / bbl | Jan. 01, 2020bbl$ / bbl | Jun. 01, 2018bbl$ / bbl | Mar. 01, 2018USD ($)bbl$ / bbl | Mar. 31, 2015USD ($)$ / bbl | Feb. 28, 2014USD ($)bbl$ / bbl | Jul. 31, 2013USD ($)bbl$ / bbl | Nov. 30, 2012USD ($)bbl$ / bbl | Dec. 31, 2021 |
Related Party Transaction [Line Items] | ||||||||||||
Extension notice period | 6 months | |||||||||||
Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Lion Pipeline System and Gathering System | Crude Oil Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 46,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 1.05 | |||||||||||
Lion Pipeline System and Gathering System | Crude Oil Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Lion Pipeline System and Gathering System | Crude Oil Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Lion Pipeline System and Gathering System | Refined Product Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 40,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.12 | |||||||||||
Lion Pipeline System and Gathering System | Refined Product Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Lion Pipeline System and Gathering System | Refined Product Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Lion Pipeline System and Gathering System | Gathering Assets | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 14,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 2.82 | |||||||||||
Lion Pipeline System and Gathering System | Gathering Assets | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Lion Pipeline System and Gathering System | Gathering Assets | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
East Texas Crude Logistics System | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Throughput volume subject to additional fee (bpd) | bbl | 50,000 | |||||||||||
Throughput commitment rate, additional for excess barrels (dollars per barrel) | 0.74 | |||||||||||
East Texas Crude Logistics System | Crude Oil Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 35,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.49 | |||||||||||
East Texas Crude Logistics System | Crude Oil Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
East Texas Crude Logistics System | Crude Oil Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
East Texas Crude Logistics System | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 308,091 | |||||||||||
East Texas Crude Logistics System | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
East Texas Crude Logistics System | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
East Texas Marketing | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Minimum throughput commitment (bpd) | bbl | 50,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.84 | |||||||||||
Throughput volume subject to additional fee (bpd) | bbl | 50,000 | |||||||||||
Throughput commitment rate, additional for excess barrels (dollars per barrel) | 0.78 | |||||||||||
Term Of Agreement, Renewal Term | 1 year | |||||||||||
Big Sandy Terminal | Refined Product Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 5,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.61 | |||||||||||
Big Sandy Terminal | Refined Product Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Big Sandy Terminal | Refined Product Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Sandy Terminal | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 61,563 | |||||||||||
Big Sandy Terminal | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Big Sandy Terminal | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Sandy Terminal | Big Sandy Terminal | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 5,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.61 | |||||||||||
Big Sandy Terminal | Big Sandy Terminal | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Big Sandy Terminal | Big Sandy Terminal | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Tyler Terminal Throughput and Tankage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 50,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.39 | |||||||||||
Tyler Terminal Throughput and Tankage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 8 years | |||||||||||
Tyler Terminal Throughput and Tankage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 16 years | |||||||||||
Tyler Terminal Throughput and Tankage | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 934,013 | |||||||||||
Tyler Terminal Throughput and Tankage | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 8 years | |||||||||||
Tyler Terminal Throughput and Tankage | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 16 years | |||||||||||
Memphis Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 5 years | |||||||||||
Minimum throughput commitment (bpd) | bbl | 11,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 1.27 | |||||||||||
El Dorado Throughput and Tankage | Refined Product Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 11,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.56 | |||||||||||
El Dorado Throughput and Tankage | Refined Product Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 8 years | |||||||||||
El Dorado Throughput and Tankage | Refined Product Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 16 years | |||||||||||
El Dorado Throughput and Tankage | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 1,462,099 | |||||||||||
El Dorado Throughput and Tankage | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 8 years | |||||||||||
El Dorado Throughput and Tankage | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 16 years | |||||||||||
El Dorado Assets | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput fee | $ | $ 1,600,000 | |||||||||||
El Dorado Assets | Light Crude Oil | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Throughput commitment tariff rate (dollars per barrel) | 1.13 | |||||||||||
El Dorado Assets | Light Crude Oil | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 9 years | |||||||||||
El Dorado Assets | Light Crude Oil | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
