Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Jan. 31, 2019 | Jun. 29, 2018 | |
Entity Information | |||
Entity Registrant Name | VALERO ENERGY PARTNERS LP | ||
Entity Central Index Key | 1,583,103 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 856.3 | ||
Limited Partner Common Units [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 46,768,586 | ||
General Partner Valero [Member] | |||
Entity Information | |||
Entity Common Stock, Units Outstanding | 1,413,511 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 152,106 | $ 42,052 |
Receivables – related party | 47,768 | 46,496 |
Receivables | 805 | 781 |
Prepaid expenses and other | 891 | 720 |
Total current assets | 201,570 | 90,049 |
Property and equipment, at cost | 2,026,390 | 1,969,233 |
Accumulated depreciation | (617,206) | (552,817) |
Property and equipment, net | 1,409,184 | 1,416,416 |
Deferred charges and other assets, net | 8,855 | 10,887 |
Total assets | 1,619,609 | 1,517,352 |
Current liabilities: | ||
Accounts payable | 14,406 | 18,633 |
Accounts payable – related party | 13,730 | 3,944 |
Accrued liabilities | 858 | 1,007 |
Accrued liabilities – related party | 425 | 1,128 |
Accrued interest payable | 7,474 | 2,558 |
Accrued interest payable – related party | 884 | 911 |
Taxes other than income taxes payable | 4,349 | 5,141 |
Total current liabilities | 42,126 | 33,322 |
Debt | 989,857 | 905,283 |
Notes payable – related party | 285,000 | 370,000 |
Other long-term liabilities | 3,923 | 2,950 |
Commitments and contingencies | ||
Partners’ capital: | ||
Total partners’ capital | 298,703 | 205,797 |
Total liabilities and partners’ capital | 1,619,609 | 1,517,352 |
Limited Partner [Member] | Common Unitholders Public [Member] | ||
Partners’ capital: | ||
Common unitholders | 620,137 | 596,047 |
Total partners’ capital | 620,137 | 596,047 |
Limited Partner [Member] | Common Unitholder Valero [Member] | ||
Partners’ capital: | ||
Common unitholders | (300,457) | (382,652) |
Total partners’ capital | (300,457) | (382,652) |
General Partner Valero [Member] | ||
Partners’ capital: | ||
General partner – Valero | (20,977) | (7,598) |
Total partners’ capital | $ (20,977) | $ (7,598) |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - shares | Dec. 31, 2018 | Dec. 31, 2017 |
Limited Partner [Member] | Common Unitholders Public [Member] | ||
Common unitholders, units outstanding (units) | 22,493,484 | 22,487,586 |
Limited Partner [Member] | Common Unitholder Valero [Member] | ||
Common unitholders, units outstanding (units) | 46,768,586 | 46,768,586 |
General Partner Valero [Member] | ||
General partner – Valero, units outstanding (units) | 1,413,511 | 1,413,391 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Revenues – related party: | ||||
Revenues from lease contracts | $ 436,609 | $ 351,532 | $ 273,730 | |
Revenues from contracts with customer | 109,818 | 100,473 | 88,889 | |
Total revenues – related party | 546,427 | 452,005 | 362,619 | |
Costs and expenses: | ||||
Cost of revenues from lease contracts (excluding depreciation expense reflected below) | [1] | 104,776 | 83,332 | 75,380 |
Depreciation expense associated with lease contracts | 63,499 | 40,950 | 33,961 | |
Other operating expenses | 0 | 577 | 0 | |
General and administrative expenses | [2] | 20,702 | 15,549 | 15,965 |
Total costs and expenses | 227,925 | 176,975 | 158,045 | |
Operating income | 318,502 | 275,030 | 204,574 | |
Other income, net | 2,214 | 753 | 284 | |
Interest and debt expense, net of capitalized interest | [3] | (55,068) | (36,015) | (14,915) |
Income before income tax expense | 265,648 | 239,768 | 189,943 | |
Income tax expense | 1,553 | 1,335 | 1,112 | |
Net income | 264,095 | 238,433 | 188,831 | |
Less: Net loss attributable to Predecessor | 0 | 0 | (15,422) | |
Net income attributable to partners | 264,095 | 238,433 | 204,253 | |
Less: General partner’s interest in net income | 54,108 | 49,113 | 23,553 | |
Limited partners’ interest in net income | $ 209,987 | $ 189,320 | $ 180,700 | |
Net income per limited partner unit – basic and diluted: | ||||
Common units (in dollars per unit) | $ 3.03 | $ 2.77 | $ 2.85 | |
Subordinated units (in dollars per unit) | $ 0 | $ 0 | $ 2.38 | |
Weighted-average limited partner units outstanding – basic and diluted: | ||||
Common units (units) | 69,250 | 68,220 | 48,817 | |
Subordinated units (units) | 0 | 0 | 17,463 | |
Services [Member] | ||||
Revenues – related party: | ||||
Revenues from contracts with customer | $ 109,818 | $ 100,473 | $ 88,889 | |
Costs and expenses: | ||||
Cost of revenues from contracts with customer (excluding depreciation expense reflected below) | [4] | 26,319 | 25,042 | 20,735 |
Depreciation expense associated with contracts with customer | $ 12,629 | $ 11,525 | $ 12,004 | |
[1] | Includes cost of revenues from lease contracts (excluding depreciation expense) – related party of $70,930 thousand, $59,953 thousand, and $56,138 thousand for the years ended December 31, 2018, 2017, and 2016, respectively. | |||
[2] | Includes general and administrative expenses – related party of $13,445 thousand, 12,858 thousand, and $12,539 thousand for the years ended December 31, 2018, 2017, and 2016, respectively. | |||
[3] | Includes interest and debt expense – related party of $10,693 thousand, $9,658 thousand, and $6,608 thousand for the years ended December 31, 2018, 2017, and 2016, respectively. | |||
[4] | Includes cost of revenues from contracts with customer (excluding depreciation expense) – related party of $8,313 thousand, $7,114 thousand, and $5,511 thousand for the years ended December 31, 2018, 2017, and 2016, respectively. |
Consolidated Statements of In_2
Consolidated Statements of Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Supplemental Information [Abstract] | |||
Cost of revenues from lease contracts (excluding depreciation expense) – related party | $ 70,930 | $ 59,953 | $ 56,138 |
General and administrative expenses – related party | 13,445 | 12,858 | 12,539 |
Interest and debt expense – related party | 10,693 | 9,658 | 6,608 |
Services [Member] | |||
Supplemental Information [Abstract] | |||
Cost of revenues from contracts with customer (excluding depreciation expense) – related party | $ 8,313 | $ 7,114 | $ 5,511 |
Consolidated Statements of Part
Consolidated Statements of Partners' Capital - USD ($) $ in Thousands | Total | Limited Partner [Member]Common Unitholders Public [Member] | Limited Partner [Member]Common Unitholder Valero [Member] | Limited Partner [Member]Subordinated Unitholder Valero [Member] | General Partner Valero [Member] | Net Investment [Member] |
Beginning balance at Dec. 31, 2015 | $ 394,152 | $ 581,489 | $ 28,430 | $ (313,961) | $ (5,805) | $ 103,999 |
Net income (loss): | ||||||
Net loss attributable to Predecessor | (15,422) | (15,422) | ||||
Net income attributable to partners | 204,253 | 58,688 | 76,690 | 45,322 | 23,553 | |
Net transfers from Valero Energy Corporation | 15,030 | 15,030 | ||||
Allocation of Valero Energy Corporation’s net investment in acquisitions and Other | 0 | 67,800 | 32,758 | 3,049 | (103,607) | |
Acquisitions of businesses from Valero Energy Corporation: | ||||||
Cash paid for carrying value of acquired businesses | (103,607) | (67,800) | (32,758) | (3,049) | ||
Cash paid in excess of carrying value of acquired businesses/assets acquired from Valero Energy Corporation | (376,393) | (246,759) | (120,309) | (9,325) | ||
Conversion of subordinated units | 0 | (406,374) | 406,374 | |||
Unit issuance | 11,289 | 11,091 | 198 | |||
Transfers to (from) partners | 0 | (72,452) | 76,584 | (4,132) | ||
Noncash capital contributions from Valero Energy Corporation | 35,732 | 22,730 | 12,084 | 918 | ||
Cash distributions to unitholders and distribution equivalent right payments | (109,406) | (30,393) | (33,498) | (29,510) | (16,005) | |
Unit-based compensation | 196 | 196 | ||||
Ending balance at Dec. 31, 2016 | 55,824 | 548,619 | (482,197) | 0 | (10,598) | 0 |
Net income (loss): | ||||||
Net loss attributable to Predecessor | 0 | |||||
Net income attributable to partners | 238,433 | 62,014 | 127,306 | 49,113 | ||
Acquisitions of businesses from Valero Energy Corporation: | ||||||
Cash paid in excess of carrying value of acquired businesses/assets acquired from Valero Energy Corporation | (54,618) | (53,045) | (1,573) | |||
Unit issuance | 34,176 | 33,428 | 748 | |||
Transfers to (from) partners | 0 | (8,773) | 15,957 | (7,184) | ||
Noncash capital contributions from Valero Energy Corporation | 93,007 | 90,666 | 2,341 | |||
Cash distributions to unitholders and distribution equivalent right payments | (161,291) | (39,507) | (81,339) | (40,445) | ||
Unit-based compensation | 266 | 266 | ||||
Ending balance at Dec. 31, 2017 | 205,797 | 596,047 | (382,652) | 0 | (7,598) | 0 |
Net income (loss): | ||||||
Net loss attributable to Predecessor | 0 | |||||
Net income attributable to partners | 264,095 | 68,171 | 141,816 | 54,108 | ||
Allocation of Valero Energy Corporation’s net investment in acquisitions and Other | (67) | (66) | (1) | |||
Acquisitions of businesses from Valero Energy Corporation: | ||||||
Unit issuance | 5 | 5 | ||||
Transfers to (from) partners | 0 | 3,730 | (2,396) | (1,334) | ||
Noncash capital contributions from Valero Energy Corporation | 43,658 | 42,785 | 873 | |||
Cash distributions to unitholders and distribution equivalent right payments | (215,043) | (48,069) | (99,944) | (67,030) | ||
Unit-based compensation | 258 | 258 | ||||
Ending balance at Dec. 31, 2018 | $ 298,703 | $ 620,137 | $ (300,457) | $ 0 | $ (20,977) | $ 0 |
Consolidated Statements of Pa_2
Consolidated Statements of Partners' Capital (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Partners' Capital [Abstract] | |||
Cash distribution paid per unit (in dollars per unit) | $ 1.41 | $ 1.769 | $ 2.137 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net income | $ 264,095 | $ 238,433 | $ 188,831 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation expense | 76,128 | 52,475 | 45,965 |
Changes in current assets and current liabilities | 6,217 | (3,730) | (5,956) |
Changes in deferred charges and credits and other operating activities, net | 4,102 | 1,753 | 1,054 |
Net cash provided by operating activities | 350,542 | 288,931 | 229,894 |
Cash flows from investing activities: | |||
Capital expenditures | (24,216) | (38,516) | (23,156) |
Other investing activities, net | 8 | 302 | 31 |
Net cash used in investing activities | (24,208) | (517,851) | (126,732) |
Cash flows from financing activities: | |||
Proceeds from debt borrowings | 0 | 380,000 | 349,000 |
Proceeds from issuance of senior notes | 498,300 | 0 | 499,795 |
Repayment of debt and capital lease obligations | (410,000) | 0 | (494,913) |
Repayment of notes payable – related party | (85,000) | 0 | 0 |
Payment of debt issuance costs | (4,542) | (492) | (4,462) |
Proceeds from issuance of common units | 0 | 35,728 | 9,724 |
Proceeds from issuance of general partner units | 5 | 748 | 198 |
Payment of offering costs | 0 | (594) | (883) |
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | 0 | (54,618) | (376,393) |
Cash distributions to unitholders and distribution equivalent right payments | (215,043) | (161,291) | (109,406) |
Net transfers from Valero Energy Corporation | 0 | 0 | 14,886 |
Net cash provided by (used in) financing activities | (216,280) | 199,481 | (112,454) |
Net increase (decrease) in cash and cash equivalents | 110,054 | (29,439) | (9,292) |
Cash and cash equivalents at beginning of year | 42,052 | 71,491 | 80,783 |
Cash and cash equivalents at end of year | 152,106 | 42,052 | 71,491 |
Majority Shareholder [Member] | |||
Cash flows from investing activities: | |||
Acquisition of interest in crude system and acquisitions from Valero Energy Corporation | 0 | (407,844) | (103,607) |
Cash flows from financing activities: | |||
Excess purchase price paid to Valero Energy Corporation over the carrying value of acquired assets | (54,618) | (376,393) | |
Net transfers from Valero Energy Corporation | 14,886 | ||
Red River Crude System [Member] | |||
Cash flows from investing activities: | |||
Acquisition of interest in crude system and acquisitions from Valero Energy Corporation | $ 0 | $ (71,793) | $ 0 |
Description of Business, Basis
Description of Business, Basis of Presentation, and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICIES | 1. DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, AND SIGNIFICANT ACCOUNTING POLICES Description of Business As used in this report, the terms “Partnership,” “we,” “our,” or “us” refer to Valero Energy Partners LP, one or more of its subsidiaries, or all of them taken as a whole. Our “general partner” refers to Valero Energy Partners GP LLC, an indirect wholly owned subsidiary of Valero Energy Corporation (VLO), and “Valero” refers collectively to VLO and its subsidiaries, other than Valero Energy Partners LP, any of its subsidiaries, or its general partner. We were formed by Valero in July 2013 to own, operate, develop, and acquire crude oil and refined petroleum products pipelines, terminals, and other logistics assets. See Note 2 regarding our merger with Valero that occurred on January 10, 2019 . Our assets consist of crude oil and refined petroleum products pipeline and terminal systems in the United States (U.S.) Gulf Coast and U.S. Mid-Continent regions that are integral to the operations of ten of Valero’s refineries. We generate revenues from fee-based transportation and terminaling services. Basis of Presentation General These consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP) and with the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Acquisitions from Valero Certain of our acquisitions from Valero, as described in Note 3 , were accounted for as transfers of businesses between entities under the common control of Valero. Accordingly, we recorded these business acquisitions on our balance sheet at Valero’s carrying value as of the beginning of the period of transfer, and we retrospectively adjusted prior period financial statements and financial information to furnish comparative information. We refer to the historical results of the transferred businesses from Valero prior to their transfer to us as those of our “Predecessor.” The combined financial statements of our Predecessor were derived from the consolidated financial statements and accounting records of Valero and reflect the combined historical financial position, results of operations, and cash flows of our Predecessor as if the acquisitions from Valero had been combined for periods prior to the effective dates of each acquisition. There were no transactions between the operations of our Predecessor; therefore, there were no intercompany transactions or accounts to be eliminated in connection with the combination of those operations. In addition, our Predecessor’s statements of income include direct charges for the management and operation of our assets and certain expenses allocated by Valero for general corporate services, such as treasury, accounting, and legal services. These expenses were charged, or allocated, to our Predecessor based on the nature of the expenses. Prior to the acquisitions from Valero, our Predecessor transferred cash to Valero daily and Valero funded our Predecessor’s operating and investing activities as needed. Therefore, transfers of cash to and from Valero’s cash management system are reflected as a component of net investment and are reflected as a financing activity in our statements of cash flows. In addition, interest expense was not included on the net cash transfers from Valero. The acquisitions of Parkway Pipeline LLC (Parkway Pipeline) and the Port Arthur terminal (as defined in Note 3 ) from Valero on November 1, 2017 were accounted for as transfers of assets between entities under the common control of Valero. Accordingly, we recorded these asset acquisitions on our balance sheet at Valero’s carrying value as of the acquisition date, and our prior period financial statements and financial information were not retrospectively adjusted for these acquisitions. The financial information presented for the periods after the effective dates of each acquisition represents the consolidated financial position, results of operations, and cash flows of the Partnership. Reclassifications In connection with our adoption of Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers,” (Topic 606) on January 1, 2018, which is described below, we have separately reflected (i) revenues from lease contracts and (ii) revenues from contracts with our customer. Because of this presentation of our revenues, we have also separately reflected cost of revenues and depreciation expense associated with lease contracts and contracts with our customer and have reclassified prior period amounts to conform to the 2018 presentation. In addition, certain prior year amounts have been reclassified to conform to the 2018 presentation. Significant Accounting Policies Principles of Consolidation Our consolidated financial statements include the accounts of the Partnership, our subsidiaries, and our Predecessor. All intercompany items and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. On an ongoing basis, we review our estimates based on currently available information. Changes in facts and circumstances may result in revised estimates. Cash Equivalents Our cash equivalents are highly liquid investments that have a maturity of three months or less when acquired. Receivables – Related Party Receivables – related party include trade receivables from Valero for transportation and terminaling services provided under various agreements with Valero, as described in Note 4 . These receivables are recorded at the original invoice amount. Property and Equipment The cost of property and equipment purchased or constructed, including betterments of property and equipment, is capitalized. However, the cost of repairs to and normal maintenance of property and equipment is expensed when incurred. Betterments of property and equipment are those that extend the useful lives of the property and equipment or improve the safety of our operations. The cost of property and equipment constructed includes interest and certain overhead costs allocable to the construction activities. Property and equipment also includes our undivided interest in certain assets. When property and equipment are retired or replaced, the cost and related accumulated depreciation are eliminated, with any gain or loss reflected in depreciation expense, unless such amounts are reported separately due to materiality. Depreciation of property and equipment is recorded on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful life of the related asset. Impairment of Assets Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. A long-lived asset is not recoverable if its carrying amount exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. If a long-lived asset is not recoverable, an impairment loss is recognized for the amount by which the carrying amount of the long-lived asset exceeds its fair value, with fair value determined based on discounted estimated net cash flows or other appropriate methods. Asset Retirement Obligations We record a liability, which is referred to as an asset retirement obligation, at fair value for the estimated cost to retire a tangible long-lived asset at the time we incur that liability, which is generally when the asset is purchased, constructed, or leased. We record the liability when we have a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. Environmental Matters Liabilities for future