El Dorado Assets | Heavy Crude Oil | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Throughput commitment tariff rate (dollars per barrel) | 2.53 | |||||||||||
El Dorado Assets | Heavy Crude Oil | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 9 years | |||||||||||
El Dorado Assets | Heavy Crude Oil | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Refined Product Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 104,300 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.05 | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Refined Product Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Refined Product Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 1,473,508 | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Rail Offloading | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 4,500 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.43 | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Rail Offloading | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Rail Offloading | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Dedicated Terminalling Services | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 29,250 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.71 | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Dedicated Terminalling Services | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Throughput Facilities Agreement | Dedicated Terminalling Services | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Spring Asphalt Services Agreement | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 489,326 | |||||||||||
Big Spring Asphalt Services Agreement | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Asphalt Services Agreement | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Big Spring Asphalt Services Agreement | Dedicated Asphalt Terminalling | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Throughput commitment tariff rate (dollars per barrel) | 8.90 | |||||||||||
Big Spring Asphalt Services Agreement | Dedicated Asphalt Terminalling | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Minimum throughput commitment (bpd) | bbl | 1,020 | |||||||||||
Big Spring Asphalt Services Agreement | Dedicated Asphalt Terminalling | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Minimum throughput commitment (bpd) | bbl | 2,380 | |||||||||||
Big Spring Marketing Agreement | Dedicated Marketing and Selling | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 65,000 | |||||||||||
Big Spring Marketing Agreement | Dedicated Marketing and Selling | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.54 | |||||||||||
Big Spring Marketing Agreement | Dedicated Marketing and Selling | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 15 years | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.76 | |||||||||||
Delek Permian Throughput and Deficiency Agreement | Gathering and Transportation Services | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 123,100 | 50,000 | ||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.70 | 0.25 | ||||||||||
Delek Permian Throughput and Deficiency Agreement | Gathering and Transportation Services | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | 10 years | ||||||||||
Delek Permian Throughput and Deficiency Agreement | Gathering and Transportation Services | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 20 years | 20 years | ||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Refined Product Pipeline | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 20,000 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.63 | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Refined Product Pipeline | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 2 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Refined Product Pipeline | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Storage | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum monthly storage fee revenue, amount | $ | $ 250,560 | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Storage | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 2 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Storage | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Crude Oil Offloading | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 15,120 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 0.94 | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Crude Oil Offloading | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 2 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Crude Oil Offloading | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Truck Unloading Facility | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum throughput commitment (bpd) | bbl | 4,500 | |||||||||||
Throughput commitment tariff rate (dollars per barrel) | 5.22 | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Truck Unloading Facility | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 2 years | |||||||||||
Big Spring Pipeline, Storage And Offloading Facilities Agreement | Truck Unloading Facility | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Transportation Services Agreement | Transportation Services | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Minimum Annual Revenue Commitment | $ | $ 39,000,000 | |||||||||||
Transportation Services Agreement | Transportation Services | Minimum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 10 years | |||||||||||
Transportation Services Agreement | Transportation Services | Maximum | ||||||||||||
Related Party Transaction [Line Items] | ||||||||||||
Term of agreement (years) | 14 years |
Related Party Transactions - Om
Related Party Transactions - Omnibus Agreement (Details) - Omnibus Agreement - Delek - USD ($) $ in Millions | Nov. 07, 2012 | Dec. 31, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | |||
Obligation to pay annual fee | $ 4.6 | ||
Operating and maintenance expenses | Delek US | |||
Related Party Transaction [Line Items] | |||
Recovery of direct costs | $ 0.1 | $ 6.3 | |
Other Noncurrent Liabilities | Delek US | |||