remediation costs are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Other than for assessments, the timing and magnitude of these accruals generally are based on the completion of investigations or other studies or a commitment to a formal plan of action. Amounts recorded for environmental liabilities have not been reduced by possible recoveries from third parties and have not been measured on a discounted basis. Net Investment Net investment represents Valero’s historical investment in our Predecessor, its accumulated net earnings after taxes, and the net effect of transactions and allocations between our Predecessor and Valero. There were no terms of settlement or interest charges associated with the net investment balance. Revenue Recognition General We generate revenues from fee-based transportation and terminaling activities to transport and store crude oil and refined petroleum products using our pipelines and terminals under commercial agreements with Valero. Certain schedules under these agreements are classified as operating leases under existing lease accounting standards, with such revenues reflected as revenues from lease contracts on our statements of income. The remaining schedules under these agreements are service arrangements accounted for as revenues from contracts with our customer, and are reflected as revenues from contracts with customer on our statements of income. Revenue from Lease Contracts Lease revenues are recognized on a straight-line basis over the lease term. Contingent lease revenues are recognized for volumes in excess of minimum throughput commitments. Revenue from Contracts with Customer The FASB issued Topic 606, which clarifies the principles for recognizing revenue and supersedes previous revenue recognition requirements under “Revenue Recognition (Topic 605).” We adopted the provisions of Topic 606 on January 1, 2018 using the modified retrospective method of adoption as permitted by the standard. Under this method, the cumulative effect of initially applying the standard is recognized as an adjustment to the opening balance of partners’ capital, and revenues reported in the periods prior to the date of adoption are not changed. We elected to apply the transition guidance for Topic 606 to individual contracts with our customer that were not completed as of the date of adoption. There was no material impact to our financial position as a result of adopting Topic 606; therefore, there was no cumulative-effect adjustment to partners’ capital as of January 1, 2018. Additionally, there was no material impact to our financial position or results of operations as of and for the year ended December 31, 2018 . See Note 7 for information on our revenues. As a result of our adoption of Topic 606, our revenue recognition accounting policy has been revised. At contract inception, we assess the services promised in our contracts and identify a performance obligation for each promise to transfer to our customer a service (or bundle of services) that is distinct. Revenue from contracts with our customer is recognized over time at the amount of consideration we expect to receive as our performance obligation is satisfied. Our service primarily includes the delivery of crude oil and refined petroleum products that are ratably lifted by or delivered to our customer for its future use or future sale to its end customers. Under our transportation service agreements, the service provided is the delivery of crude oil and refined petroleum products to various points in our pipeline system. Although the products are delivered on a batch basis, we deliver a series of similar goods consecutively over time, therefore, the service is treated as a single performance obligation. Under our terminaling service agreement, the services provided for each terminal are the receipt, storage, and delivery of crude oil and refined petroleum products. These services are treated as a single performance obligation as we perform the service with the same pattern of transfer to our customer over time for which progress towards satisfying the performance obligation can be measured uniformly. The above performance obligations under the transportation service agreements and the terminaling service agreement are satisfied over time because (i) our customer simultaneously receives and consumes the benefits provided by our performance and (ii) another entity would not need to substantially reperform the work that we have completed to date. Our transaction price is based on a contractual rate, which may vary depending on volumes transported on a quarterly basis within each quarterly period. Some schedules contain a quarterly tier-pricing structure, whereby one rate is charged for volumes up to a certain number of average barrels per day and a reduced rate is charged for excess average barrels per day. For schedules that include such variable consideration, we estimate the factors driving the variable consideration to determine the transaction price. Our schedule with our customer states the final terms of the sale, including the description, quantity, and price of each service delivered. We invoice our customer the contractual rate based on the greater of throughput volumes or minimum throughput commitments. Payment is typically due in full within 10 days of receipt of billing, which occurs monthly. In the normal course of business, we do not have obligations for returns or refunds. Income Taxes Our operations are treated as a partnership for federal and state income tax purposes, with each partner being separately taxed on its share of taxable income. Therefore, we have excluded income taxes from these financial statements, except for state taxes that apply to partnerships, specifically the margin tax in Texas. Our Predecessor’s taxable income was included in the consolidated U.S. federal income tax returns of Valero and in certain consolidated state income tax returns. Income taxes are accounted for under the asset and liability method, as if we were a separate taxpayer rather than a member of Valero’s consolidated tax return. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. We classify any interest expense and penalties related to the underpayment of income taxes in income tax expense. Net Income per Limited Partner Unit Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships as described in Note 10 . Comprehensive Income We have not reported comprehensive income due to the absence of items of other comprehensive income in the years presented. Segment Reporting Our operations consist of one reportable segment. All of our operations are conducted and all of our assets are located in the U.S. Financial Instruments Our financial instruments include cash and cash equivalents, receivables, receivables – related party, accounts payable, accounts payable – related party, debt, and notes payable – related party. The estimated fair values of these financial instruments approximate their carrying amounts, except for certain debt as discussed in Note 15 . Business Combinations We adopted the provisions of Accounting Standards Update (ASU) No. 2017-01, “Business Combinations (Topic 805),” issued by the FASB, on January 1, 2017. This ASU provides a more robust framework to evaluate whether transactions should be accounted for as acquisitions (dispositions) of assets or businesses. Our adoption of this ASU resulted in the acquisitions of Parkway Pipeline and the Port Arthur terminal being accounted for as acquisitions of assets, which are discussed in Note 3 . In addition, more of our future acquisitions may be accounted for as acquisitions of assets in accordance with this ASU. Accounting Pronouncement Adopted on January 1, 2019 In February 2016, the FASB issued Topic 842 “Leases” (Topic 842) to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This new standard is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual reporting periods, with early adoption permitted. We adopted this new standard on January 1, 2019 using the optional transition method; however, we did not have a cumulative-effect adjustment to the opening balance of partners’ capital at the date of adoption. The adoption of this standard did not have a material affect on our financial position. The new standard provides a number of optional practical expedients and we elected the following: • Transition Elections . We elected the package of practical expedients that permits us to not reassess our prior conclusions about lease identification, lease classification, and initial direct costs under the new standard, as well as the practical expedient that permits us to not assess existing land easements under the new standard. • Lessee Accounting Policy Elections. We elected the short-term lease recognition exemption whereby right-of-use assets and lease liabilities will not be recognized for leasing arrangements with terms less than one year, and the practical expedient to not separate lease and non-lease components for all classes of underlying assets other than the real estate asset class. • Lessor Accounting Policy Election. We elected the practical expedient to account for lease and non-lease components in a contract as a single lease component for all classes of underlying assets. |
Merger With Valero
Merger With Valero | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
MERGER WITH VALERO | 2. MERGER WITH VALERO On January 10, 2019 , pursuant to that certain Agreement and Plan of Merger, dated as of October 18, 2018 (the Merger Agreement), by and among VLO, Forest Merger Sub, LLC, an indirect wholly owned subsidiary of VLO (Merger Sub), Valero Energy Partners LP, and Valero Energy Partners GP LLC, Merger Sub merged with and into the Partnership (the Merger), with the Partnership surviving and continuing to exist as a Delaware limited partnership. Under the terms of the Merger Agreement, at the effective time of the Merger (the Effective Time), subject to the terms and conditions set forth in the Merger Agreement, each of the common units representing limited partner interests in the Partnership, other than common units owned by Valero, was converted into the right to receive $42.25 per common unit in cash without any interest thereon, and all such publicly traded common units were automatically canceled and ceased to exist. Upon completion of the Merger, Valero paid aggregate merger consideration of $ 950.0 million . The Partnership’s incentive distribution rights (IDRs), general partner interest, and common units owned by Valero were unaffected by the Merger and no consideration was delivered in respect thereof. On January 10, 2019 , in connection with the completion of the Merger, the New York Stock Exchange (NYSE) filed with the SEC a notification of removal from listing on Form 25 to delist and deregister the publicly traded common units under Section 12(b) of the Securities Exchange Act of 1934, as amended (the Exchange Act), and suspended trading of the common units on the NYSE prior to the opening of trading on January 10, 2019 . On January 22, 2019, the Partnership filed with the SEC a Form 15 suspending the Partnership’s reporting obligations under Section 13 and Section 15(d) of the Exchange Act. In connection with the completion of the Merger, we entered into an agreement under which VLO unconditionally and irrevocably guaranteed the prompt payment, when due, of any amount owed to the holders of our 2026 Senior Notes and 2028 Senior Notes as defined and discussed in Note 6 . We also terminated (i) our Revolver as defined and discussed in Note 6 , (ii) our equity distribution agreement related to our ATM Program as defined and discussed in Note 11 , and (iii) our 2013 ICP as defined and discussed in Note 12 . |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
ACQUISITIONS | 3. ACQUISITIONS In connection with the following acquisitions, we entered into various agreements with Valero, including additional schedules to our commercial agreements, an amended and restated omnibus agreement, an amended and restated services and secondment agreement, and lease agreements. See Note 4 for a summary of the terms of these agreements. Acquisitions in 2017 Red River Crude System On January 18, 2017 , we acquired a 40 percent undivided interest in (i) the Hewitt segment of Plains All American Pipeline, L.P.’s (Plains) Red River pipeline (the Hewitt segment), (ii) two 150,000 shell barrel capacity tanks located at Hewitt Station in Hewitt, Oklahoma (the Hewitt Storage Tanks), and (iii) a pipeline connection from Hewitt Station to Wasson Station (the Wasson Interconnect) (collectively, the Red River crude system) for total cash consideration of $71.8 million , which we funded with available cash on hand. This acquisition was accounted for as an acquisition of assets. The Hewitt segment consists of an approximately 138-mile, 16-inch crude oil pipeline with 150,000 barrels per day of throughput capacity that originates at Plains Marketing L.P.’s Cushing, Oklahoma terminal and ends at Hewitt Station. The pipeline supports Valero’s Ardmore Refinery and began supplying crude oil to Valero in January 2017. We retain a right to participate in any future expansions of the pipeline. We also entered into a Joint Ownership Agreement (JOA) and an Operating and Administrative Services Agreement with Plains concurrent with this acquisition. The JOA provides us with access to the remaining 60 percent of the capacity of the Hewitt Storage Tanks and the Wasson Interconnect and continues until terminated by mutual agreement. This access arrangement is accounted for as an operating lease. The administrative agreement facilitates the day-to-day operations and management functions of the pipeline for an initial five -year term and automatically renews for successive five -year terms. Parkway Pipeline On November 1, 2017 , we acquired Parkway Pipeline, a subsidiary of Valero, that owns and operates an approximately 140-mile, 16-inch refined petroleum products pipeline (Parkway Pipeline) with 110,000 barrels per day of capacity that transports refined petroleum products from Valero’s St. Charles Refinery, located in Norco, Louisiana, to Collins, Mississippi for supply into the Plantation and Colonial pipeline systems. We paid Valero cash consideration of $200.0 million for Parkway Pipeline. We funded the cash distribution with $82.0 million of our cash on hand and $118.0 million of borrowings under the Revolver (as defined in Note 6 ). This acquisition was accounted for as a transfer of assets between entities under the common control of Valero. Port Arthur Terminal On November 1, 2017 , we acquired Valero Partners Port Arthur, LLC, a subsidiary of Valero that owns certain terminaling assets (Port Arthur terminal) that support Valero’s Port Arthur Refinery for total consideration of $308.0 million , which consisted of (i) a cash distribution of $262.0 million and (ii) the issuance of 1,081,315 common units and 22,068 general partner units to Valero having an aggregate value of $46.0 million . We funded the cash distribution with $262.0 million of borrowings under the Revolver. This acquisition was accounted for as a transfer of assets between entities under the common control of Valero. Acquisitions in 2016 McKee Terminal Services Business On April 1, 2016 , we acquired from Valero a subsidiary that owns and operates a crude oil, intermediates, and refined petroleum products terminal supporting Valero’s McKee Refinery for total consideration of $240.0 million , which consisted of (i) a cash distribution of $204.0 million and (ii) the issuance of 728,775 common units and 14,873 general partner units to Valero having an aggregate value of $36.0 million . We funded the cash distribution with $65.0 million of our cash on hand and $139.0 million of borrowings under the Revolver. This acquisition was accounted for as a transfer of a business between entities under the common control of Valero. See Note 1 regarding the accounting and basis of presentation of this acquisition. Meraux and Three Rivers Terminal Services Business On September 1, 2016 , we acquired from Valero two subsidiaries that own and operate crude oil, intermediates, and refined petroleum products terminals supporting Valero’s Meraux and Three Rivers Refineries for total consideration of $325.0 million which consisted of (i) a cash distribution of $276.0 million and (ii) the issuance of 1,149,905 common units and 23,467 general partner units to Valero having an aggregate value of $49.0 million . We funded the cash distribution with $66.0 million of our cash on hand and $210.0 million of borrowings under the Revolver. This acquisition was accounted for as a transfer of a business between entities under the common control of Valero. See Note 1 regarding the accounting and basis of presentation of this acquisition. |
Related-Party Agreements and Tr