Related Party Transaction [Line Items] | |||
Reimbursement of capital expenditures by Delek Holdings | $ 0.6 | $ 3.7 |
Related Party Transactions - Ot
Related Party Transactions - Other Agreements (Details) - USD ($) $ in Thousands | Aug. 13, 2020 | Mar. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 22, 2021 | Mar. 31, 2021 | Mar. 01, 2020 | Feb. 29, 2020 |
Related Party Transaction [Line Items] | ||||||||||
Delek Holdings unit purchases from public (in units) | 0 | |||||||||
Stock repurchased during period, value | $ 5,000 | |||||||||
Permian gathering assets acquisition equity (in units) | 5,000,000 | |||||||||
Limited liability company or limited partnership, members or limited partners, ownership interest, shares (in units) | 34,700,000 | |||||||||
Number of units authorized for purchase (in shares) | 434,590 | |||||||||
Revolving Credit Facility | DKL Revolver | Fifth Third Bank | Line of Credit | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Cash consideration received | $ 45,000 | |||||||||
Common- Delek | Limited Partner | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Delek Holdings unit purchases from public (in units) | 451,822 | (451,822) | ||||||||
Permian gathering assets acquisition equity (in units) | 5,000,000 | |||||||||
Permian Gathering Asset | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Permian gathering assets acquisition equity (in units) | 5,000,000 | |||||||||
General Partnership | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
General partner economic interest, percent | 2.00% | |||||||||
Delek US Holdings, Inc. | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Delek's limited partner interest | 80.00% | 79.80% | ||||||||
Delek Logistics G P | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
General partner economic interest, percent | 2.00% | 2.00% | ||||||||
Delek US Holdings, Inc. | General Partnership | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Delek's ownership interest in general partner | 100.00% | |||||||||
Delek US Holdings, Inc. | General Partnership | General Partnership | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Business acquisition, percentage of voting interests acquired | 5.20% | |||||||||
Delek US Holdings, Inc. | Delek Logistics | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Business combination, consideration transferred equity interests issues and issuable, shares | 14,000,000 | |||||||||
Delek | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Related party ownership percentage in company | 70.50% | 62.60% | 64.50% | |||||||
DPG Management Agreement, Operating Service And Construction Fee Paid To Partnership | Delek | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Expenses | $ 1,600 | $ 2,000 | ||||||||
Operating and maintenance expenses | Delek | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Expenses | 40,854 | 43,985 | $ 49,904 | |||||||
Operating and maintenance expenses | Partnership Agreement | General Partner | ||||||||||
Related Party Transaction [Line Items] | ||||||||||
Payment for management fee | $ 21,800 | $ 29,400 | $ 25,000 |
Related Party Transactions - Su
Related Party Transactions - Summary of Transactions (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Related Party Transaction [Line Items] | ||||
Revenues | [1] | $ 418,826 | $ 382,666 | $ 261,014 |
Delek | ||||
Related Party Transaction [Line Items] | ||||
Revenues | 418,826 | 382,666 | 261,014 | |
General and administrative expenses | 9,330 | 12,557 | 7,977 | |
Purchases from Affiliates | Delek | ||||
Related Party Transaction [Line Items] | ||||
Purchases from Affiliates | 321,939 | 205,581 | 285,539 | |
Operating and maintenance expenses | Delek | ||||
Related Party Transaction [Line Items] | ||||
Operating and maintenance expenses | $ 40,854 | $ 43,985 | $ 49,904 | |
[1] | See Note 4 for a description of our material affiliate revenue transactions. |
Related Party Transactions - Qu
Related Party Transactions - Quarterly Cash Distributions Paid (Details) - USD ($) $ in Thousands | Feb. 08, 2022 | Jan. 21, 2022 | Nov. 10, 2021 | Aug. 11, 2021 | May 14, 2021 | Feb. 09, 2021 | Nov. 12, 2020 | Aug. 12, 2020 | May 12, 2020 | Feb. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Related Party Transaction [Line Items] | |||||||||||||
Distribution made to limited partner, cash distributions paid | $ 41,286 | $ 40,846 | $ 39,968 | $ 39,533 | $ 39,308 | $ 35,969 | $ 30,878 | $ 30,634 | $ 161,600 | $ 136,800 | $ 113,700 | ||
Subsequent Event | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Distribution made to limited partner, cash distributions paid | $ 42,384 | ||||||||||||
Cash distributions declared | $ 42,400 | ||||||||||||
Delek | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Distribution made to limited partner, cash distributions paid | $ 129,300 | $ 105,300 | $ 83,000 | ||||||||||
Delek | Subsequent Event | |||||||||||||
Related Party Transaction [Line Items] | |||||||||||||
Distribution made to limited partner, cash distributions paid | $ 33,800 |
Revenues - Narrative (Details)
Revenues - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Property, plant and equipment, net | $ 449,388 | $ 464,812 | |
Leaseholds and Leasehold Improvements | |||
Disaggregation of Revenue [Line Items] | |||
Property, plant and equipment, net | $ 433,100 | ||
Customer Concentration Risk | Revenue Benchmark | Delek US | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk, percentage | 59.80% | 67.40% | 44.80% |
Customer Concentration Risk | Revenue Benchmark | Sunoco | |||
Disaggregation of Revenue [Line Items] | |||
Concentration risk, percentage | 5.20% | 5.60% | 14.50% |
Revenues - Disaggregation of Re
Revenues - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | $ 700,902 | $ 563,418 | $ 583,992 |
Lease Revenue - Affiliate | 294,996 | 260,088 | |
Amortization of customer contract intangible assets | 7,211 | 7,211 | 7,211 |
Service Revenue - Third Party | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 17,102 | 18,230 | |
Service Revenue - Affiliate | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 47,756 | 51,400 | |