Related-Party Agreements and Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED-PARTY AGREEMENTS AND TRANSACTIONS | 4. RELATED-PARTY AGREEMENTS AND TRANSACTIONS Predecessor Transactions Our Predecessor was part of the consolidated operations of Valero and all of our operating revenues were derived from transactions with Valero. The crude oil and refined petroleum products pipeline transportation and terminaling services we provided to Valero were settled through net parent investment, and payables and receivables related to these transactions were included as a component of net investment. Prior to the dates of each of our business acquisitions from Valero, our operating and general and administrative expenses included charges to our Predecessor for the management of our operations and the allocation of certain overhead and shared services expenses by Valero. These charges and allocations included such items as management oversight, information technology, legal, human resources, and other financial and administrative services. These allocations do not fully reflect the expenses that would have been incurred had we been a stand-alone limited partnership. Our management believes the charges allocated to our Predecessor were a reasonable reflection of the utilization of services provided, but they cannot be presumed to be carried out on an arm’s-length basis as the requisite conditions of competitive, free-market dealings may not have existed. Agreements with Valero Commercial Agreements We have transportation services agreements and a terminal services agreement (collectively, the commercial agreements) with Valero. Under these commercial agreements, we provide transportation and terminaling services to Valero and Valero pays us for minimum quarterly throughput volumes of crude oil and refined petroleum products, regardless of whether such volumes are physically delivered by Valero in any given quarter. In connection with our initial public offering (IPO) and subsequent acquisitions, we entered into schedules under these commercial agreements. Each schedule generally has an initial term of ten years, provides Valero an option to renew for one additional five -year term, and contains minimum throughput requirements and inflation escalators. Effective March 31, 2017 , we entered into a commercial agreement with Diamond Green Diesel Holdings, LLC (DGD), a joint venture consolidated by Valero, to construct and operate a rail loading facility located at Valero’s St. Charles Refinery for the purpose of loading DGD’s renewable diesel onto railcars. The construction of the rail loading facility was completed in April 2017, and we began providing services to DGD in May 2017. In addition, we constructed a new 180,000 barrel storage tank and began leasing services to DGD in April 2018. This commercial agreement, which includes both the rail loading facility and the storage tank, has an initial term that ends on June 30, 2033 , and contains minimum commitments for DGD’s use of the assets. Amended and Restated Omnibus Agreement We have an amended and restated omnibus agreement with Valero, certain of its subsidiaries, and our general partner that addresses our payment of an annual administrative fee and our obligation to reimburse Valero for certain direct or allocated costs and expenses incurred by Valero on our behalf. This agreement also addresses, but is not limited to, indemnification rights of Valero and us for certain environmental and other liabilities related to our assets. As of December 31, 2018 , the annual administrative fee was $ 13.2 million . So long as Valero controls our general partner, the amended and restated omnibus agreement will remain in full force and effect. If Valero ceases to control our general partner, either party may terminate the amended and restated omnibus agreement, provided that the indemnification obligations will remain in full force and effect in accordance with their terms. Amended and Restated Services and Secondment Agreement Under the terms of an amended and restated services and secondment agreement, including its amended and restated exhibits, employees of Valero are seconded to our general partner to provide operational and maintenance services for certain of our pipelines and terminals, and we reimburse our general partner for these costs. During their period of secondment, the seconded employees are under the management and supervision of our general partner. This agreement has an initial term of ten years from the Service Date (as defined in the agreement) with respect to each acquisition and will automatically extend for successive renewal terms of one year each, unless terminated by either party upon at least 30 days’ prior written notice before the end of the initial term or any renewal term. In addition, our general partner may terminate the agreement or reduce the level of services under the agreement at any time upon 30 days’ prior written notice. Lease Agreements We have lease agreements with Valero with respect to the land on which certain terminals are located. Generally, each lease agreement has an initial term of ten years with four automatic successive renewal periods of five years each. Either party may terminate each lease agreement after the initial term by providing written notice. We also have a ground lease agreement with an initial term of twenty years and no renewal periods. Initial base rent under these lease agreements is subject to annual inflation escalators, and we are required to pay Valero a customary expense reimbursement for taxes, utilities, and similar costs incurred by Valero related to the leased premises. See Note 9 regarding our lease commitments with Valero. Tax Sharing Agreement Under our tax sharing agreement with Valero, we are required to reimburse Valero for our share of state and local income and other taxes incurred by Valero as a result of our tax items and attributes being included in a combined or consolidated state tax return filed by Valero with respect to taxable periods including or beginning on or after the closing date of the IPO. The amount of any such reimbursement will be limited to any entity-level tax that we would have paid directly had we not been included in a combined group with Valero. While Valero may use its tax attributes to cause its combined or consolidated group, of which we may be a member for this purpose, to owe no tax, we are nevertheless required to reimburse Valero for the tax we would have owed had the attributes not been available or used for our benefit, even though Valero had no cash expense for that period. Subordinated Credit Agreements As of December 31, 2018 , we had subordinated credit agreements with Valero as described in Note 6 . Summary of Transactions Revenues – Related Party Revenues – related party include revenues from lease contracts and revenues from contracts with our customer as described in Note 7 . Related-Party Expenses The related-party expenses include costs of revenues, expenses, or financing activities provided to us by Valero and are reflected in the supplemental information disclosure on our statements of income. Insurance Recoveries During 2017, we experienced property damage losses and repair costs associated with Hurricane Harvey primarily at our Houston terminal and Port Arthur products system. As a result of these losses, we submitted claims under our insurance policies with Valero. The amount shown in our statements of income as other operating expenses reflects the uninsured portion of our losses. For the year ended December 31, 2017, we recognized $ 2.7 million of insurance recoveries, which were recorded as a reduction to other operating expenses. Net Investment The following is a reconciliation of the amounts presented as net transfers from Valero on our statement of partners’ capital and statement of cash flows for the year ended December 31, 2016 (in thousands): Net transfers from Valero $ 15,030 Less: Noncash transfers from Valero 144 Net transfers from Valero $ 14,886 See Note 14 for additional information related to our noncash transfers from (to) Valero. Concentration Risk All of our related-party balances resulted from transactions with Valero. Therefore, we are subject to the business risks associated with Valero’s business. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 5. PROPERTY AND EQUIPMENT Our property and equipment includes non-leased assets and assets under operating leases for which we are the lessor under U.S. GAAP. Major classes of property and equipment consisted of the following (in thousands): December 31, 2018 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — $ 4,672 Pipelines and related assets 225,413 386,596 612,009 Terminals and related assets 138,981 1,227,451 1,366,432 Other 14,138 — 14,138 Construction in progress 29,139 — 29,139 Property and equipment, at cost 412,343 1,614,047 2,026,390 Accumulated depreciation (137,651 ) (479,555 ) (617,206 ) Property and equipment, net $ 274,692 $ 1,134,492 $ 1,409,184 December 31, 2017 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — $ 4,672 Pipelines and related assets 225,184 385,855 611,039 Terminals and related assets 134,362 1,162,718 1,297,080 Other 14,019 — 14,019 Construction in progress 42,423 — 42,423 Property and equipment, at cost 420,660 1,548,573 1,969,233 Accumulated depreciation (127,136 ) (425,681 ) (552,817 ) Property and equipment, net $ 293,524 $ 1,122,892 $ 1,416,416 |
Debt and Notes Payable - Relate
Debt and Notes Payable - Related Party | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
DEBT AND NOTES PAYABLE - RELATED PARTY | 6. DEBT AND NOTES PAYABLE – RELATED PARTY Debt Debt, at stated values, consisted of the following (in thousands): Maturity Date December 31, 2018 2017 Revolver November 2020 $ — $ 410,000 2026 Senior Notes, 4.375% December 2026 500,000 500,000 2028 Senior Notes, 4.5% March 2028 500,000 — Net unamortized discount and debt issuance costs (10,143 ) (4,717 ) Debt $ 989,857 $ 905,283 Revolver As of December 31, 2018 , we had a $750.0 million senior unsecured revolving credit facility agreement (the Revolver) that was scheduled to mature in November 2020 . Outstanding borrowings under the Revolver bore interest, at our option, at either (a) the adjusted LIBO rate (as defined in the Revolver) for the applicable interest period in effect from time to time plus the applicable margin or (b) the alternate base rate (as defined in the Revolver) plus the applicable margin. As of December 31, 2017 , the variable rate was 2.875 percent. Accrued interest was payable in arrears on each Interest Payment Date (as defined in the Revolver) and on the maturity date. The Revolver also required payments for customary fees, including commitment fees, letter of credit participation fees, and administrative agent fees. The Revolver contained certain restrictive covenants, including a covenant that required us to maintain a ratio of total debt to EBITDA (as defined in the Revolver) for the prior four fiscal quarters of not greater than 5.0 to 1.0 as of the last day of each fiscal quarter ( 5.5 to 1.0 during the specified period following certain acquisitions). The Revolver contained representations and warranties, affirmative and negative covenants, and events of default that are usual and customary for an agreement of this type. As a result of the Partnership obtaining an investment grade rating with respect to the issuance of its senior notes (described below) in December 2016, our directly owned subsidiary, Valero Partners Operating Co. LLC, was released of its guarantee under the Revolver. During the year ended December 31, 2018 , we repaid the outstanding balance of $410.0 million on the Revolver as discussed below under “ 2028 Senior Notes .” During the year ended December 31, 2017 , we borrowed $118.0 million and $262.0 million under the Revolver in connection with the acquisitions of Parkway Pipeline and the Port Arthur terminal, respectively, as described in Note 3 . During the year ended December 31, 2016 , we borrowed $139.0 million and $210.0 million under the Revolver in connection with the acquisitions of the McKee Terminal Services Business and the Meraux and Three Rivers Terminal Services Business, respectively, as described in Note 3 , and repaid $494.0 million under the Revolver as discussed below under “ 2026 Senior Notes .” As of December 31, 2018 and 2017 , we had no letters of credit outstanding and we incurred no debt issuance costs in connection with the Revolver. On January 10, 2019 , in connection with the completion of the Merger, we terminated our Revolver. Senior Notes 2028 Senior Notes During the year ended December 31, 2018 , we issued in a public offering $500.0 million aggregate principal amount of 4.5 percent Senior Notes due March 15, 2028 (2028 Senior Notes). Gross proceeds from this debt issuance totaled $498.3 million before deducting the underwriting discount and other debt issuance costs totaling $4.5 million . We used the proceeds to repay the outstanding balance of $410.0 million under the Revolver and a portion of the outstanding balance under one of our Loan Agreements (as defined below) with Valero. Interest is payable semi-annually on March 15 and September 15. The 2028 Senior Notes are unsecured and contain various customary restrictive covenants that, among other things, limit our ability and the ability of our subsidiaries to create or permit to exist liens, or to enter into any sale and leaseback transactions, with respect to principal properties, and limit our ability to merge or consolidate with any other entity or transfer or dispose of all or substantially all of our assets. These covenants are subject to a number of important qualifications and limitations. As of December 31, 2018 , the 2028 Senior Notes were not guaranteed by any of our subsidiaries. 2026 Senior Notes During the year ended December 31, 2016 , we issued in a public offering $500.0 million aggregate principal amount of our 4.375 percent Senior Notes due December 15, 2026 (2026 Senior Notes). Gross proceeds from this debt issuance totaled $499.8 million before deducting the underwriting discount and other debt issuance costs totaling $4.5 million . We used the proceeds to repay $494.0 million under the Revolver. Interest is payable semi-annually on June 15 and December 15. The 2026 Senior Notes are unsecured and contain various customary restrictive covenants that, among other things, limit our ability and the ability of our subsidiaries to create or permit to exist liens, or to enter into any sale and leaseback transactions, with respect to principal properties, and limit our ability to merge or consolidate with any other entity or transfer or dispose of all or substantially all of our assets. These covenants are subject to a number of important qualifications and limitations. As of December 31, 2018 , the 2026 Senior Notes were not guaranteed by any of our subsidiaries. Guarantee of Senior Notes On January 10, 2019 , in connection with the completion of the Merger, VLO unconditionally and irrevocably guaranteed the prompt payment, when due, of any amount owed to the holders of our 2026 Senior Notes and 2028 Senior Notes, thereby suspending our Section 15(d) reporting obligation pursuant to Rule 12h-5 of the Exchange Act. Notes Payable – Related Party As of December 31, 2018 , we had two subordinated credit agreements with Valero (the Loan Agreements), under which we had outstanding loans. The loans were scheduled to mature on March 1 and October 1, 2020 , respectively, and were permitted to be prepaid at any time without penalty. We were not permitted to reborrow amounts. The loans bore interest at the LIBO Rate (as defined in the Loan Agreements) plus the applicable margin. As of December 31, 2018 and 2017 , this variable rate was 3.84925 percent and 2.86069 percent, respectively. Accrued interest was payable in arrears on each Interest Payment Date (as defined in the Loan Agreements) and on each maturity date. As a result of obtaining an investment grade rating with respect to the issuance of our 2026 Senior Notes in December 2016, our directly owned subsidiary, Valero Partners Operating Co. LLC, was released of its guarantee under the Loan Agreements. During the year ended December 31, 2018 , we paid down $85.0 million under one of the Loan Agreements. There was no activity under the Loan Agreements for the years ended December 31, 2017 and 2016 . The outstanding balance of these Loan Agreements was $285.0 million and $370.0 million as of December 31, 2018 and 2017 , respectively. On January 19, 2019, we paid $185.0 million to completely settle one of the Loan Agreements. Effective February 1, 2019, the remaining Loan Agreement, which had an outstanding balance of $100.0 million , was converted to a capital contribution from Valero. Other Disclosures Interest and debt expense, net of capitalized interest was as follows (in thousands): Year Ended December 31, 2018 2017 2016 Interest and debt expense incurred $ 55,475 $ 36,634 $ 14,997 Less: Capitalized interest 407 619 82 Interest and debt expense, net of capitalized interest $ 55,068 $ 36,015 $ 14,915 Principal maturities of our debt obligations and notes payable – related party as of December 31, 2018 were $285.0 million in 2020, $500.0 million in 2026, and $500.0 million in 2028. |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | 7. REVENUES Disaggregation of Revenues Revenues – related party disaggregated by activity type were as follows (in thousands): Pipeline Transportation Terminaling Storage and Other Total Year Ended December 31, 2018: Revenues from lease contracts $ 70,606 $ 364,363 $ 1,640 $ 436,609 Revenues from contracts with customer 53,545 50,754 5,519 109,818 Total revenues – related party $ 124,151 $ 415,117 $ 7,159 $ 546,427 Year Ended December 31, 2017: Revenues from lease contracts $ 49,474 $ 301,512 $ 546 $ 351,532 Revenues from contracts with customer 51,157 46,484 2,832 100,473 Total revenues – related party $ 100,631 $ 347,996 $ 3,378 $ 452,005 Year ended December 31, 2016: Revenues from lease contracts $ 31,268 $ 241,922 $ 540 $ 273,730 Revenues from contracts with customer 47,183 41,706 — 88,889 Total revenues – related party $ 78,451 $ 283,628 $ 540 $ 362,619 Operating Leases – Lessor As described in Note 1 , certain schedules under our commercial agreements with Valero are considered operating leases under U.S. GAAP. These agreements contain minimum throughput commitments and escalation clauses to adjust transportation tariffs and terminaling and storage fees to reflect changes in price indices. Revenues from lease contracts are reflected separately on our statements of income. The components of our revenues from lease contracts were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Minimum lease revenues $ 361,316 $ 292,034 $ 232,211 Contingent lease revenues 75,293 59,498 41,519 Revenues from lease contracts $ 436,609 $ 351,532 $ 273,730 Receivables from Contracts with Customer Our receivables from contracts with our customer are included in receivables – related party. These balances were $10.0 million and $8.3 million as of December 31, 2018 and January 1, 2018 , respectively. Future Minimum Rentals and Remaining Performance Obligations As of December 31, 2018 , future minimum rentals to be received for operating leases (described above) having initial or remaining noncancelable lease terms in excess of one year are shown below under “Lease Contracts,” and future revenues expected to be recognized from our remaining performance obligations from contracts with our customer with an original expected duration of greater than one year are shown below under “Contracts with Customer” (in thousands): Lease Contracts Contracts with Customer 2019 $ 361,282 $ 81,215 2020 362,268 81,426 2021 361,282 81,215 2022 361,282 81,215 2023 361,076 77,834 Thereafter 2,553,520 39,159 Total $ 4,360,710 $ 442,064 Our lease contracts and our contracts with our customer contain annual inflation escalation clauses that are (i) deemed contingent rentals and variable consideration, respectively, and (ii) applied to the remainder of the contracts. The amounts presented above exclude any estimates for future rate changes due to these inflation rate escalations as prescribed by the contracts. |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | 8. ASSET RETIREMENT OBLIGATIONS We have asset retirement obligations with respect to certain of our leased pipelines and terminals that require us to perform under law or contract once the asset is retired from service, and we have recognized obligations to restore these leased properties to substantially the same condition as when such property was delivered to us or to its improved condition as prescribed by the lease agreements. With respect to all other property and equipment, it is our practice and current intent to maintain these other property assets and continue to make improvements as warranted. As a result, we believe that these other property assets have indeterminate lives for purposes of estimating asset retirement obligations because dates or ranges of dates upon which we would retire these assets cannot reasonably be estimated at this time; therefore, no asset retirement obligations have been recorded for these other property assets as of December 31, 2018 and 2017 . We will recognize a liability at such time when sufficient information exists to estimate a range of potential settlement dates that is needed to employ a present value technique to estimate fair value. Changes in our asset retirement obligations were as follows (in thousands): December 31, 2018 2017 2016 Balance as of beginning of year $ 1,099 $ 1,069 $ 1,021 Accretion expense 32 30 48 Balance as of end of year $ 1,131 $ 1,099 $ 1,069 We do not expect any short-term spending and, as a result, there is no current liability reported for asset retirement obligations as of December 31, 2018 and 2017 . Accretion expense is reflected in depreciation expense. There are no assets that are legally restricted for purposes of settling our asset retirement obligations. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 9. COMMITMENTS AND CONTINGENCIES Operating Leases – Lessee We have long-term operating lease commitments for pipelines and land used in the terminaling and transportation of crude oil and refined petroleum products. Certain leases contain escalation clauses and renewal options that allow for the same rental payment over the lease term or a revised rental payment based on fair rental value or negotiated value. Currently, one of our leases with Valero does not contain a renewal option. We expect our leases will be renewed or replaced by other leases in the normal course of business. As of December 31, 2018 , our future minimum rental payments for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): Agreements With Related Party Others Total 2019 $ 792 $ 1,132 $ 1,924 2020 765 1,127 1,892 2021 739 1,106 1,845 2022 739 1,106 1,845 2023 739 1,106 1,845 Thereafter 13,958 23,525 37,483 Total minimum rental payments $ 17,732 $ 29,102 $ 46,834 Minimum rental expenses for all operating leases were as follows (in thousands): Year Ended December 31, 2018 2017 (a) 2016 (a) Minimum rental expenses – related party $ 740 $ 656 $ 515 Minimum rental expenses – others 1,228 1,384 807 Total minimum rental expenses $ 1,968 $ 2,040 $ 1,322 (a) These amounts have been retrospectively adjusted to exclude non-lease components (i.e., purchase obligations), which had previously been included in minimum rental expenses. Contingent rental expenses for all operating leases were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Contingent rental expenses – related party $ 19 $ 7 $ — Contingent rental expenses – others 210 119 — Total contingent rental expenses $ 229 $ 126 $ — Purchase Obligations We have purchase obligations under our amended and restated (i) omnibus agreement, (ii) services and secondment agreement, and (iii) lease and access agreements with Valero. See Note 4 for additional information regarding our agreements with Valero. Our purchase obligations are determined based on contractual, fixed-rate fees for periods that are reasonably assured based on current market conditions. None of these obligations are associated with suppliers’ financing arrangements. These purchase obligations are not reflected as liabilities. Litigation Matters From time to time, we may be party to claims and legal proceedings arising in the ordinary course of business. We also may be required by existing laws and regulations to report the release of hazardous substances and begin a remediation study. We have not recorded a loss contingency liability as there are no matters for which a loss has been incurred. We re-evaluate and update our loss contingency liabilities as matters progress over time, and we believe that any changes to the recorded liabilities will not be material to our financial position, results of operations, or liquidity. |
Cash Distributions and Net Inco
Cash Distributions and Net Income Per Limited Partner Unit | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share and Partners' Capital [Abstract] | |
CASH DISTRIBUTIONS AND NET INCOME PER LIMITED PARTNER UNIT | 10. CASH DISTRIBUTIONS AND NET INCOME PER LIMITED PARTNER UNIT Cash Distributions Our partnership agreement prescribes the amount and priority of cash distributions that the limited partners and general partner will receive. Our distributions are declared subsequent to quarter end. The table below summarizes information related to our quarterly cash distributions that have been declared since January 1, 2016: Quarterly Period Ended Total Quarterly Distribution (Per Unit) Total Cash Distribution (In Thousands) Declaration Date Record Date Distribution Date September 30, 2018 $ 0.5510 $ 56,081 October 18, 2018 November 1, 2018 November 9, 2018 June 30, 2018 0.5510 56,081 July 23, 2018 August 3, 2018 August 13, 2018 March 31, 2018 0.5275 52,826 April 19, 2018 May 1, 2018 May 9, 2018 December 31, 2017 0.5075 50,055 January 24, 2018 February 5, 2018 February 13, 2018 September 30, 2017 0.4800 46,242 October 19, 2017 November 1, 2017 November 9, 2017 June 30, 2017 0.4550 42,111 July 19, 2017 August 1, 2017 August 10, 2017 March 31, 2017 0.4275 38,043 April 20, 2017 May 2, 2017 May 11, 2017 December 31, 2016 0.4065 34,895 January 20, 2017 February 2, 2017 February 10, 2017 September 30, 2016 0.3850 32,175 October 24, 2016 November 3, 2016 November 10, 2016 June 30, 2016 0.3650 28,912 July 21, 2016 August 1, 2016 August 9, 2016 March 31, 2016 0.3400 25,608 April 21, 2016 May 2, 2016 May 10, 2016 December 31, 2015 0.3200 22,711 January 25, 2016 February 4, 2016 February 11, 2016 The Merger Agreement provides that prior to the closing of the Merger, our general partner may not declare, and we may not pay, any distribution other than the distribution of $0.551 per common unit that we declared for the third quarter of 2018 without the prior written consent of Valero. See Note 2 for a discussion of the Merger. Our board of directors determined that no distribution shall be paid with respect to the quarter ended December 31, 2018 . Net Income per Limited Partner Unit We calculate net income available to limited partners based on the distributions pertaining to each period’s net income. After considering the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner, limited partners, and other participating securities in accordance with the contractual terms of our partnership agreement and as prescribed under the two-class method. Participating securities include the general partner’s IDRs and awards under our 2013 ICP (as defined in Note 12 ) that receive distribution equivalent right (DER) payments, as discussed in Note 12 . However, the terms of our partnership agreement limit the general partner’s incentive distribution to the amount of available cash, which, as defined in our partnership agreement, is net of reserves deemed appropriate. As such, IDRs are not allocated undistributed earnings or distributions in excess of earnings in the calculation of net income per limited partner unit. Net losses of our Predecessor are allocated to the general partner. Subsequent to the effective dates of the acquisitions from Valero, we calculate net income available to limited partners based on the methodology described above. Basic net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships. The two-class method is an earnings allocation formula that is used to determine earnings to our general partner, common unitholders, and participating securities according to (i) distributions pertaining to each period’s net income and (ii) participation rights in undistributed earnings. Diluted net income per limited partner unit is also determined using the two-class method, unless the treasury stock method is more dilutive. For the years ended December 31, 2018 , 2017 , and 2016 , we used the two-class method to determine diluted net income per limited partner unit. We did not have any potentially dilutive instruments outstanding during the years ended December 31, 2018 , 2017 , and 2016 . Effective August 10, 2016 , all of our subordinated units, which were owned by Valero, were converted on a one-for-one basis into common units. The subordinated units were only allocated earnings generated by us through the conversion date. See Note 11 regarding the conversion of subordinated units. Net income per unit was computed as follows (in thousands, except per unit amounts): Year Ended December 31, 2018 General Valero Limited Partners Common Units Restricted Public Valero Total Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 3,300 $ 36,634 $ 76,209 $ 112,843 $ — $ 116,143 General partner’s IDRs 48,826 — — — — 48,826 DERs — — — — 19 19 Distributions and DERs declared 52,126 36,634 76,209 112,843 19 164,988 Undistributed earnings 1,982 31,525 65,583 97,108 17 99,107 Net income available to limited partners – basic and diluted $ 54,108 $ 68,159 $ 141,792 $ 209,951 $ 36 $ 264,095 Net income per limited partner common unit – basic and diluted: Weighted-average units outstanding 69,250 Net income per limited partner common unit – basic and diluted $ 3.03 Year Ended December 31, 2017 General Partner Valero Limited Partners Common Units Restricted Units Public Valero Total Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 3,363 $ 42,029 $ 86,503 $ 128,532 $ — $ 131,895 General partner’s IDRs 44,534 — — — — 44,534 DERs — — — — 22 22 Distributions and DERs declared 47,897 42,029 86,503 128,532 22 176,451 Undistributed earnings 1,216 19,922 40,834 60,756 10 61,982 Net income available to limited partners – basic and diluted $ 49,113 $ 61,951 $ 127,337 $ 189,288 $ 32 $ 238,433 Net income per limited partner common unit – basic and diluted: Weighted-average units outstanding 68,220 Net income per limited partner common unit – basic and diluted $ 2.77 Year Ended December 31, 2016 General Valero Limited Partners Common Units Limited Partners Subordinated Restricted Public Valero Total Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 2,294 $ 32,362 $ 47,263 $ 79,625 $ 20,297 $ — $ 102,216 General partner’s IDRs 19,354 — — — — — 19,354 DERs — — — — — 20 20 Distributions and DERs declared 21,648 32,362 47,263 79,625 20,297 20 121,590 Undistributed earnings 1,905 26,322 33,130 59,452 21,289 17 82,663 Net income available to limited partners – basic and diluted $ 23,553 $ 58,684 $ 80,393 $ 139,077 $ 41,586 $ 37 $ 204,253 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 48,817 17,463 Net income per limited partner unit – basic and diluted $ 2.85 $ 2.38 |
Partners' Capital
Partners' Capital | 12 Months Ended |
Dec. 31, 2018 | |
Partners' Capital Notes [Abstract] | |
PARTNERS' CAPITAL | 11. PARTNERS’ CAPITAL Unit Activity Activity in the number of units was as follows: Limited Partners General Partner Valero Common Unitholders Public Common Unitholder Valero Subordinated Unitholder Valero Total Balance as of December 31, 2015 21,509,651 15,018,602 28,789,989 1,332,829 66,651,071 Unit-based compensation 5,958 — — — 5,958 Units issued in connection with acquisitions (see Note 3) — 1,878,680 — 38,340 1,917,020 Conversion of subordinated units — 28,789,989 (28,789,989 ) — — Unit issuance under ATM Program 223,083 — — — 223,083 General partner units issued to maintain 2% interest — — — 4,552 4,552 Balance as of December 31, 2016 21,738,692 45,687,271 — 1,375,721 68,801,684 Unit-based compensation 5,997 — — — 5,997 Units issued in connection with acquisitions (see Note 3) — 1,081,315 — 22,068 1,103,383 Units issued under ATM Program 742,897 — — — 742,897 General partner units issued to maintain 2% interest — — — 15,602 15,602 Balance as of December 31, 2017 22,487,586 46,768,586 — 1,413,391 70,669,563 Unit-based compensation (see Note 12) 5,898 — — — 5,898 General partner units issued to maintain 2% interest — — — 120 120 Balance as of December 31, 2018 22,493,484 46,768,586 — 1,413,511 70,675,581 ATM Program On September 16, 2016 , we entered into an equity distribution agreement that permitted us to offer and sell from time to time our common units having an aggregate offering price of up to $350.0 million based on amounts, at prices, and on terms determined by market conditions and other factors at the time of our offerings (such continuous offering program, or at-the-market program, referred to as our “ATM Program”). As of December 31, 2018 , we had sold common units having an aggregate value of $45.5 million under our ATM Program, resulting in $304.5 million remaining available. There were no issuances of common units under our ATM Program for the year ended December 31, 2018. The following table summarizes activities of the common units issued under our ATM Program and general partner units issued to maintain the 2.0 percent general partner interest in the Partnership (in thousands, except unit amounts): Units Total Offering Net Year Ended December 31, 2017: Common – public 742,897 $ 35,728 $ 594 $ 35,134 General partner 15,602 748 — 748 Year Ended December 31, 2016: Common – public 223,083 9,724 107 9,617 General partner 4,552 198 — 198 On January 10, 2019 , in connection with the completion of the Merger, we terminated the equity distribution agreement. As a result, from and after the Effective Time, there will be no further sales of common units under our ATM Program. See Note 2 regarding the Merger with Valero. Subordinated Unit Conversion The requirements under our partnership agreement for the conversion of all of our outstanding subordinated units into common units were satisfied upon the payment of our quarterly cash distribution on August 9, 2016 . Therefore, effective August 10, 2016 , all of our subordinated units, which were owned by Valero, were converted on a one -for-one basis into common units. The conversion of the subordinated units does not impact the amount of cash distributions paid or the total number of outstanding units. Transfers to (from) Partners Subsequent to the expiration of the subordination period on August 10, 2016, all of our common units have equal rights, including rights to distributions and to our net assets in the event of liquidation. As a result, a reallocation of the carrying values of our public common unitholders’ interest in us and Valero’s common unitholder interest in us is required when a change in ownership occurs in order for the portion of those carrying values associated with activity subsequent to the subordination period to be equal to the respective unitholders’ ownership interests (in units) in us. The transfers to (from) partners resulted from the issuance of equity (i) to Valero in connection with our acquisitions from Valero as described in Note 3 and (ii) under our ATM Program as described above. |
Unit-based Compensation
Unit-based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
UNIT-BASED COMPENSATION | 12. UNIT-BASED COMPENSATION Overview Our general partner maintained the Valero Energy Partners LP 2013 Incentive Compensation Plan (2013 ICP) under which various unit and unit-based awards could be granted to employees and non-employee directors. Awards under the 2013 ICP included restricted units that vested over a period determined by the plan. The 2013 ICP was approved by the board of directors and the sole member of our general partner on November 26, 2013 . As of December 31, 2018 , 2,972,496 common units were available to be awarded under the 2013 ICP. On January 10, 2019 , in connection with the completion of the Merger, we terminated our 2013 ICP. As a result, from and after the Effective Time, no equity awards or other rights with respect to common units or other partnership interests will be granted or be outstanding thereunder. See Note 2 regarding the Merger with Valero. Restricted Units Restricted units were granted to each of our three independent directors (i.e., participants) in tandem with an equal number of DERs. The restricted units were scheduled to vest in accordance with individual written agreements between the participants and us in equal one-third increments on each anniversary of the restricted units’ grant date. The DERs entitled the participant to a cash payment equal to the cash distribution per unit paid on our outstanding common units and was paid to the participant in cash as of each record payment date during the period the restricted units were outstanding. Unit-based compensation expense associated with these restricted units was $258,000 , $266,000 , and $196,000 for the years ended December 31, 2018 , 2017 , and 2016 , respectively, and is recorded within general and administrative expenses on our statements of income. Under the terms of Merger Agreement, immediately prior to the completion of the Merger, all restricted units outstanding received immediate and full acceleration of vesting and the associated DERs were canceled and ceased to exist. As a result, 11,880 restricted units became fully vested and $271,000 of previously unrecognized compensation cost will be recognized during 2019. Each holder of a restricted unit received $42.25 per unit with respect to each restricted unit that became vested, along with any corresponding accrued but unpaid distributions with the respect to the DERs related to such restricted unit. See Note 2 for a discussion of the Merger Agreement. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 13. INCOME TAXES Components of income tax expense were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Current U.S. state $ 1,177 $ 942 $ 704 Deferred U.S. state 376 393 408 Income tax expense $ 1,553 $ 1,335 $ 1,112 We are not a taxable entity for U.S. federal income tax purposes or for the majority of states that impose an income tax. Taxes on our net income generally are borne by our partners through the allocation of taxable income. Our income tax expense results from state laws that apply to entities organized as partnerships, specifically in the state of Texas. The difference between income tax expense recorded by us and income taxes computed by applying the statutory federal income tax rate ( 21 percent for 2018 and 35 percent for 2017 and 2016 ) to income before income tax expense is due to the fact that our income is not subject to federal income tax at the entity level as described above. As of December 31, 2018 and 2017 , we had no liability reported for unrecognized tax benefits. We did not have any interest or penalties related to income taxes during the years ended December 31, 2018 , 2017 , and 2016 . |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Information [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | 14. SUPPLEMENTAL CASH FLOW INFORMATION In order to determine net cash provided by operating activities, net income is adjusted by, among other things, changes in current assets and current liabilities as follows (in thousands): Year Ended December 31, 2018 2017 2016 Decrease (increase) in current assets: Receivables – related party $ (1,272 ) $ (9,607 ) $ (10,786 ) Receivables (24 ) (781 ) — Prepaid expenses and other (171 ) 277 (365 ) Increase (decrease) in current liabilities: Accounts payable (5,347 ) 7,411 586 Accounts payable – related party 9,786 (3,404 ) (667 ) Accrued liabilities (149 ) 137 34 Accrued liabilities – related party (703 ) (2,589 ) 3,436 Accrued interest payable 4,916 1,278 1,054 Accrued interest payable – related party (27 ) 864 (429 ) Taxes other than income taxes payable (792 ) 2,684 1,181 Changes in current assets and current liabilities $ 6,217 $ (3,730 ) $ (5,956 ) Cash flows related to interest and income taxes paid were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Interest paid $ 49,051 $ 33,355 $ 13,873 Income taxes paid 904 719 505 The following table presents our investing and financing cash outflows in connection with our acquisitions from Valero as described in Note 3 (in thousands). Of the cash consideration paid, the portion attributed to Valero’s historical carrying value of each acquisition was reflected as an investing cash outflow and the excess purchase price paid over the carrying value of each acquisition was reflected as a financing cash outflow. Investing Financing Total Year ended December 31, 2017: Parkway Pipeline $ 200,249 $ — $ 200,249 Port Arthur terminal 207,595 54,618 262,213 $ 407,844 $ 54,618 $ 462,462 Year ended December 31, 2016: McKee Terminal Services Business $ 51,361 $ 152,639 $ 204,000 Meraux and Three Rivers Terminal Services Business 52,246 223,754 276,000 $ 103,607 $ 376,393 $ 480,000 Noncash investing and financing activities that affected recognized assets or liabilities were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Transfer (from) to Valero for: Deferred income taxes $ — $ — $ (190 ) Change in accrued capital expenditures — — 46 Noncash capital contributions from Valero: Excess of carrying value over purchase price paid for acquisition of Parkway Pipeline (see Note 3) — 51,702 — Capital projects 43,658 41,305 35,732 Increase in accounts payable related to capital expenditures 1,120 570 904 Units issued to Valero in connection with acquisitions (see Note 3) — 46,000 85,000 Units issued under ATM Program included in receivables — — 1,682 In addition to the activities in the preceding table, noncash financing activities included: • the transfers to (from) partners to reflect the impact of ownership changes occurring as a result of the issuance of equity (i) to Valero in connection with our acquisitions from Valero as described in Note 3 and (ii) under our ATM Program as described in Note 11 for the years ended December 31, 2018 , 2017 , and 2016 ; and • the conversion of all of our outstanding subordinated units into common units having an aggregate value of $406.4 million as described in Note 11 for the year ended December 31, 2016 . |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | 15. FAIR VALUE OF FINANCIAL INSTRUMENTS Financial instruments that we recognize in our balance sheets at their carrying amounts are shown in the following table along with their associated fair values (in thousands): Fair Value Hierarchy December 31, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Financial assets: Cash and cash equivalents Level 1 $ 152,106 $ 152,106 $ 42,052 $ 42,052 Financial liabilities: Debt: Revolver Level 2 — — 410,000 410,000 Senior Notes Level 2 989,857 986,290 495,283 523,800 Notes payable – related party Level 2 285,000 285,000 370,000 370,000 |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA (UNAUDITED) | 16. QUARTERLY FINANCIAL DATA (UNAUDITED) The following tables summarize quarterly financial data for the years ended December 31, 2018 and 2017 (in thousands, except per unit amounts): 2018 Quarter Ended March 31 June 30 September 30 December 31 Total revenues – related party $ 131,942 $ 134,627 $ 140,590 $ 139,268 Gross profit (a) 82,101 82,408 88,595 86,100 Operating income 77,989 78,250 84,513 77,750 Net income 66,079 64,019 70,349 63,648 Net income attributable to partners 66,079 64,019 70,349 63,648 Limited partners’ interest in net income 49,524 45,942 52,146 62,375 Net income per limited partner common unit – basic and diluted 0.72 0.66 0.75 0.90 2017 Quarter Ended March 31 June 30 September 30 December 31 Total revenues – related party $ 105,816 $ 110,545 $ 109,340 $ 126,304 Gross profit (a) 70,496 70,985 70,749 78,926 Operating income 66,666 67,122 66,347 74,895 Net income 58,137 58,443 57,589 64,264 Net income attributable to partners 58,137 58,443 57,589 64,264 Limited partners’ interest in net income 48,670 47,024 44,552 49,074 Net income per limited partner common unit – basic and diluted 0.72 0.69 0.65 0.71 (a) Gross profit is calculated as total revenues – related party less cost of revenues (excluding depreciation expense) and depreciation expense. |