Product Revenue - Third Party | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 264,974 | 162,522 | |
Product Revenue - Affiliate | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 76,074 | 71,178 | |
Pipelines and Transportation | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 287,645 | 251,469 | 178,318 |
Lease Revenue - Affiliate | 257,310 | 216,105 | |
Pipelines and Transportation | Service Revenue - Third Party | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 16,612 | 17,596 | |
Pipelines and Transportation | Service Revenue - Affiliate | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 13,723 | 17,768 | |
Pipelines and Transportation | Product Revenue - Third Party | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | |
Pipelines and Transportation | Product Revenue - Affiliate | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | |
Wholesale Marketing and Terminalling | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 413,257 | 311,949 | $ 405,674 |
Lease Revenue - Affiliate | 37,686 | 43,983 | |
Wholesale Marketing and Terminalling | Service Revenue - Third Party | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 490 | 634 | |
Wholesale Marketing and Terminalling | Service Revenue - Affiliate | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 34,033 | 33,632 | |
Wholesale Marketing and Terminalling | Product Revenue - Third Party | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 264,974 | 162,522 | |
Wholesale Marketing and Terminalling | Product Revenue - Affiliate | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | $ 76,074 | $ 71,178 |
Revenues - Remaining Performanc
Revenues - Remaining Performance Obligation (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 1,474,076 |
Minimum | Delek | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Term of agreement (years) | 5 years |
Maximum | Delek | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Term of agreement (years) | 10 years |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 273,843 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 267,894 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 191,632 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 168,266 |
Revenue, remaining performance obligation, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Revenue, remaining performance obligation | $ 572,441 |
Revenue, remaining performance obligation, expected timing of satisfaction |
Net Income Per Unit (Details)
Net Income Per Unit (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 13, 2020 | Aug. 12, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Net income per unit [Line Items] | ||||||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 | |||||
Net income attributable to partners | $ 164,822 | $ 159,256 | $ 96,749 | |||
Earning in excess (deficit) of distributions | $ 338 | $ 13,568 | $ (20,616) | |||
Weighted average limited partner units outstanding: | ||||||
Common units - basic (in units) | 43,447,739 | 33,594,284 | 24,413,294 | |||
Common units - diluted (in units) | 43,460,470 | 33,597,418 | 24,418,641 | |||
Net income per limited partner unit: | ||||||
Common units - basic (in dollars per unit) | $ 3.79 | $ 4.18 | $ 2.61 | |||
Common - diluted (in dollars per unit) | $ 3.79 | $ 4.18 | $ 2.61 | |||
Footnote [Abstract] | ||||||
Common units excluded from computation of earnings per share (in units) | 4,458 | 5,201 | 0 | |||
Permian Gathering Asset | ||||||
Net income per unit [Line Items] | ||||||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 | |||||
Delek Logistics G P | ||||||
Net income per unit [Line Items] | ||||||
General partner economic interest, percent | 2.00% | 2.00% | ||||
General Partnership | ||||||
Net income per unit [Line Items] | ||||||
General partner economic interest, percent | 2.00% | |||||
Footnote [Abstract] | ||||||
General partner's ownership interest | 2.00% | 0.00% | 2.00% | 2.00% | ||
Maximum | ||||||
Footnote [Abstract] | ||||||
Distribution payment targets (in dollars per unit) | $ 0.43125 | |||||
General Partner | ||||||
Net income per unit [Line Items] | ||||||
Permian Gathering Assets Acquisition equity issuance (in units) | 0 | |||||
Net income attributable to partners | $ 18,724 | $ 33,080 | ||||
General partner's distribution | $ 0 | 18,618 | 33,492 | |||
Earning in excess (deficit) of distributions | 0 | 106 | (412) | |||
Total earnings | 0 | 18,724 | 33,080 | |||
Limited Partner | ||||||
Net income per unit [Line Items] | ||||||
Limited partners' distribution | 164,484 | 127,070 | 83,873 | |||
Earning in excess (deficit) of distributions | 338 | 13,462 | (20,204) | |||
Total earnings | $ 164,822 | $ 140,532 | $ 63,669 | |||
Weighted average limited partner units outstanding: | ||||||
Common units - basic (in units) | 43,447,739 | 33,594,284 | 24,413,294 | |||
Common units - diluted (in units) | 43,460,470 | 33,597,418 | 24,418,641 | |||
Net income per limited partner unit: | ||||||
Common units - basic (in dollars per unit) | $ 3.79 | $ 4.18 | $ 2.61 | |||
Common - diluted (in dollars per unit) | $ 3.79 | $ 4.18 | $ 2.61 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory, Net [Abstract] | ||
Inventory | $ 2,406 | $ 3,127 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 715,870 | $ 692,282 |
Less: accumulated depreciation | (266,482) | (227,470) |
Property, plant and equipment, net | 449,388 | 464,812 |
Depreciation expense | 42,770 | 35,731 |
Pipelines and Transportation | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 595,031 | 580,631 |
Less: accumulated depreciation | (205,825) | (176,020) |
Property, plant and equipment, net | 389,206 | 404,611 |
Depreciation expense | 30,982 | 27,682 |
Wholesale Marketing and Terminalling | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 120,839 | 111,651 |
Less: accumulated depreciation | (60,657) | (51,450) |
Property, plant and equipment, net | 60,182 | 60,201 |
Depreciation expense | 11,788 | 8,049 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 14,533 | 14,533 |