Description of Business, Basi_2
Description of Business, Basis of Presentation, and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation General These consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (GAAP) and with the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Acquisitions from Valero Certain of our acquisitions from Valero, as described in Note 3 , were accounted for as transfers of businesses between entities under the common control of Valero. Accordingly, we recorded these business acquisitions on our balance sheet at Valero’s carrying value as of the beginning of the period of transfer, and we retrospectively adjusted prior period financial statements and financial information to furnish comparative information. We refer to the historical results of the transferred businesses from Valero prior to their transfer to us as those of our “Predecessor.” The combined financial statements of our Predecessor were derived from the consolidated financial statements and accounting records of Valero and reflect the combined historical financial position, results of operations, and cash flows of our Predecessor as if the acquisitions from Valero had been combined for periods prior to the effective dates of each acquisition. There were no transactions between the operations of our Predecessor; therefore, there were no intercompany transactions or accounts to be eliminated in connection with the combination of those operations. In addition, our Predecessor’s statements of income include direct charges for the management and operation of our assets and certain expenses allocated by Valero for general corporate services, such as treasury, accounting, and legal services. These expenses were charged, or allocated, to our Predecessor based on the nature of the expenses. Prior to the acquisitions from Valero, our Predecessor transferred cash to Valero daily and Valero funded our Predecessor’s operating and investing activities as needed. Therefore, transfers of cash to and from Valero’s cash management system are reflected as a component of net investment and are reflected as a financing activity in our statements of cash flows. In addition, interest expense was not included on the net cash transfers from Valero. The acquisitions of Parkway Pipeline LLC (Parkway Pipeline) and the Port Arthur terminal (as defined in Note 3 ) from Valero on November 1, 2017 were accounted for as transfers of assets between entities under the common control of Valero. Accordingly, we recorded these asset acquisitions on our balance sheet at Valero’s carrying value as of the acquisition date, and our prior period financial statements and financial information were not retrospectively adjusted for these acquisitions. The financial information presented for the periods after the effective dates of each acquisition represents the consolidated financial position, results of operations, and cash flows of the Partnership. |
Reclassifications | Reclassifications In connection with our adoption of Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers,” (Topic 606) on January 1, 2018, which is described below, we have separately reflected (i) revenues from lease contracts and (ii) revenues from contracts with our customer. Because of this presentation of our revenues, we have also separately reflected cost of revenues and depreciation expense associated with lease contracts and contracts with our customer and have reclassified prior period amounts to conform to the 2018 presentation. In addition, certain prior year amounts have been reclassified to conform to the 2018 presentation. |
Principles of Consolidation | Principles of Consolidation Our consolidated financial statements include the accounts of the Partnership, our subsidiaries, and our Predecessor. All intercompany items and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. On an ongoing basis, we review our estimates based on currently available information. Changes in facts and circumstances may result in revised estimates. |
Cash Equivalents | Cash Equivalents Our cash equivalents are highly liquid investments that have a maturity of three months or less when acquired. |
Receivables - Related Party | Receivables – Related Party Receivables – related party include trade receivables from Valero for transportation and terminaling services provided under various agreements with Valero, as described in Note 4 . These receivables are recorded at the original invoice amount. |
Property and Equipment | Property and Equipment The cost of property and equipment purchased or constructed, including betterments of property and equipment, is capitalized. However, the cost of repairs to and normal maintenance of property and equipment is expensed when incurred. Betterments of property and equipment are those that extend the useful lives of the property and equipment or improve the safety of our operations. The cost of property and equipment constructed includes interest and certain overhead costs allocable to the construction activities. Property and equipment also includes our undivided interest in certain assets. When property and equipment are retired or replaced, the cost and related accumulated depreciation are eliminated, with any gain or loss reflected in depreciation expense, unless such amounts are reported separately due to materiality. Depreciation of property and equipment is recorded on a straight-line basis over the estimated useful lives of the related assets. Leasehold improvements are amortized on a straight-line basis over the shorter of the lease term or the estimated useful life of the related asset. |
Impairment of Assets | Impairment of Assets Long-lived assets are tested for recoverability whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. A long-lived asset is not recoverable if its carrying amount exceeds the sum of the undiscounted cash flows expected to result from its use and eventual disposition. If a long-lived asset is not recoverable, an impairment loss is recognized for the amount by which the carrying amount of the long-lived asset exceeds its fair value, with fair value determined based on discounted estimated net cash flows or other appropriate methods. |
Asset Retirement Obligations | Asset Retirement Obligations We record a liability, which is referred to as an asset retirement obligation, at fair value for the estimated cost to retire a tangible long-lived asset at the time we incur that liability, which is generally when the asset is purchased, constructed, or leased. We record the liability when we have a legal obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, we record the liability when sufficient information is available to estimate the liability’s fair value. |
Environmental Matters | Environmental Matters Liabilities for future remediation costs are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Other than for assessments, the timing and magnitude of these accruals generally are based on the completion of investigations or other studies or a commitment to a formal plan of action. Amounts recorded for environmental liabilities have not been reduced by possible recoveries from third parties and have not been measured on a discounted basis. |
Net Investment | Net Investment Net investment represents Valero’s historical investment in our Predecessor, its accumulated net earnings after taxes, and the net effect of transactions and allocations between our Predecessor and Valero. There were no terms of settlement or interest charges associated with the net investment balance. |
Revenue Recognition | Revenue Recognition General We generate revenues from fee-based transportation and terminaling activities to transport and store crude oil and refined petroleum products using our pipelines and terminals under commercial agreements with Valero. Certain schedules under these agreements are classified as operating leases under existing lease accounting standards, with such revenues reflected as revenues from lease contracts on our statements of income. The remaining schedules under these agreements are service arrangements accounted for as revenues from contracts with our customer, and are reflected as revenues from contracts with customer on our statements of income. Revenue from Lease Contracts Lease revenues are recognized on a straight-line basis over the lease term. Contingent lease revenues are recognized for volumes in excess of minimum throughput commitments. Revenue from Contracts with Customer The FASB issued Topic 606, which clarifies the principles for recognizing revenue and supersedes previous revenue recognition requirements under “Revenue Recognition (Topic 605).” We adopted the provisions of Topic 606 on January 1, 2018 using the modified retrospective method of adoption as permitted by the standard. Under this method, the cumulative effect of initially applying the standard is recognized as an adjustment to the opening balance of partners’ capital, and revenues reported in the periods prior to the date of adoption are not changed. We elected to apply the transition guidance for Topic 606 to individual contracts with our customer that were not completed as of the date of adoption. There was no material impact to our financial position as a result of adopting Topic 606; therefore, there was no cumulative-effect adjustment to partners’ capital as of January 1, 2018. Additionally, there was no material impact to our financial position or results of operations as of and for the year ended December 31, 2018 . See Note 7 for information on our revenues. As a result of our adoption of Topic 606, our revenue recognition accounting policy has been revised. At contract inception, we assess the services promised in our contracts and identify a performance obligation for each promise to transfer to our customer a service (or bundle of services) that is distinct. Revenue from contracts with our customer is recognized over time at the amount of consideration we expect to receive as our performance obligation is satisfied. Our service primarily includes the delivery of crude oil and refined petroleum products that are ratably lifted by or delivered to our customer for its future use or future sale to its end customers. Under our transportation service agreements, the service provided is the delivery of crude oil and refined petroleum products to various points in our pipeline system. Although the products are delivered on a batch basis, we deliver a series of similar goods consecutively over time, therefore, the service is treated as a single performance obligation. Under our terminaling service agreement, the services provided for each terminal are the receipt, storage, and delivery of crude oil and refined petroleum products. These services are treated as a single performance obligation as we perform the service with the same pattern of transfer to our customer over time for which progress towards satisfying the performance obligation can be measured uniformly. The above performance obligations under the transportation service agreements and the terminaling service agreement are satisfied over time because (i) our customer simultaneously receives and consumes the benefits provided by our performance and (ii) another entity would not need to substantially reperform the work that we have completed to date. Our transaction price is based on a contractual rate, which may vary depending on volumes transported on a quarterly basis within each quarterly period. Some schedules contain a quarterly tier-pricing structure, whereby one rate is charged for volumes up to a certain number of average barrels per day and a reduced rate is charged for excess average barrels per day. For schedules that include such variable consideration, we estimate the factors driving the variable consideration to determine the transaction price. Our schedule with our customer states the final terms of the sale, including the description, quantity, and price of each service delivered. We invoice our customer the contractual rate based on the greater of throughput volumes or minimum throughput commitments. Payment is typically due in full within 10 days of receipt of billing, which occurs monthly. In the normal course of business, we do not have obligations for returns or refunds. |
Income Taxes | Income Taxes Our operations are treated as a partnership for federal and state income tax purposes, with each partner being separately taxed on its share of taxable income. Therefore, we have excluded income taxes from these financial statements, except for state taxes that apply to partnerships, specifically the margin tax in Texas. Our Predecessor’s taxable income was included in the consolidated U.S. federal income tax returns of Valero and in certain consolidated state income tax returns. Income taxes are accounted for under the asset and liability method, as if we were a separate taxpayer rather than a member of Valero’s consolidated tax return. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred amounts are measured using enacted tax rates expected to apply to taxable income in the year those temporary differences are expected to be recovered or settled. We classify any interest expense and penalties related to the underpayment of income taxes in income tax expense. |
Net Income per Limited Partner Unit | Net Income per Limited Partner Unit Basic and diluted net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships as described in Note 10 . We calculate net income available to limited partners based on the distributions pertaining to each period’s net income. After considering the appropriate period’s distributions, the remaining undistributed earnings or excess distributions over earnings, if any, are allocated to the general partner, limited partners, and other participating securities in accordance with the contractual terms of our partnership agreement and as prescribed under the two-class method. Participating securities include the general partner’s IDRs and awards under our 2013 ICP (as defined in Note 12 ) that receive distribution equivalent right (DER) payments, as discussed in Note 12 . However, the terms of our partnership agreement limit the general partner’s incentive distribution to the amount of available cash, which, as defined in our partnership agreement, is net of reserves deemed appropriate. As such, IDRs are not allocated undistributed earnings or distributions in excess of earnings in the calculation of net income per limited partner unit. Net losses of our Predecessor are allocated to the general partner. Subsequent to the effective dates of the acquisitions from Valero, we calculate net income available to limited partners based on the methodology described above. Basic net income per limited partner unit is determined pursuant to the two-class method for master limited partnerships. The two-class method is an earnings allocation formula that is used to determine earnings to our general partner, common unitholders, and participating securities according to (i) distributions pertaining to each period’s net income and (ii) participation rights in undistributed earnings. Diluted net income per limited partner unit is also determined using the two-class method, unless the treasury stock method is more dilutive. |
Comprehensive Income | Comprehensive Income We have not reported comprehensive income due to the absence of items of other comprehensive income in the years presented. |
Segment Reporting | Segment Reporting Our operations consist of one reportable segment. All of our operations are conducted and all of our assets are located in the U.S. |
Financial Instruments | Financial Instruments Our financial instruments include cash and cash equivalents, receivables, receivables – related party, accounts payable, accounts payable – related party, debt, and notes payable – related party. The estimated fair values of these financial instruments approximate their carrying amounts, except for certain debt as discussed in Note 15 . |
Business Combinations | Business Combinations We adopted the provisions of Accounting Standards Update (ASU) No. 2017-01, “Business Combinations (Topic 805),” issued by the FASB, on January 1, 2017. This ASU provides a more robust framework to evaluate whether transactions should be accounted for as acquisitions (dispositions) of assets or businesses. Our adoption of this ASU resulted in the acquisitions of Parkway Pipeline and the Port Arthur terminal being accounted for as acquisitions of assets, which are discussed in Note 3 . In addition, more of our future acquisitions may be accounted for as acquisitions of assets in accordance with this ASU. |