Building and building improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,742 | 2,742 |
Pipelines, tanks and terminals | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 654,154 | 606,116 |
Asset retirement obligation assets | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 2,073 | 2,073 |
Other equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | 30,774 | 30,803 |
Construction in process | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 11,594 | $ 36,015 |
Goodwill (Details)
Goodwill (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Goodwill [Line Items] | |||
Goodwill, impairment loss | $ 0 | $ 0 | $ 0 |
Goodwill | 12,203,000 | 12,203,000 | |
Wholesale Marketing and Terminalling | |||
Goodwill [Line Items] | |||
Goodwill | 7,500,000 | 7,500,000 | 7,500,000 |
Pipelines and Transportation | |||
Goodwill [Line Items] | |||
Goodwill | $ 4,700,000 | $ 4,700,000 | $ 4,700,000 |
Other Intangible Assets (Detail
Other Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Other Intangible Assets [Line Items] | ||
Accumulated amortization | $ (27,642) | $ (20,431) |
Intangible assets, net | 116,577 | 123,788 |
Intangible assets, gross | 181,499 | 180,535 |
Intangible assets, net | 153,857 | 160,104 |
Rights-of-way assets | ||
Other Intangible Assets [Line Items] | ||
Rights-of-way assets | $ 37,280 | $ 36,316 |
Marketing contract | ||
Other Intangible Assets [Line Items] | ||
Estimated useful life (years) | 20 years | 20 years |
Intangible assets, gross | $ 144,219 | $ 144,219 |
Accumulated amortization | (27,642) | (20,431) |
Intangible assets, net | $ 116,577 | $ 123,788 |
Other Intangible Assets - Narra
Other Intangible Assets - Narrative (Details) - Supply contract - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Other Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 7.2 | $ 7.2 | $ 7.2 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |||
2022 | 7.2 | ||
2023 | 7.2 | ||
2024 | 7.2 | ||
2025 | 7.2 | ||
2026 | $ 7.2 |
Long-Term Obligations - Senior
Long-Term Obligations - Senior Notes (Details) - Senior Notes - USD ($) $ in Thousands | May 24, 2021 | May 23, 2017 | Dec. 31, 2021 |
2028 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 400,000 | ||
Debt instrument, interest rate, stated percentage | 7.125% | 7.125% | |
Line of credit facility, amount outstanding | $ 400,000 | ||
Effective interest rate | 7.41% | ||
Debt issuance costs, net | $ 5,700 | ||
2028 Notes | Debt Instrument, Redemption, Period One | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 35.00% | ||
2028 Notes | Debt Instrument, Redemption, Period Two | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 107.125% | ||
2028 Notes | Debt Instrument, Redemption, Period Three | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 103.563% | ||
2028 Notes | Debt Instrument, Redemption, Period Four | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 101.781% | ||
2028 Notes | Debt Instrument, Redemption, Period Five | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 100.00% | ||
2028 Notes | Debt Instrument, Redemption, Change Of Control | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 101.00% | ||
2025 Notes | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 250,000 | ||
Debt instrument, interest rate, stated percentage | 6.75% | 6.75% | |
Line of credit facility, amount outstanding | $ 250,000 | ||
Effective interest rate | 7.20% | ||
Debt issuance costs, net | $ 2,500 | ||
Debt instrument, unamortized discount | $ 800 | ||
2025 Notes | Debt Instrument, Redemption, Period Three | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 103.375% | ||
2025 Notes | Debt Instrument, Redemption, Period Four | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 101.688% | ||
2025 Notes | Debt Instrument, Redemption, Period Five | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 100.00% | ||
2025 Notes | Debt Instrument, Redemption, Change Of Control | |||
Debt Instrument [Line Items] | |||
Debt instrument, redemption price, percentage of principal amount redeemed | 101.00% |
Long-Term Obligations - DKL Cre
Long-Term Obligations - DKL Credit Facility (Details) - USD ($) | Aug. 13, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 28, 2018 |
Debt Instrument [Line Items] | |||||
Net increase in cash and cash equivalents | $ 49,000 | $ (1,302,000) | $ 1,023,000 | ||
Revolving Credit Facility | Fifth Third Bank | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Weighted average interest rate | 2.46% | ||||
Revolving Credit Facility | Second Amended and Restated Credit Agreement | Fifth Third Bank | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Unused capacity, commitment fee percentage | 0.30% | ||||
Line of credit facility, amount outstanding | $ 258,000,000 | ||||
Letters of credit | 0 | ||||
Available borrowing capacity | $ 592,000,000 | ||||
Revolving Credit Facility | DKL Revolver | Fifth Third Bank | Line of Credit | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 850,000,000 | ||||
Maximum borrowing capacity under accordion feature | $ 1,000,000,000 | ||||
Cash consideration received | $ 45,000,000 | ||||
Net increase in cash and cash equivalents | $ 20,000,000 |
Long-Term Obligations - Maturit
Long-Term Obligations - Maturities of Long-term Debt (Details) $ in Thousands | Dec. 31, 2021USD ($) |
DKL Credit Facility | Revolving Credit Facility | Fifth Third Bank | Line of Credit | |
Debt Instrument [Line Items] | |
2022 | $ 0 |
2023 | 258,000 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | 0 |
Total | 258,000 |
2025 Notes | Senior Notes | |
Debt Instrument [Line Items] | |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 250,000 |
2026 | 0 |
Thereafter | 0 |
Total | 250,000 |
2028 Notes | Senior Notes | |
Debt Instrument [Line Items] | |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
2026 | 0 |
Thereafter | 400,000 |
Total | $ 400,000 |
Equity - Narrative (Details)
Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 13, 2020 | Aug. 12, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2020 |
Limited Partners' Capital Account [Line Items] | |||||||