New Accounting Pronouncements | Accounting Pronouncement Adopted on January 1, 2019 In February 2016, the FASB issued Topic 842 “Leases” (Topic 842) to increase the transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This new standard is effective for annual reporting periods beginning after December 15, 2018, and interim reporting periods within those annual reporting periods, with early adoption permitted. We adopted this new standard on January 1, 2019 using the optional transition method; however, we did not have a cumulative-effect adjustment to the opening balance of partners’ capital at the date of adoption. The adoption of this standard did not have a material affect on our financial position. The new standard provides a number of optional practical expedients and we elected the following: • Transition Elections . We elected the package of practical expedients that permits us to not reassess our prior conclusions about lease identification, lease classification, and initial direct costs under the new standard, as well as the practical expedient that permits us to not assess existing land easements under the new standard. • Lessee Accounting Policy Elections. We elected the short-term lease recognition exemption whereby right-of-use assets and lease liabilities will not be recognized for leasing arrangements with terms less than one year, and the practical expedient to not separate lease and non-lease components for all classes of underlying assets other than the real estate asset class. • Lessor Accounting Policy Election. We elected the practical expedient to account for lease and non-lease components in a contract as a single lease component for all classes of underlying assets. |
Related-Party Agreements and _2
Related-Party Agreements and Transactions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Summary of related-party transactions | The following is a reconciliation of the amounts presented as net transfers from Valero on our statement of partners’ capital and statement of cash flows for the year ended December 31, 2016 (in thousands): Net transfers from Valero $ 15,030 Less: Noncash transfers from Valero 144 Net transfers from Valero $ 14,886 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Major classes of property and equipment | Major classes of property and equipment consisted of the following (in thousands): December 31, 2018 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — $ 4,672 Pipelines and related assets 225,413 386,596 612,009 Terminals and related assets 138,981 1,227,451 1,366,432 Other 14,138 — 14,138 Construction in progress 29,139 — 29,139 Property and equipment, at cost 412,343 1,614,047 2,026,390 Accumulated depreciation (137,651 ) (479,555 ) (617,206 ) Property and equipment, net $ 274,692 $ 1,134,492 $ 1,409,184 December 31, 2017 Non-Leased Assets Assets Leased to Valero Total Land $ 4,672 $ — $ 4,672 Pipelines and related assets 225,184 385,855 611,039 Terminals and related assets 134,362 1,162,718 1,297,080 Other 14,019 — 14,019 Construction in progress 42,423 — 42,423 Property and equipment, at cost 420,660 1,548,573 1,969,233 Accumulated depreciation (127,136 ) (425,681 ) (552,817 ) Property and equipment, net $ 293,524 $ 1,122,892 $ 1,416,416 |
Debt and Notes Payable - Rela_2
Debt and Notes Payable - Related Party (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | Debt, at stated values, consisted of the following (in thousands): Maturity Date December 31, 2018 2017 Revolver November 2020 $ — $ 410,000 2026 Senior Notes, 4.375% December 2026 500,000 500,000 2028 Senior Notes, 4.5% March 2028 500,000 — Net unamortized discount and debt issuance costs (10,143 ) (4,717 ) Debt $ 989,857 $ 905,283 |
Interest and debt expense, net of capitalized interest | Interest and debt expense, net of capitalized interest was as follows (in thousands): Year Ended December 31, 2018 2017 2016 Interest and debt expense incurred $ 55,475 $ 36,634 $ 14,997 Less: Capitalized interest 407 619 82 Interest and debt expense, net of capitalized interest $ 55,068 $ 36,015 $ 14,915 |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenues | Revenues – related party disaggregated by activity type were as follows (in thousands): Pipeline Transportation Terminaling Storage and Other Total Year Ended December 31, 2018: Revenues from lease contracts $ 70,606 $ 364,363 $ 1,640 $ 436,609 Revenues from contracts with customer 53,545 50,754 5,519 109,818 Total revenues – related party $ 124,151 $ 415,117 $ 7,159 $ 546,427 Year Ended December 31, 2017: Revenues from lease contracts $ 49,474 $ 301,512 $ 546 $ 351,532 Revenues from contracts with customer 51,157 46,484 2,832 100,473 Total revenues – related party $ 100,631 $ 347,996 $ 3,378 $ 452,005 Year ended December 31, 2016: Revenues from lease contracts $ 31,268 $ 241,922 $ 540 $ 273,730 Revenues from contracts with customer 47,183 41,706 — 88,889 Total revenues – related party $ 78,451 $ 283,628 $ 540 $ 362,619 |
Lessor disclosure of operating leases | The components of our revenues from lease contracts were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Minimum lease revenues $ 361,316 $ 292,034 $ 232,211 Contingent lease revenues 75,293 59,498 41,519 Revenues from lease contracts $ 436,609 $ 351,532 $ 273,730 |
Future minimum rentals to be received for operating leases | As of December 31, 2018 , future minimum rentals to be received for operating leases (described above) having initial or remaining noncancelable lease terms in excess of one year are shown below under “Lease Contracts,” and future revenues expected to be recognized from our remaining performance obligations from contracts with our customer with an original expected duration of greater than one year are shown below under “Contracts with Customer” (in thousands): Lease Contracts Contracts with Customer 2019 $ 361,282 $ 81,215 2020 362,268 81,426 2021 361,282 81,215 2022 361,282 81,215 2023 361,076 77,834 Thereafter 2,553,520 39,159 Total $ 4,360,710 $ 442,064 As of December 31, 2018 , our future minimum rental payments for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): Agreements With Related Party Others Total 2019 $ 792 $ 1,132 $ 1,924 2020 765 1,127 1,892 2021 739 1,106 1,845 2022 739 1,106 1,845 2023 739 1,106 1,845 Thereafter 13,958 23,525 37,483 Total minimum rental payments $ 17,732 $ 29,102 $ 46,834 |
Remaining performance obligations from contracts with customer | As of December 31, 2018 , future minimum rentals to be received for operating leases (described above) having initial or remaining noncancelable lease terms in excess of one year are shown below under “Lease Contracts,” and future revenues expected to be recognized from our remaining performance obligations from contracts with our customer with an original expected duration of greater than one year are shown below under “Contracts with Customer” (in thousands): Lease Contracts Contracts with Customer 2019 $ 361,282 $ 81,215 2020 362,268 81,426 2021 361,282 81,215 2022 361,282 81,215 2023 361,076 77,834 Thereafter 2,553,520 39,159 Total $ 4,360,710 $ 442,064 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Changes in asset retirement obligations | Changes in our asset retirement obligations were as follows (in thousands): December 31, 2018 2017 2016 Balance as of beginning of year $ 1,099 $ 1,069 $ 1,021 Accretion expense 32 30 48 Balance as of end of year $ 1,131 $ 1,099 $ 1,069 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum rental payments for leases having initial or remaining noncancelable lease terms in excess of one year | As of December 31, 2018 , future minimum rentals to be received for operating leases (described above) having initial or remaining noncancelable lease terms in excess of one year are shown below under “Lease Contracts,” and future revenues expected to be recognized from our remaining performance obligations from contracts with our customer with an original expected duration of greater than one year are shown below under “Contracts with Customer” (in thousands): Lease Contracts Contracts with Customer 2019 $ 361,282 $ 81,215 2020 362,268 81,426 2021 361,282 81,215 2022 361,282 81,215 2023 361,076 77,834 Thereafter 2,553,520 39,159 Total $ 4,360,710 $ 442,064 As of December 31, 2018 , our future minimum rental payments for leases having initial or remaining noncancelable lease terms in excess of one year were as follows (in thousands): Agreements With Related Party Others Total 2019 $ 792 $ 1,132 $ 1,924 2020 765 1,127 1,892 2021 739 1,106 1,845 2022 739 1,106 1,845 2023 739 1,106 1,845 Thereafter 13,958 23,525 37,483 Total minimum rental payments $ 17,732 $ 29,102 $ 46,834 |
Minimum and contingent rental expenses for all operating leases | Minimum rental expenses for all operating leases were as follows (in thousands): Year Ended December 31, 2018 2017 (a) 2016 (a) Minimum rental expenses – related party $ 740 $ 656 $ 515 Minimum rental expenses – others 1,228 1,384 807 Total minimum rental expenses $ 1,968 $ 2,040 $ 1,322 (a) These amounts have been retrospectively adjusted to exclude non-lease components (i.e., purchase obligations), which had previously been included in minimum rental expenses. Contingent rental expenses for all operating leases were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Contingent rental expenses – related party $ 19 $ 7 $ — Contingent rental expenses – others 210 119 — Total contingent rental expenses $ 229 $ 126 $ — |
Cash Distributions and Net In_2
Cash Distributions and Net Income Per Limited Partner Unit (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Earnings Per Share and Partners' Capital [Abstract] | |
Distributions made to unitholders | The table below summarizes information related to our quarterly cash distributions that have been declared since January 1, 2016: Quarterly Period Ended Total Quarterly Distribution (Per Unit) Total Cash Distribution (In Thousands) Declaration Date Record Date Distribution Date September 30, 2018 $ 0.5510 $ 56,081 October 18, 2018 November 1, 2018 November 9, 2018 June 30, 2018 0.5510 56,081 July 23, 2018 August 3, 2018 August 13, 2018 March 31, 2018 0.5275 52,826 April 19, 2018 May 1, 2018 May 9, 2018 December 31, 2017 0.5075 50,055 January 24, 2018 February 5, 2018 February 13, 2018 September 30, 2017 0.4800 46,242 October 19, 2017 November 1, 2017 November 9, 2017 June 30, 2017 0.4550 42,111 July 19, 2017 August 1, 2017 August 10, 2017 March 31, 2017 0.4275 38,043 April 20, 2017 May 2, 2017 May 11, 2017 December 31, 2016 0.4065 34,895 January 20, 2017 February 2, 2017 February 10, 2017 September 30, 2016 0.3850 32,175 October 24, 2016 November 3, 2016 November 10, 2016 June 30, 2016 0.3650 28,912 July 21, 2016 August 1, 2016 August 9, 2016 March 31, 2016 0.3400 25,608 April 21, 2016 May 2, 2016 May 10, 2016 December 31, 2015 0.3200 22,711 January 25, 2016 February 4, 2016 February 11, 2016 |
Computation of net income per unit | Net income per unit was computed as follows (in thousands, except per unit amounts): Year Ended December 31, 2018 General Valero Limited Partners Common Units Restricted Public Valero Total Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 3,300 $ 36,634 $ 76,209 $ 112,843 $ — $ 116,143 General partner’s IDRs 48,826 — — — — 48,826 DERs — — — — 19 19 Distributions and DERs declared 52,126 36,634 76,209 112,843 19 164,988 Undistributed earnings 1,982 31,525 65,583 97,108 17 99,107 Net income available to limited partners – basic and diluted $ 54,108 $ 68,159 $ 141,792 $ 209,951 $ 36 $ 264,095 Net income per limited partner common unit – basic and diluted: Weighted-average units outstanding 69,250 Net income per limited partner common unit – basic and diluted $ 3.03 Year Ended December 31, 2017 General Partner Valero Limited Partners Common Units Restricted Units Public Valero Total Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 3,363 $ 42,029 $ 86,503 $ 128,532 $ — $ 131,895 General partner’s IDRs 44,534 — — — — 44,534 DERs — — — — 22 22 Distributions and DERs declared 47,897 42,029 86,503 128,532 22 176,451 Undistributed earnings 1,216 19,922 40,834 60,756 10 61,982 Net income available to limited partners – basic and diluted $ 49,113 $ 61,951 $ 127,337 $ 189,288 $ 32 $ 238,433 Net income per limited partner common unit – basic and diluted: Weighted-average units outstanding 68,220 Net income per limited partner common unit – basic and diluted $ 2.77 Year Ended December 31, 2016 General Valero Limited Partners Common Units Limited Partners Subordinated Restricted Public Valero Total Total Allocation of net income to determine net income available to limited partners: Distributions, excluding general partner’s IDRs $ 2,294 $ 32,362 $ 47,263 $ 79,625 $ 20,297 $ — $ 102,216 General partner’s IDRs 19,354 — — — — — 19,354 DERs — — — — — 20 20 Distributions and DERs declared 21,648 32,362 47,263 79,625 20,297 20 121,590 Undistributed earnings 1,905 26,322 33,130 59,452 21,289 17 82,663 Net income available to limited partners – basic and diluted $ 23,553 $ 58,684 $ 80,393 $ 139,077 $ 41,586 $ 37 $ 204,253 Net income per limited partner unit – basic and diluted: Weighted-average units outstanding 48,817 17,463 Net income per limited partner unit – basic and diluted $ 2.85 $ 2.38 |
Partners' Capital (Tables)
Partners' Capital (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Partners' Capital Notes [Abstract] | |
Activity in the number of units | Activity in the number of units was as follows: Limited Partners General Partner Valero Common Unitholders Public Common Unitholder Valero Subordinated Unitholder Valero Total Balance as of December 31, 2015 21,509,651 15,018,602 28,789,989 1,332,829 66,651,071 Unit-based compensation 5,958 — — — 5,958 Units issued in connection with acquisitions (see Note 3) — 1,878,680 — 38,340 1,917,020 Conversion of subordinated units — 28,789,989 (28,789,989 ) — — Unit issuance under ATM Program 223,083 — — — 223,083 General partner units issued to maintain 2% interest — — — 4,552 4,552 Balance as of December 31, 2016 21,738,692 45,687,271 — 1,375,721 68,801,684 Unit-based compensation 5,997 — — — 5,997 Units issued in connection with acquisitions (see Note 3) — 1,081,315 — 22,068 1,103,383 Units issued under ATM Program 742,897 — — — 742,897 General partner units issued to maintain 2% interest — — — 15,602 15,602 Balance as of December 31, 2017 22,487,586 46,768,586 — 1,413,391 70,669,563 Unit-based compensation (see Note 12) 5,898 — — — 5,898 General partner units issued to maintain 2% interest — — — 120 120 Balance as of December 31, 2018 22,493,484 46,768,586 — 1,413,511 70,675,581 The following table summarizes activities of the common units issued under our ATM Program and general partner units issued to maintain the 2.0 percent general partner interest in the Partnership (in thousands, except unit amounts): Units Total Offering Net Year Ended December 31, 2017: Common – public 742,897 $ 35,728 $ 594 $ 35,134 General partner 15,602 748 — 748 Year Ended December 31, 2016: Common – public 223,083 9,724 107 9,617 General partner 4,552 198 — 198 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of income tax expense | Components of income tax expense were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Current U.S. state $ 1,177 $ 942 $ 704 Deferred U.S. state 376 393 408 Income tax expense $ 1,553 $ 1,335 $ 1,112 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental cash flow disclosures | In order to determine net cash provided by operating activities, net income is adjusted by, among other things, changes in current assets and current liabilities as follows (in thousands): Year Ended December 31, 2018 2017 2016 Decrease (increase) in current assets: Receivables – related party $ (1,272 ) $ (9,607 ) $ (10,786 ) Receivables (24 ) (781 ) — Prepaid expenses and other (171 ) 277 (365 ) Increase (decrease) in current liabilities: Accounts payable (5,347 ) 7,411 586 Accounts payable – related party 9,786 (3,404 ) (667 ) Accrued liabilities (149 ) 137 34 Accrued liabilities – related party (703 ) (2,589 ) 3,436 Accrued interest payable 4,916 1,278 1,054 Accrued interest payable – related party (27 ) 864 (429 ) Taxes other than income taxes payable (792 ) 2,684 1,181 Changes in current assets and current liabilities $ 6,217 $ (3,730 ) $ (5,956 ) Cash flows related to interest and income taxes paid were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Interest paid $ 49,051 $ 33,355 $ 13,873 Income taxes paid 904 719 505 The following table presents our investing and financing cash outflows in connection with our acquisitions from Valero as described in Note 3 (in thousands). Of the cash consideration paid, the portion attributed to Valero’s historical carrying value of each acquisition was reflected as an investing cash outflow and the excess purchase price paid over the carrying value of each acquisition was reflected as a financing cash outflow. Investing Financing Total Year ended December 31, 2017: Parkway Pipeline $ 200,249 $ — $ 200,249 Port Arthur terminal 207,595 54,618 262,213 $ 407,844 $ 54,618 $ 462,462 Year ended December 31, 2016: McKee Terminal Services Business $ 51,361 $ 152,639 $ 204,000 Meraux and Three Rivers Terminal Services Business 52,246 223,754 276,000 $ 103,607 $ 376,393 $ 480,000 |
Supplemental cash flow disclosures, noncash activities | Noncash investing and financing activities that affected recognized assets or liabilities were as follows (in thousands): Year Ended December 31, 2018 2017 2016 Transfer (from) to Valero for: Deferred income taxes $ — $ — $ (190 ) Change in accrued capital expenditures — — 46 Noncash capital contributions from Valero: Excess of carrying value over purchase price paid for acquisition of Parkway Pipeline (see Note 3) — 51,702 — Capital projects 43,658 41,305 35,732 Increase in accounts payable related to capital expenditures 1,120 570 904 Units issued to Valero in connection with acquisitions (see Note 3) — 46,000 85,000 Units issued under ATM Program included in receivables — — 1,682 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Carrying amounts and estimated fair value of financial instruments | Financial instruments that we recognize in our balance sheets at their carrying amounts are shown in the following table along with their associated fair values (in thousands): Fair Value Hierarchy December 31, 2018 December 31, 2017 Carrying Amount Fair Value Carrying Amount Fair Value Financial assets: Cash and cash equivalents Level 1 $ 152,106 $ 152,106 $ 42,052 $ 42,052 Financial liabilities: Debt: Revolver Level 2 — — 410,000 410,000 Senior Notes Level 2 989,857 986,290 495,283 523,800 Notes payable – related party Level 2 285,000 285,000 370,000 370,000 |
Quarterly Financial Data (Una_2
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial data | The following tables summarize quarterly financial data for the years ended December 31, 2018 and 2017 (in thousands, except per unit amounts): 2018 Quarter Ended March 31 June 30 September 30 December 31 Total revenues – related party $ 131,942 $ 134,627 $ 140,590 $ 139,268 Gross profit (a) 82,101 82,408 88,595 86,100 Operating income 77,989 78,250 84,513 77,750 Net income 66,079 64,019 70,349 63,648 Net income attributable to partners 66,079 64,019 70,349 63,648 Limited partners’ interest in net income 49,524 45,942 52,146 62,375 Net income per limited partner common unit – basic and diluted 0.72 0.66 0.75 0.90 2017 Quarter Ended March 31 June 30 September 30 December 31 Total revenues – related party $ 105,816 $ 110,545 $ 109,340 $ 126,304 Gross profit (a) 70,496 70,985 70,749 78,926 Operating income 66,666 67,122 66,347 74,895 Net income 58,137 58,443 57,589 64,264 Net income attributable to partners 58,137 58,443 57,589 64,264 Limited partners’ interest in net income 48,670 47,024 44,552 49,074 Net income per limited partner common unit – basic and diluted 0.72 0.69 0.65 0.71 (a) Gross profit is calculated as total revenues – related party less cost of revenues (excluding depreciation expense) and depreciation expense. |
Description of Business, Basi_3
Description of Business, Basis of Presentation, and Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2018refinerysegment | |
Business and Basis of Presentation (Textual) | |
Limited partnership formation date | Jul. 24, 2013 |
Payment typically due, period post receipt of billing | 10 days |
Number of reportable segments | segment | 1 |
Majority Shareholder [Member] | |
Business and Basis of Presentation (Textual) | |
Number of Valero owned refineries | refinery | 10 |
Merger With Valero (Details)
Merger With Valero (Details) - Subsequent Event [Member] - Valero [Member] - Valero Energy Partners LP [Member] $ / shares in Units, $ in Millions | Jan. 10, 2019USD ($)$ / shares |
Acquisition [Line Items] | |
Unit price to be paid in cash for each common unit (in dollars per unit) | $ / shares | $ 42.25 |
Aggregate merger consideration | $ | $ 950 |
Acquisitions (Details)
Acquisitions (Details) bbl / d in Thousands, bbl in Thousands, $ in Thousands | Nov. 01, 2017USD ($)bbl / dshares | Jan. 18, 2017USD ($)bbl / dpropertybbl | Sep. 01, 2016USD ($)subsidiaryshares | Apr. 01, 2016USD ($)subsidiaryshares | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares |
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 1,103,383 | 1,917,020 | |||||
Proceeds from debt borrowings | $ 0 | $ 380,000 | $ 349,000 | ||||
Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 1,081,315 | 1,878,680 | |||||
General Partner [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 22,068 | 38,340 | |||||
Revolver [Member] | McKee Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Proceeds from debt borrowings | $ 139,000 | ||||||
Revolver [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Proceeds from debt borrowings | $ 210,000 | ||||||
Majority Shareholder [Member] | |||||||
Acquisitions (Textual) | |||||||
Business acquisition, cash distribution | $ 462,462 | $ 480,000 | |||||
Majority Shareholder [Member] | McKee Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Aggregate value of units issued | 36,000 | ||||||
Business acquisition, effective date | Apr. 1, 2016 | ||||||
Business acquisition, total consideration for acquired businesses | 240,000 | ||||||
Business acquisition, cash distribution | 204,000 | 204,000 | |||||
Business acquisition, payments to acquire businesses using cash on hand | $ 65,000 | ||||||
Number of subsidiaries acquired from Valero | subsidiary | 1 | ||||||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Aggregate value of units issued | 49,000 | ||||||
Business acquisition, effective date | Sep. 1, 2016 | ||||||
Business acquisition, total consideration for acquired businesses | 325,000 | ||||||
Business acquisition, cash distribution | 276,000 | $ 276,000 | |||||
Business acquisition, payments to acquire businesses using cash on hand | $ 66,000 | ||||||
Number of subsidiaries acquired from Valero | subsidiary | 2 | ||||||
Majority Shareholder [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | McKee Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 728,775 | ||||||
Majority Shareholder [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 1,149,905 | ||||||
Majority Shareholder [Member] | General Partner [Member] | McKee Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 14,873 | ||||||
Majority Shareholder [Member] | General Partner [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 23,467 | ||||||
Red River Crude System [Member] | Pipelines and related assets [Member] | |||||||
Acquisitions (Textual) | |||||||
Asset acquisition, effective date | Jan. 18, 2017 | ||||||
Undivided ownership interest in assets (percent) | 40.00% | ||||||
Number of properties acquired | property | 2 | ||||||
Storage tank capacity (in shell barrels) | bbl | 150 | ||||||
Asset acquisition, cash distribution | $ 71,800 | ||||||
Throughput capacity of assets acquired (in barrels per day) | bbl / d | 150 | ||||||
Red River Crude System [Member] | Pipelines and related assets [Member] | Joint Ownership Agreement (JOA) and Operating and Administrative Services Agreement with Plains [Member] | |||||||
Acquisitions (Textual) | |||||||
Duration of agreement | 5 years | ||||||
Duration of renewal option | 5 years | ||||||
Red River Crude System [Member] | Pipelines and related assets [Member] | Joint Ownership Agreement (JOA) and Operating and Administrative Services Agreement with Plains [Member] | Plains All American Pipeline L.P.’s (Plains) [Member] | |||||||
Acquisitions (Textual) | |||||||
Undivided ownership interest in assets (percent) | 60.00% | ||||||
Parkway Pipeline [Member] | Majority Shareholder [Member] | |||||||
Acquisitions (Textual) | |||||||
Asset acquisition, cash distribution | $ 82,000 | ||||||
Business acquisition, cash distribution | 200,249 | ||||||
Parkway Pipeline [Member] | Pipelines and related assets [Member] | Majority Shareholder [Member] | |||||||
Acquisitions (Textual) | |||||||
Asset acquisition, effective date | Nov. 1, 2017 | ||||||
Throughput capacity of assets acquired (in barrels per day) | bbl / d | 110 | ||||||
Asset acquisition, total consideration for assets acquired | $ 200,000 | ||||||
Port Arthur Terminal [Member] | Majority Shareholder [Member] | |||||||
Acquisitions (Textual) | |||||||
Asset acquisition, cash distribution | 262,000 | ||||||
Aggregate value of units issued | $ 46,000 | ||||||
Business acquisition, cash distribution | $ 262,213 | ||||||
Port Arthur Terminal [Member] | Majority Shareholder [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 1,081,315 | ||||||
Port Arthur Terminal [Member] | Majority Shareholder [Member] | General Partner [Member] | |||||||
Acquisitions (Textual) | |||||||
Units issued in connection with acquisitions (units) | shares | 22,068 | ||||||
Port Arthur Terminal [Member] | Pipelines and related assets [Member] | Majority Shareholder [Member] | |||||||
Acquisitions (Textual) | |||||||
Asset acquisition, effective date | Nov. 1, 2017 | ||||||
Asset acquisition, total consideration for assets acquired | $ 308,000 |
Related-Party Agreements and _3
Related-Party Agreements and Transactions, Agreements (Details) bbl in Thousands, $ in Millions | 1 Months Ended | 12 Months Ended |
Apr. 30, 2018bbl | Dec. 31, 2018USD ($)renewal | |
Commercial Agreements [Member] | ||
Related-Party Agreements and Transactions (Textual) | ||
Storage tank capacity (in shell barrels) | bbl | 180 | |
Agreement maturity date | Jun. 30, 2033 | |
Majority Shareholder [Member] | Commercial Agreements [Member] | ||
Related-Party Agreements and Transactions (Textual) | ||
Duration of agreement | 10 years | |
Number of renewal options | 1 | |
Duration of renewal option | 5 years | |
Majority Shareholder [Member] | Amended and Restated Omnibus Agreement [Member] | ||
Related-Party Agreements and Transactions (Textual) | ||
Annual administrative fee | $ | $ 13.2 | |
Majority Shareholder [Member] | Services and Secondment Agreement [Member] | ||
Related-Party Agreements and Transactions (Textual) | ||
Duration of agreement | 10 years | |
Duration of renewal option | 1 year | |
Prior written notice | 30 days | |
Majority Shareholder [Member] | Lease Agreements [Member] | ||
Related-Party Agreements and Transactions (Textual) | ||
Duration of agreement | 10 years | |
Number of renewal options | 4 | |
Duration of renewal period, lease agreement | 5 years | |
Majority Shareholder [Member] | Ground Lease Agreement [Member] | ||
Related-Party Agreements and Transactions (Textual) | ||
Duration of agreement | 20 years | |
Number of renewal options | 0 |
Related-Party Agreements and _4
Related-Party Agreements and Transactions, Insurance Recoveries (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Majority Shareholder [Member] | |
Related Party Transaction [Line Items] | |
Insurance recoveries | $ 2.7 |
Related-Party Agreements and _5
Related-Party Agreements and Transactions, Net Investment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Party Transaction [Line Items] | |||
Net transfers from Valero per statements of cash flows | $ 0 | $ 0 | $ 14,886 |
Majority Shareholder [Member] | |||
Related Party Transaction [Line Items] | |||
Net transfers from Valero per statements of partners’ capital | 15,030 | ||
Less: Noncash transfers from Valero | 144 | ||
Net transfers from Valero per statements of cash flows | $ 14,886 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | $ 412,343 | $ 420,660 |
Accumulated depreciation, property and equipment, excluding assets subject to operating lease | (137,651) | (127,136) |
Property and equipment excluding assets subject to operating lease, net | 274,692 | 293,524 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 1,614,047 | 1,548,573 |
Accumulated depreciation, assets leased to Valero | (479,555) | (425,681) |
Assets leased to Valero, net | 1,134,492 | 1,122,892 |
Total | ||
Property and equipment, at cost | 2,026,390 | 1,969,233 |
Accumulated depreciation | (617,206) | (552,817) |
Property and equipment, net | 1,409,184 | 1,416,416 |
Land [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 4,672 | 4,672 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 0 | 0 |
Total | ||
Property and equipment, at cost | 4,672 | 4,672 |
Pipelines and related assets [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 225,413 | 225,184 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 386,596 | 385,855 |
Total | ||
Property and equipment, at cost | 612,009 | 611,039 |
Terminals and related assets [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 138,981 | 134,362 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 1,227,451 | 1,162,718 |
Total | ||
Property and equipment, at cost | 1,366,432 | 1,297,080 |
Other [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 14,138 | 14,019 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 0 | 0 |
Total | ||
Property and equipment, at cost | 14,138 | 14,019 |
Construction in progress [Member] | ||
Non-Leased Assets | ||
Property and equipment excluding assets subject to operating lease, at cost | 29,139 | 42,423 |
Assets Leased to Valero | ||
Assets leased to Valero, at cost | 0 | 0 |
Total | ||
Property and equipment, at cost | $ 29,139 | $ 42,423 |
Debt and Notes Payable - Rela_3
Debt and Notes Payable - Related Party, Schedule of Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Debt Instruments [Abstract] | |||
Net unamortized discount and debt issuance costs | $ (10,143) | $ (4,717) | |
Debt | 989,857 | 905,283 | |
Line of Credit [Member] | VLP Revolver [Member] | |||
Debt Instruments [Abstract] | |||
Debt, gross | 0 | 410,000 | |
Senior Notes [Member] | |||
Debt Instruments [Abstract] | |||
Debt | 989,857 | 495,283 | |
Senior Notes [Member] | Senior Notes Due December 2026 [Member] | |||
Debt Instruments [Abstract] | |||
Interest rate of notes (percent) | 4.375% | ||
Debt, gross | $ 500,000 | 500,000 | |
Senior Notes [Member] | Senior Notes Due March 2028 [Member] | |||
Debt Instruments [Abstract] | |||
Interest rate of notes (percent) | 4.50% | ||
Debt, gross | $ 500,000 | $ 0 |
Debt and Notes Payable - Rela_4
Debt and Notes Payable - Related Party, Revolver and Senior Notes (Details) | Nov. 01, 2017USD ($) | Sep. 01, 2016USD ($) | Apr. 01, 2016USD ($) | Dec. 31, 2018USD ($)quarter | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | $ 0 | $ 380,000,000 | $ 349,000,000 | |||
Payments of debt issuance costs | 4,542,000 | 492,000 | 4,462,000 | |||
Senior Notes [Abstract] | ||||||
Proceeds from issuance of senior notes | 498,300,000 | 0 | 499,795,000 | |||
Payments of debt issuance costs | 4,542,000 | $ 492,000 | 4,462,000 | |||
Revolver [Member] | McKee Terminal Services Business [Member] | ||||||
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | $ 139,000,000 | |||||
Revolver [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | $ 210,000,000 | |||||
Line of Credit [Member] | Revolver [Member] | ||||||
Credit Facility [Abstract] | ||||||
Line of credit facility, maximum borrowing capacity | $ 750,000,000 | |||||
Line of credit facility, maturity date | Nov. 20, 2020 | |||||
Line of credit facility, interest rate at period end | 2.875% | |||||
Number of prior quarterly reporting periods | quarter | 4 | |||||
Repayments of long-term lines of credit | $ 410,000,000 | 494,000,000 | ||||
Payments of debt issuance costs | 0 | $ 0 | ||||
Senior Notes [Abstract] | ||||||
Payments of debt issuance costs | 0 | 0 | ||||
Repayments of long-term lines of credit | $ 410,000,000 | 494,000,000 | ||||
Line of Credit [Member] | Revolver [Member] | McKee Terminal Services Business [Member] | ||||||
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | 139,000,000 | |||||
Line of Credit [Member] | Revolver [Member] | Meraux and Three Rivers Terminal Services Business [Member] | ||||||
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | 210,000,000 | |||||
Line of Credit [Member] | Revolver [Member] | Parkway Pipeline [Member] | ||||||
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | $ 118,000,000 | |||||
Line of Credit [Member] | Revolver [Member] | Port Arthur Terminal [Member] | ||||||
Credit Facility [Abstract] | ||||||
Proceeds from long-term lines of credit | $ 262,000,000 | |||||
Line of Credit [Member] | Revolver [Member] | Maximum [Member] | ||||||
Credit Facility [Abstract] | ||||||
Debt to EBITDA ratio as per terms of revolver | 5 | |||||
Debt to EBITDA ratio following certain acquisitions as per terms of revolver | 5.5 | |||||
Line of Credit [Member] | Letters of Credit [Member] | ||||||
Credit Facility [Abstract] | ||||||
Long-term line of credit, noncurrent | $ 0 | $ 0 | ||||
Senior Notes [Member] | Senior Notes Due March 2028 [Member] | ||||||
Credit Facility [Abstract] | ||||||
Payments of debt issuance costs | 4,500,000 | |||||
Senior Notes [Abstract] | ||||||
Aggregate principal amount of debt issued | $ 500,000,000 | |||||
Interest rate of notes (percent) | 4.50% | |||||
Long-term debt, maturity date | Mar. 15, 2028 | |||||
Proceeds from issuance of senior notes | $ 498,300,000 | |||||
Payments of debt issuance costs | $ 4,500,000 | |||||
Senior Notes [Member] | Senior Notes Due December 2026 [Member] | ||||||
Credit Facility [Abstract] | ||||||
Payments of debt issuance costs | 4,500,000 | |||||
Senior Notes [Abstract] | ||||||
Aggregate principal amount of debt issued | $ 500,000,000 | |||||
Interest rate of notes (percent) | 4.375% | |||||
Long-term debt, maturity date | Dec. 15, 2026 | |||||
Proceeds from issuance of senior notes | $ 499,800,000 | |||||
Payments of debt issuance costs | $ 4,500,000 |
Debt and Notes Payable - Rela_5
Debt and Notes Payable - Related Party, Notes Payable - Related Party (Details) | Feb. 01, 2019USD ($) | Jan. 19, 2019USD ($) | Dec. 31, 2018USD ($)loan_agreement | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | |||||
Notes payable to related party, repayments | $ 85,000,000 | $ 0 | $ 0 | ||
Outstanding balance of Loan Agreements | 285,000,000 | 370,000,000 | |||
Subordinated Debt [Member] | Majority Shareholder [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes payable to related party, repayments | 85,000,000 | 0 | $ 0 | ||
Outstanding balance of Loan Agreements | $ 285,000,000 | $ 370,000,000 | |||
Subordinated Debt [Member] | Majority Shareholder [Member] | Subsequent Event [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes payable to related party, repayments | $ 185,000,000 | ||||
Outstanding balance of debt converted to capital contribution from Valero | $ 100,000,000 | ||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Houston and St. Charles Terminal Services Business [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes to related party, maturity date | Mar. 1, 2020 | ||||
Subordinated Debt [Member] | Majority Shareholder [Member] | Corpus Christi Terminal Services Business [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes to related party, maturity date | Oct. 1, 2020 | ||||
Subordinated Debt [Member] | Subordinated Credit Agreements With Valero [Member] | Majority Shareholder [Member] | |||||
Debt Instrument [Line Items] | |||||
Number of loan agreements | loan_agreement | 2 | ||||
Notes payable to related party, rate at period end (percent) | 3.84925% | 2.86069% |
Debt and Notes Payable - Rela_6
Debt and Notes Payable - Related Party, Other Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Interest Costs Incurred [Abstract] | ||||
Interest and debt expense incurred | $ 55,475 | $ 36,634 | $ 14,997 | |
Less: Capitalized interest | 407 | 619 | 82 | |
Interest and debt expense, net of capitalized interest | [1] | 55,068 | $ 36,015 | $ 14,915 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||||
Due in 2020 | 285,000 | |||
Due in 2026 | 500,000 | |||
Due in 2028 | $ 500,000 | |||
[1] | Includes interest and debt expense – related party of $10,693 thousand, $9,658 thousand, and $6,608 thousand for the years ended December 31, 2018, 2017, and 2016, respectively. |
Revenues, Disaggregation of Rev
Revenues, Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues from lease contracts | $ 436,609 | $ 351,532 | $ 273,730 | ||||||||
Revenues from contracts with customer | 109,818 | 100,473 | 88,889 | ||||||||
Total revenues – related party | $ 139,268 | $ 140,590 | $ 134,627 | $ 131,942 | $ 126,304 | $ 109,340 | $ 110,545 | $ 105,816 | 546,427 | 452,005 | 362,619 |
Pipeline Transportation [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues from lease contracts | 70,606 | 49,474 | 31,268 | ||||||||
Revenues from contracts with customer | 53,545 | 51,157 | 47,183 | ||||||||
Total revenues – related party | 124,151 | 100,631 | 78,451 | ||||||||
Terminaling [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues from lease contracts | 364,363 | 301,512 | 241,922 | ||||||||
Revenues from contracts with customer | 50,754 | 46,484 | 41,706 | ||||||||
Total revenues – related party | 415,117 | 347,996 | 283,628 | ||||||||
Storage and Other [Member] | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues from lease contracts | 1,640 | 546 | 540 | ||||||||
Revenues from contracts with customer | 5,519 | 2,832 | 0 | ||||||||
Total revenues – related party | $ 7,159 | $ 3,378 | $ 540 |
Revenues, Operating Leases - Le
Revenues, Operating Leases - Lessor (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Leases, Lease Revenue | |||
Minimum lease revenues | $ 361,316 | $ 292,034 | $ 232,211 |
Contingent lease revenues | 75,293 | 59,498 | 41,519 |
Revenues from lease contracts | $ 436,609 | $ 351,532 | $ 273,730 |
Revenues, Receivables from Cont
Revenues, Receivables from Contracts with Customer (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Receivables from contracts with customer, included in receivables – related party | $ 47,768 | $ 46,496 | |
Revenue from Contracts with Customer [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Receivables from contracts with customer, included in receivables – related party | $ 10,000 | $ 8,300 |
Revenues, Future Minimum Rental
Revenues, Future Minimum Rentals (Details) - Majority Shareholder [Member] $ in Thousands | Dec. 31, 2018USD ($) |
Future Minimum Rentals to be Received on Noncancelable Lease Agreements | |
2,019 | $ 361,282 |
2,020 | 362,268 |
2,021 | 361,282 |
2,022 | 361,282 |
2,023 | 361,076 |
Thereafter | 2,553,520 |
Total minimum rental payments | $ 4,360,710 |
Revenues, Remaining Performance