Maximum percentage increase of cash distributions from operating surplus | 48.00% | ||||||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 | ||||||
Permian Gathering Asset | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 | ||||||
Maximum | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Distribution payment targets (in dollars per unit) | $ 0.43125 | ||||||
Delek US Holdings, Inc. | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Delek's limited partner interest | 80.00% | 79.80% | |||||
General Partnership | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
General partner economic interest, percent | 2.00% | ||||||
General partner's ownership interest | 2.00% | 0.00% | 2.00% | 2.00% | |||
General Partnership | Delek US Holdings, Inc. | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Delek's ownership interest in general partner | 100.00% | ||||||
Business combination, acquisition related costs | $ 1.1 | ||||||
General Partnership | Delek US Holdings, Inc. | General Partnership | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Business acquisition, percentage of voting interests acquired | 5.20% | ||||||
Delek Logistics G P | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
General partner economic interest, percent | 2.00% | 2.00% | |||||
Common - Public | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Common unitholders, outstanding (in units) | 8,774,053 | ||||||
Common - Delek Holdings | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Common unitholders, outstanding (in units) | 34,696,800 | ||||||
General Partner | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Permian Gathering Assets Acquisition equity issuance (in units) | 0 | ||||||
Limited Partner | Delek US | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Limited partners interest in partnership, shares | 14,000,000 | ||||||
Limited Partner | Common - Public | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Common unitholders, outstanding (in units) | 8,774,053 | 8,697,468 | |||||
Permian Gathering Assets Acquisition equity issuance (in units) | 0 | ||||||
Limited Partner | Common - Delek Holdings | |||||||
Limited Partners' Capital Account [Line Items] | |||||||
Common unitholders, outstanding (in units) | 34,696,800 | 34,745,868 | |||||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 |
Equity - Units Rollforward (Det
Equity - Units Rollforward (Details) - shares | Aug. 12, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning balance (in units) | 43,443,336 | 24,924,107 | 24,901,891 | ||
General Partner units issued to maintain 2% interest (in units) | 102,196 | 444 | |||
Unit-based compensation awards (in units) | 27,517 | 17,711 | 21,772 | ||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 | ||||
Delek Holdings unit purchases from public (in units) | 0 | ||||
General Partner units converted to non-economic general partner interest (in units) | (600,678) | ||||
Common limited partner units issued in IDR Restructuring Transaction (in units) | 14,000,000 | ||||
Delek Holdings resale of units (in units) | 0 | ||||
Ending balance (in units) | 43,470,853 | 43,443,336 | 24,924,107 | ||
Units withheld for taxes (in units) | 5,315 | 926 | 0 | ||
General Partnership | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
General partner's ownership interest | 2.00% | 0.00% | 2.00% | 2.00% | |
General Partner | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning balance (in units) | 0 | 498,482 | 498,038 | ||
General Partner units issued to maintain 2% interest (in units) | 102,196 | 444 | |||
Unit-based compensation awards (in units) | 0 | 0 | 0 | ||
Permian Gathering Assets Acquisition equity issuance (in units) | 0 | ||||
Delek Holdings unit purchases from public (in units) | 0 | ||||
General Partner units converted to non-economic general partner interest (in units) | (600,678) | ||||
Common limited partner units issued in IDR Restructuring Transaction (in units) | 0 | ||||
Delek Holdings resale of units (in units) | 0 | ||||
Ending balance (in units) | 0 | 0 | 498,482 | ||
Common - Public | Limited Partner | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning balance (in units) | 8,697,468 | 9,131,579 | 9,109,807 | ||
General Partner units issued to maintain 2% interest (in units) | 0 | 0 | |||
Unit-based compensation awards (in units) | 27,517 | 17,711 | 21,772 | ||
Permian Gathering Assets Acquisition equity issuance (in units) | 0 | ||||
Delek Holdings unit purchases from public (in units) | (451,822) | ||||
General Partner units converted to non-economic general partner interest (in units) | 0 | ||||
Common limited partner units issued in IDR Restructuring Transaction (in units) | 0 | ||||
Delek Holdings resale of units (in units) | 49,068 | ||||
Ending balance (in units) | 8,774,053 | 8,697,468 | 9,131,579 | ||
Common - Delek Holdings | Limited Partner | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning balance (in units) | 34,745,868 | 15,294,046 | 15,294,046 | ||
General Partner units issued to maintain 2% interest (in units) | 0 | 0 | |||
Unit-based compensation awards (in units) | 0 | 0 | 0 | ||
Permian Gathering Assets Acquisition equity issuance (in units) | 5,000,000 | ||||
Delek Holdings unit purchases from public (in units) | (451,822) | 451,822 | |||
General Partner units converted to non-economic general partner interest (in units) | 0 | ||||
Common limited partner units issued in IDR Restructuring Transaction (in units) | 14,000,000 | ||||
Delek Holdings resale of units (in units) | (49,068) | ||||
Ending balance (in units) | 34,696,800 | 34,745,868 | 15,294,046 |
Equity - Net income applicable
Equity - Net income applicable to partners (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Equity [Abstract] | ||||
Net income attributable to partners | $ 164,822 | $ 159,256 | $ 96,749 | |
Less: General partner's IDRs | 0 | (17,632) | (31,781) | |
Net income available to partners | 164,822 | 141,624 | 64,968 | |
General partner's allocated interest in net income | 0 | 1,092 | 1,299 | |
General partner's IDRs | 0 | 17,632 | 31,781 | |
Total general partner's interest in net income | [1] | $ 0 | $ 18,724 | $ 33,080 |
[1] | See Note 4 for a description of the IDR Restructuring Transaction. |
Equity - Cash distributions (De
Equity - Cash distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 08, 2022 | Nov. 10, 2021 | Aug. 11, 2021 | May 14, 2021 | Feb. 09, 2021 | Nov. 12, 2020 | Aug. 12, 2020 | May 12, 2020 | Feb. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Total Quarterly Distribution Per Limited Partner Unit | $ 0.950 | $ 0.940 | $ 0.920 | $ 0.910 | $ 0.905 | $ 0.900 | $ 0.890 | $ 0.885 | ||||
Total Cash Distribution, including general partner interest and IDRs (in thousands) | $ 41,286 | $ 40,846 | $ 39,968 | $ 39,533 | $ 39,308 | $ 35,969 | $ 30,878 | $ 30,634 | $ 161,600 | $ 136,800 | $ 113,700 | |
General partner's IDRs | 0 | 17,632 | 31,781 | |||||||||
Total cash distributions | $ 164,484 | $ 145,688 | $ 117,365 | |||||||||
Cash distributions per limited partner unit (in dollars per unit) | $ 3.785 | $ 3.605 | $ 3.440 | |||||||||
Subsequent Event | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Total Quarterly Distribution Per Limited Partner Unit | $ 0.975 | |||||||||||
Total Cash Distribution, including general partner interest and IDRs (in thousands) | $ 42,384 | |||||||||||
General Partner | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
General partner's distributions | $ 0 | $ 986 | $ 1,711 | |||||||||
General partner's IDRs | 0 | 17,632 | 31,781 | |||||||||
Total general partner's distributions | 0 | 18,618 | 33,492 | |||||||||
Limited Partner | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Common limited partners' distributions | $ 164,484 | $ 127,070 | $ 83,873 |
Equity Based Compensation (Deta
Equity Based Compensation (Details) - Delek Logistics GP 2012 Long-Term Incentive Plan - Common Stock | Jun. 09, 2021shares |
Deferred Compensation Arrangement with Individual, Excluding Share-based Payments and Postretirement Benefits [Line Items] | |
Number of additional shares authorized (in units) | 300,000 |
Number of units authorized (in units) | 912,207 |
Equity Method Investments - Nar
Equity Method Investments - Narrative (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
May 31, 2019USD ($) | Dec. 31, 2021USD ($)jointVenture | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investments | $ 250,030 | $ 253,675 | ||
Equity method investments contributions | $ 1,393 | 12,175 | $ 139,294 | |
Number of joint ventures | jointVenture | 3 | |||
Red River | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investments | $ 124,700 | $ 144,041 | 141,803 | |
Equity method investment, ownership percentage | 33.00% | |||
Red River Start Up Capital | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investments contributions | $ 400 | |||
Red River Expansion | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investments contributions | $ 3,500 | $ 1,400 | 12,200 | |
CP LLC And Rangeland Energy | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Number of joint ventures | jointVenture | 2 | |||
CP LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investments | $ 61,670 | $ 62,771 | ||
Equity method investment, ownership percentage | 50.00% | |||
Rangeland Rio | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Equity method investment, ownership percentage | 33.00% |
Equity Method Investments - Sum
Equity Method Investments - Summarized Financial Information (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||||
Current assets | $ 23,033 | $ 29,309 | ||
Current liabilities | 96,815 | 28,300 | ||
Revenue from Contract with Customer, Excluding Assessed Tax | 700,902 | 563,418 | $ 583,992 | |
Operating income | 190,502 | 179,793 | 125,812 | |
Net Income | 164,822 | 159,256 | 96,749 | |
Red River | Red River | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Current assets | 28,735 | 13,488 | ||
Non-current assets | 403,692 | 413,259 | ||
Current liabilities | 10,040 | 7,789 | ||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 38,352 | 68,057 | 51,001 | |
Red River | Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Gross profit | 25,919 | 41,121 | 31,103 | |
Operating income | 25,497 | 40,436 | 30,382 | |
Net Income | $ 25,548 | 40,390 | 30,404 | |
Joint Ventures | Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Current assets | 15,010 | 20,763 | ||
Non-current assets | 242,599 | 253,862 | ||
Current liabilities | 1,492 | 1,496 | ||
Revenue from Contract with Customer, Excluding Assessed Tax | 46,335 | 55,482 | 48,703 | |
Gross profit | 26,688 | 36,904 | 30,473 | |
Operating income | 24,587 | 34,951 | 28,503 | |
Net Income | $ 24,589 | $ 34,977 | $ 28,601 |
Equity Method Investments - Sch
Equity Method Investments - Schedule of Equity Method Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | May 31, 2019 |
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 250,030 | $ 253,675 | |
Red River | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 144,041 | 141,803 | $ 124,700 |
CP LLC | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | 61,670 | 62,771 | |
Andeavor Logistics | |||
Schedule of Equity Method Investments [Line Items] | |||
Equity method investments | $ 44,319 | $ 49,101 |
Segment Data - Narrative (Detai
Segment Data - Narrative (Details) | 12 Months Ended |
Dec. 31, 2021segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segment Data - Schedule of Segm
Segment Data - Schedule of Segments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | ||
Segment Reporting Information [Line Items] | ||||
Affiliate | [1] | $ 418,826 | $ 382,666 | $ 261,014 |
Third party | 282,076 | 180,752 | 322,978 | |
Total revenue | 700,902 | 563,418 | 583,992 | |
Cost of materials and other | 384,409 | 269,094 | 336,473 | |
Operating expenses (excluding depreciation and amortization) | 60,735 | 56,279 | 74,157 | |
Segment contribution margin | 255,758 | 238,045 | 173,362 | |
Income from equity method investments | 24,575 | 22,693 | 19,832 | |
Equity method investments contributions | 1,393 | 12,175 | 139,294 | |
General and administrative expenses | 22,545 | 22,587 | 20,815 | |
Depreciation and amortization | 42,770 | 35,731 | 26,701 | |
Other operating (income) expense, net | (59) | (66) | 34 | |
Operating income | 190,502 | 179,793 | 125,812 | |
Interest expense, net | 50,221 | 42,874 | 47,328 | |
Other (income) expense, net | (119) | 133 | 600 | |
Total non-operating expenses, net | 25,527 | 20,314 | 28,096 | |
Income before income tax expense | 164,975 | 159,479 | 97,716 | |
Income tax expense | 153 | 223 | 967 | |
Net income attributable to partners | 164,822 | 159,256 | 96,749 | |
Capital spending | 27,451 | 15,449 | 9,987 | |
Total assets | 935,071 | 956,417 | ||
Delek Trucking | ||||
Segment Reporting Information [Line Items] | ||||
Capitalized acquisition costs | 300 | |||
Permian Gathering Asset | ||||
Segment Reporting Information [Line Items] | ||||
Capitalized acquisition costs | 700 | |||
Pipelines and Transportation | ||||
Segment Reporting Information [Line Items] | ||||
Affiliate | 271,033 | 233,873 | 155,211 | |
Third party | 16,612 | 17,596 | 23,107 | |
Total revenue | 287,645 | 251,469 | 178,318 | |
Operating expenses (excluding depreciation and amortization) | 43,818 | 42,267 | 54,827 | |
Segment contribution margin | 184,006 | 163,268 | 100,665 | |
Capital spending | 22,342 | 7,631 | 6,600 | |
Total assets | 452,690 | 469,642 | ||
Pipelines and Transportation | Service | ||||
Segment Reporting Information [Line Items] | ||||
Cost of materials and other | 59,821 | 45,934 | 22,826 | |
Wholesale Marketing and Terminalling | ||||
Segment Reporting Information [Line Items] | ||||
Affiliate | 147,793 | 148,793 | 105,803 | |
Third party | 265,464 | 163,156 | 299,871 | |
Total revenue | 413,257 | 311,949 | 405,674 | |
Operating expenses (excluding depreciation and amortization) | 16,917 | 14,012 | 19,330 | |
Segment contribution margin | 71,752 | 74,777 | 72,697 | |
Capital spending | 5,109 | 7,818 | 3,387 | |
Total assets | 211,723 | 206,918 | ||
Wholesale Marketing and Terminalling | Service | ||||
Segment Reporting Information [Line Items] | ||||
Cost of materials and other | 324,588 | 223,160 | $ 313,647 | |
Investments in Pipeline Joint Ventures | ||||
Segment Reporting Information [Line Items] | ||||
Total assets | 250,030 | 253,675 | ||
Other | ||||
Segment Reporting Information [Line Items] | ||||
Total assets | $ 20,628 | $ 26,182 | ||
[1] | See Note 4 for a description of our material affiliate revenue transactions. |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Contingency [Line Items] | |||
Uncertain tax positions | $ 0 | $ 0 | |
Uncertain tax positions, income tax penalties and interest expense | 0 | 0 | $ 0 |
Other Noncurrent Liabilities | |||
Income Tax Contingency [Line Items] | |||
Deferred tax liabilities | $ 1,000,000 | $ 600,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Actual Income Tax Expense to Statutory (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
State income taxes | $ 153 | $ 223 | $ 967 |
Total | $ 153 | $ 223 | $ 967 |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |||
Current | $ (200) | $ (178) | $ 471 |
Deferred | 353 | 401 | 496 |
Total | $ 153 | $ 223 | $ 967 |
Commitments and Contingencies -
Commitments and Contingencies - Crude Oil Releases (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021USD ($)crudeOilRelease | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Loss Contingencies [Line Items] | |||
Number of crude oil releases | crudeOilRelease | 1 | ||
Environmental exit costs, costs accrued to date | $ 0.5 | $ 7.1 | |
Operating and maintenance expenses | |||
Loss Contingencies [Line Items] | |||
Accrual for environmental loss contingencies | $ 0.3 | ||
Greenville Dixon Release | |||
Loss Contingencies [Line Items] | |||
Accrual for environmental loss contingencies, charges to expenses | 2.7 | ||
Accrual for environmental loss contingencies | $ 0.8 |
Leases - Lease Cost and Other I
Leases - Lease Cost and Other Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 12,586 | $ 7,478 |
Short-term lease cost | 1,609 | 1,852 |
Variable lease costs | 600 | 1,002 |
Total lease cost | 14,795 | 10,332 |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | (12,586) | (7,478) |
Leased assets obtained in exchange for new operating lease liabilities | 6,386 | 26,528 |
Leased assets obtained in exchange for new financing lease liabilities | $ 3,071 | $ 5,562 |
Weighted-average remaining lease term (years) for operating leases | 3 years 3 months 29 days | 3 years 6 months 21 days |
Weighted-average discount rate operating leases | 5.80% | 6.00% |
Weighted-average remaining lease term (years) for finance lease | 2 years 1 month 6 days | 2 years 11 months 1 day |
Weighted-average discount rate finance lease | 1.80% | 1.80% |
Leases - Lease Payments, Operat
Leases - Lease Payments, Operating Lease Maturity (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating Leases, under 842: | |
2022 | $ 7,775 |
2023 | 7,087 |
2024 | 4,894 |
2025 | 2,371 |
2026 | 413 |
Thereafter | 425 |
Total lease payments | 22,965 |
Less: Interest | 2,083 |
Present value of lease liabilities | $ 20,882 |
Leases - Lease Payments, Financ
Leases - Lease Payments, Finance Lease Maturity (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Finance Lease, Liability, Payment, Due [Abstract] | |
2022 | $ 2,965 |
2023 | 2,807 |
2024 | 320 |
2025 | 24 |
2026 | 0 |
Thereafter | 0 |
Total lease payment | 6,116 |
Less: Interest | 116 |
Present values of lease liabilities | $ 6,000 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other current liabilities, Other non-current liabilities |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Feb. 08, 2022 | Nov. 10, 2021 | Aug. 11, 2021 | May 14, 2021 | Feb. 09, 2021 | Nov. 12, 2020 | Aug. 12, 2020 | May 12, 2020 | Feb. 12, 2020 |
Subsequent Event [Line Items] | |||||||||
Cash distributions per limited partner unit (in dollars per unit) | $ 0.950 | $ 0.940 | $ 0.920 | $ 0.910 | $ 0.905 | $ 0.900 | $ 0.890 | $ 0.885 | |
Subsequent Event | |||||||||
Subsequent Event [Line Items] | |||||||||
Cash distributions per limited partner unit (in dollars per unit) | $ 0.975 |