Revenues, Remaining Performance Obligations (Details) - Majority Shareholder [Member] $ in Thousands | Dec. 31, 2018USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2019-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenues expected to be recognized for our remaining performance obligations from contracts with our customer | $ 81,215 |
Expected timing of performance obligation satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenues expected to be recognized for our remaining performance obligations from contracts with our customer | $ 81,426 |
Expected timing of performance obligation satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenues expected to be recognized for our remaining performance obligations from contracts with our customer | $ 81,215 |
Expected timing of performance obligation satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Future revenues expected to be recognized for our remaining performance obligations from contracts with our customer | $ 81,215 |
Expected timing of performance obligation 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] | |
Future revenues expected to be recognized for our remaining performance obligations from contracts with our customer | $ 77,834 |
Expected timing of performance obligation 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] | |
Future revenues expected to be recognized for our remaining performance obligations from contracts with our customer | $ 442,064 |
Expected timing of performance obligation satisfaction |
Asset Retirement Obligations (D
Asset Retirement Obligations (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Changes in Asset Retirement Obligations | |||
Balance as of beginning of year | $ 1,099,000 | $ 1,069,000 | $ 1,021,000 |
Accretion expense | 32,000 | 30,000 | 48,000 |
Balance as of end of year | 1,131,000 | 1,099,000 | $ 1,069,000 |
Current liability for asset retirement obligations | 0 | 0 | |
Assets that are legally restricted for purposes | $ 0 | $ 0 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |||
Future Minimum Rentals on Operating Leases | |||||
2,019 | $ 1,924 | ||||
2,020 | 1,892 | ||||
2,021 | 1,845 | ||||
2,022 | 1,845 | ||||
2,023 | 1,845 | ||||
Thereafter | 37,483 | ||||
Total minimum rental payments | 46,834 | ||||
Operating Leases, Rent Expense, Net [Abstract] | |||||
Minimum rental expense for operating leases | 1,968 | $ 2,040 | [1] | $ 1,322 | [1] |
Contingent rental expenses for operating leases | 229 | 126 | 0 | ||
Related Party [Member] | |||||
Future Minimum Rentals on Operating Leases | |||||
2,019 | 792 | ||||
2,020 | 765 | ||||
2,021 | 739 | ||||
2,022 | 739 | ||||
2,023 | 739 | ||||
Thereafter | 13,958 | ||||
Total minimum rental payments | 17,732 | ||||
Operating Leases, Rent Expense, Net [Abstract] | |||||
Minimum rental expense for operating leases | 740 | 656 | [1] | 515 | [1] |
Contingent rental expenses for operating leases | 19 | 7 | 0 | ||
Others [Member] | |||||
Future Minimum Rentals on Operating Leases | |||||
2,019 | 1,132 | ||||
2,020 | 1,127 | ||||
2,021 | 1,106 | ||||
2,022 | 1,106 | ||||
2,023 | 1,106 | ||||
Thereafter | 23,525 | ||||
Total minimum rental payments | 29,102 | ||||
Operating Leases, Rent Expense, Net [Abstract] | |||||
Minimum rental expense for operating leases | 1,228 | 1,384 | [1] | 807 | [1] |
Contingent rental expenses for operating leases | $ 210 | $ 119 | $ 0 | ||
[1] | These amounts have been retrospectively adjusted to exclude non-lease components (i.e., purchase obligations), which had previously been included in minimum rental expenses. |
Cash Distributions and Net In_3
Cash Distributions and Net Income Per Limited Partner Unit, Cash Distributions (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 09, 2018 | Aug. 13, 2018 | May 09, 2018 | Feb. 13, 2018 | Nov. 09, 2017 | Aug. 10, 2017 | May 11, 2017 | Feb. 10, 2017 | Nov. 10, 2016 | Aug. 09, 2016 | May 10, 2016 | Feb. 11, 2016 |
Quarterly Cash Distributions | ||||||||||||
Total quarterly distribution (in dollars per unit) | $ 0.5510 | $ 0.5510 | $ 0.5275 | $ 0.5075 | $ 0.4800 | $ 0.4550 | $ 0.4275 | $ 0.4065 | $ 0.3850 | $ 0.3650 | $ 0.3400 | $ 0.3200 |
Total cash distributions | $ 56,081 | $ 56,081 | $ 52,826 | $ 50,055 | $ 46,242 | $ 42,111 | $ 38,043 | $ 34,895 | $ 32,175 | $ 28,912 | $ 25,608 | $ 22,711 |
Cash Distributions and Net In_4
Cash Distributions and Net Income Per Limited Partner Unit, Net Income Per Limited Partner Common Unit (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Allocation of net income to determine net income available to limited partners: | |||||||||||
Distributions, excluding general partner’s IDRs | $ 116,143 | $ 131,895 | $ 102,216 | ||||||||
General partner’s IDRs | 48,826 | 44,534 | 19,354 | ||||||||
DERs | 19 | 22 | 20 | ||||||||
Distributions and DERs declared | 164,988 | 176,451 | 121,590 | ||||||||
Undistributed earnings | 99,107 | 61,982 | 82,663 | ||||||||
Net income available to limited partners – basic and diluted | $ 264,095 | $ 238,433 | $ 204,253 | ||||||||
Net income per limited partner unit – basic and diluted: | |||||||||||
Weighted-average units outstanding (units) | 69,250 | 68,220 | 48,817 | ||||||||
Net income per limited partner unit – basic and diluted (in dollars per unit) | $ 0.90 | $ 0.75 | $ 0.66 | $ 0.72 | $ 0.71 | $ 0.65 | $ 0.69 | $ 0.72 | $ 3.03 | $ 2.77 | $ 2.85 |
General Partner Valero [Member] | |||||||||||
Allocation of net income to determine net income available to limited partners: | |||||||||||
Distributions, excluding general partner’s IDRs | $ 3,300 | $ 3,363 | $ 2,294 | ||||||||
General partner’s IDRs | 48,826 | 44,534 | 19,354 | ||||||||
Distributions and DERs declared | 52,126 | 47,897 | 21,648 | ||||||||
Undistributed earnings | 1,982 | 1,216 | 1,905 | ||||||||
Net income available to limited partners – basic and diluted | 54,108 | 49,113 | 23,553 | ||||||||
Limited Partner [Member] | |||||||||||
Allocation of net income to determine net income available to limited partners: | |||||||||||
Distributions, excluding general partner’s IDRs | 112,843 | 128,532 | 79,625 | ||||||||
Distributions and DERs declared | 112,843 | 128,532 | 79,625 | ||||||||
Undistributed earnings | 97,108 | 60,756 | 59,452 | ||||||||
Net income available to limited partners – basic and diluted | 209,951 | 189,288 | 139,077 | ||||||||
Limited Partner [Member] | Common Unitholders Public [Member] | |||||||||||
Allocation of net income to determine net income available to limited partners: | |||||||||||
Distributions, excluding general partner’s IDRs | 36,634 | 42,029 | 32,362 | ||||||||
Distributions and DERs declared | 36,634 | 42,029 | 32,362 | ||||||||
Undistributed earnings | 31,525 | 19,922 | 26,322 | ||||||||
Net income available to limited partners – basic and diluted | $ 68,159 | $ 61,951 | $ 58,684 | ||||||||
Net income per limited partner unit – basic and diluted: | |||||||||||
Weighted-average units outstanding (units) | 69,250 | 68,220 | 48,817 | ||||||||
Net income per limited partner unit – basic and diluted (in dollars per unit) | $ 3.03 | $ 2.77 | $ 2.85 | ||||||||
Limited Partner [Member] | Common Unitholder Valero [Member] | |||||||||||
Allocation of net income to determine net income available to limited partners: | |||||||||||
Distributions, excluding general partner’s IDRs | $ 76,209 | $ 86,503 | $ 47,263 | ||||||||
Distributions and DERs declared | 76,209 | 86,503 | 47,263 | ||||||||
Undistributed earnings | 65,583 | 40,834 | 33,130 | ||||||||
Net income available to limited partners – basic and diluted | 141,792 | 127,337 | 80,393 | ||||||||
Limited Partner [Member] | Subordinated Units [Member] | |||||||||||
Allocation of net income to determine net income available to limited partners: | |||||||||||
Distributions, excluding general partner’s IDRs | 20,297 | ||||||||||
Distributions and DERs declared | 20,297 | ||||||||||
Undistributed earnings | 21,289 | ||||||||||
Net income available to limited partners – basic and diluted | $ 41,586 | ||||||||||
Net income per limited partner unit – basic and diluted: | |||||||||||
Weighted-average units outstanding (units) | 17,463 | ||||||||||
Net income per limited partner unit – basic and diluted (in dollars per unit) | $ 2.38 | ||||||||||
Restricted Units [Member] | |||||||||||
Allocation of net income to determine net income available to limited partners: | |||||||||||
DERs | 19 | 22 | $ 20 | ||||||||
Distributions and DERs declared | 19 | 22 | 20 | ||||||||
Undistributed earnings | 17 | 10 | 17 | ||||||||
Net income available to limited partners – basic and diluted | $ 36 | $ 32 | $ 37 |
Partners' Capital Partners' Cap
Partners' Capital Partners' Capital, Unit Activity (Details) - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance (units) | 70,669,563 | 68,801,684 | 66,651,071 |
Unit-based compensation (units) | 5,898 | 5,997 | 5,958 |
Units issued in connection with acquisitions (units) | 1,103,383 | 1,917,020 | |
Units issued under ATM program (units) | 742,897 | 223,083 | |
General partner units issued to maintain 2% interest (units) | 120 | 15,602 | 4,552 |
Ending balance (units) | 70,675,581 | 70,669,563 | 68,801,684 |
Limited Partner [Member] | Common Unitholders Public [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance (units) | 22,487,586 | 21,738,692 | 21,509,651 |
Unit-based compensation (units) | 5,898 | 5,997 | 5,958 |
Units issued under ATM program (units) | 742,897 | 223,083 | |
Ending balance (units) | 22,493,484 | 22,487,586 | 21,738,692 |
Limited Partner [Member] | Common Unitholder Valero [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance (units) | 46,768,586 | 45,687,271 | 15,018,602 |
Units issued in connection with acquisitions (units) | 1,081,315 | 1,878,680 | |
Conversion of subordinated units (units) | 28,789,989 | ||
Ending balance (units) | 46,768,586 | 46,768,586 | 45,687,271 |
Limited Partner [Member] | Subordinated Unitholder Valero [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance (units) | 0 | 0 | 28,789,989 |
Conversion of subordinated units (units) | (28,789,989) | ||
Ending balance (units) | 0 | 0 | 0 |
General Partner Valero [Member] | |||
Partners' Capital Roll Forward (Units) [Abstract] | |||
Beginning balance (units) | 1,413,391 | 1,375,721 | 1,332,829 |
Units issued in connection with acquisitions (units) | 22,068 | 38,340 | |
General partner units issued to maintain 2% interest (units) | 120 | 15,602 | 4,552 |
Ending balance (units) | 1,413,511 | 1,413,391 | 1,375,721 |
Partners' Capital, ATM Program'
Partners' Capital, ATM Program's Narrative (Details) | Aug. 10, 2016 | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2018USD ($) | Sep. 16, 2016USD ($) |
Limited Partners' Capital Account [Line Items] | ||||||
Proceeds from common units issued, gross | $ 5,000 | $ 34,176,000 | $ 11,289,000 | |||
Aggregate offering price of common units, remaining available | $ 304,500,000 | $ 304,500,000 | ||||
Subordinated units conversion to common units, ratio | 1 | |||||
Public Offering [Member] | ||||||
Limited Partners' Capital Account [Line Items] | ||||||
Aggregate offering price of common units | $ 350,000,000 | |||||
Proceeds from common units issued, gross | $ 45,500,000 | |||||
Valero [Member] | ||||||
Limited Partners' Capital Account [Line Items] | ||||||
General partner ownership interest (percent) | 2.00% |
Partners' Capital, Schedule of
Partners' Capital, Schedule of Common Units Issued Under ATM Program (Details) - USD ($) $ in Thousands | 12 Months Ended | 28 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2018 | |
Partners' Capital | ||||
Public offering of common units (units) | 742,897 | 223,083 | ||
Proceeds from common units issued, gross | $ 5 | $ 34,176 | $ 11,289 | |
Common units offering costs | $ 0 | $ 594 | $ 883 | |
General partner units issued (units) | 120 | 15,602 | 4,552 | |
Proceeds from general partner units issued | $ 5 | $ 748 | $ 198 | |
Public Offering [Member] | ||||
Partners' Capital | ||||
Proceeds from common units issued, gross | $ 45,500 | |||
Limited Partner [Member] | Common Unitholders Public [Member] | ||||
Partners' Capital | ||||
Public offering of common units (units) | 742,897 | 223,083 | ||
Proceeds from common units issued, gross | $ 33,428 | $ 11,091 | ||
Limited Partner [Member] | Common Unitholders Public [Member] | Public Offering [Member] | ||||
Partners' Capital | ||||
Public offering of common units (units) | 742,897 | 223,083 | ||
Proceeds from common units issued, gross | $ 35,728 | $ 9,724 | ||
Common units offering costs | 594 | 107 | ||
Proceeds from common units issued, net | 35,134 | 9,617 | ||
General Partner Valero [Member] | ||||
Partners' Capital | ||||
Proceeds from common units issued, gross | $ 5 | $ 748 | $ 198 | |
General partner units issued (units) | 120 | 15,602 | 4,552 | |
General Partner Valero [Member] | General Partner Valero [Member] | ||||
Partners' Capital | ||||
General partner units issued (units) | 15,602 | 4,552 | ||
Proceeds from general partner units issued | $ 748 | $ 198 |
Unit-based Compensation (Detail
Unit-based Compensation (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($)independent_directorshares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jan. 10, 2019$ / shares | |
Unit-based Compensation (Textual) | |||||
Number of non-employee directors | independent_director | 3 | ||||
Unit-based compensation | $ 258 | $ 266 | $ 196 | ||
Valero [Member] | Valero Energy Partners LP [Member] | Subsequent Event [Member] | |||||
Unit-based Compensation (Textual) | |||||
Unit price paid in cash for each restricted unit that became vested (in dollars per unit) | $ / shares | $ 42.25 | ||||
VLP 2013 Incentive Compensation Plan [Member] | Incentive Compensation Plan [Member] | |||||
Unit-based Compensation (Textual) | |||||
Number of common units available to be awarded under the 2013 ICP (units) | shares | 2,972,496 | ||||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | |||||
Unit-based Compensation (Textual) | |||||
Unit-based compensation | $ 258 | $ 266 | $ 196 | ||
VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | Scenario, Forecast [Member] | |||||
Unit-based Compensation (Textual) | |||||
Unit-based compensation | $ 271 | ||||
Units fully vested (in units) | shares | 11,880 | ||||
Vesting in 1st Anniversary of Grant Date [Member] | VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | |||||
Unit-based Compensation (Textual) | |||||
Restricted unit vesting schedule (percent) | 33.00% | ||||
Vesting in 2nd Anniversary of Grant Date [Member] | VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | |||||
Unit-based Compensation (Textual) | |||||
Restricted unit vesting schedule (percent) | 33.00% | ||||
Vesting in 3rd Anniversary of Grant Date [Member] | VLP 2013 Incentive Compensation Plan [Member] | Restricted Unit [Member] | |||||
Unit-based Compensation (Textual) | |||||
Restricted unit vesting schedule (percent) | 33.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Components of Income Tax Expense | |||
Current U.S. state | $ 1,177,000 | $ 942,000 | $ 704,000 |
Deferred U.S. state | 376,000 | 393,000 | 408,000 |
Income tax expense | $ 1,553,000 | $ 1,335,000 | $ 1,112,000 |
Income Taxes (Textual) | |||
Statutory federal income tax rate (percent) | 21.00% | 35.00% | 35.00% |
Liability for unrecognized tax benefits | $ 0 | $ 0 | |
Interest or penalties accrued | $ 0 | $ 0 | $ 0 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | Sep. 01, 2016 | Apr. 01, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Decrease (increase) in current assets: | |||||
Receivables – related party | $ (1,272) | $ (9,607) | $ (10,786) | ||
Receivables | (24) | (781) | 0 | ||
Prepaid expenses and other | (171) | 277 | (365) | ||
Increase (decrease) in current liabilities: | |||||
Accounts payable | (5,347) | 7,411 | 586 | ||
Accounts payable – related party | 9,786 | (3,404) | (667) | ||
Accrued liabilities | (149) | 137 | 34 | ||
Accrued liabilities – related party | (703) | (2,589) | 3,436 | ||
Accrued interest payable | 4,916 | 1,278 | 1,054 | ||
Accrued interest payable – related party | (27) | 864 | (429) | ||
Taxes other than income taxes payable | (792) | 2,684 | 1,181 | ||
Changes in current assets and current liabilities | 6,217 | (3,730) | (5,956) | ||
Cash Flows Related to Interest and Income Taxes | |||||
Interest paid | 49,051 | 33,355 | 13,873 | ||
Income taxes paid | 904 | 719 | 505 | ||
Investing and Financing Cash Outflows in Connection with Acquisitions | |||||
Financing cash outflow | 0 | 54,618 | 376,393 | ||
Other Noncash Activities | |||||
Increase in accounts payable related to capital expenditures | 1,120 | 570 | 904 | ||
Units issued under ATM Program included in receivables | 0 | 0 | 1,682 | ||
Majority Shareholder [Member] | |||||
Investing and Financing Cash Outflows in Connection with Acquisitions | |||||
Investing cash outflow | 0 | 407,844 | 103,607 | ||
Financing cash outflow | 54,618 | 376,393 | |||
Investing and financing cash outflow, total | 462,462 | 480,000 | |||
Transfer (from) to Valero for: | |||||
Deferred income taxes | (144) | ||||
Other Noncash Activities | |||||
Units issued to Valero in connection with acquisitions | 0 | 46,000 | 85,000 | ||
Majority Shareholder [Member] | Limited Partner [Member] | Common Unitholder Valero [Member] | |||||
Other Noncash Activities | |||||
Noncash conversion of subordinated units issued | 406,400 | ||||
Majority Shareholder [Member] | Limited Partner [Member] | Subordinated Unitholder Valero [Member] | |||||
Other Noncash Activities | |||||
Noncash conversion of subordinated units converted | 406,400 | ||||
Majority Shareholder [Member] | Deferred Income Taxes [Member] | |||||
Transfer (from) to Valero for: | |||||
Deferred income taxes | 0 | 0 | (190) | ||
Majority Shareholder [Member] | Construction in progress [Member] | |||||
Transfer (from) to Valero for: | |||||
Change in accrued capital expenditures | 0 | 0 | 46 | ||
Majority Shareholder [Member] | McKee Terminal Services Business [Member] | |||||
Investing and Financing Cash Outflows in Connection with Acquisitions | |||||
Investing cash outflow | 51,361 | ||||
Financing cash outflow | 152,639 | ||||
Investing and financing cash outflow, total | $ 204,000 | 204,000 | |||
Majority Shareholder [Member] | Meraux and Three Rivers Terminal Services Business [Member] | |||||
Investing and Financing Cash Outflows in Connection with Acquisitions | |||||
Investing cash outflow | 52,246 | ||||
Financing cash outflow | 223,754 | ||||
Investing and financing cash outflow, total | $ 276,000 | 276,000 | |||
Majority Shareholder [Member] | Parkway Pipeline [Member] | |||||
Investing and Financing Cash Outflows in Connection with Acquisitions | |||||
Investing cash outflow | 200,249 | ||||
Financing cash outflow | 0 | ||||
Investing and financing cash outflow, total | 200,249 | ||||
Noncash capital contributions from Valero: | |||||
Excess of carrying value over purchase price paid for acquisition of Parkway Pipeline | 0 | 51,702 | 0 | ||
Majority Shareholder [Member] | Port Arthur Terminal [Member] | |||||
Investing and Financing Cash Outflows in Connection with Acquisitions | |||||
Investing cash outflow | 207,595 | ||||
Financing cash outflow | 54,618 | ||||
Investing and financing cash outflow, total | 262,213 | ||||
Majority Shareholder [Member] | Capital Projects [Member] | |||||
Noncash capital contributions from Valero: | |||||
Capital projects | $ 43,658 | $ 41,305 | $ 35,732 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Financial assets: | ||||
Cash and cash equivalents, at carrying amount | $ 152,106 | $ 42,052 | $ 71,491 | $ 80,783 |
Financial liabilities: | ||||
Debt, at carrying amount | 989,857 | 905,283 | ||
Notes payable to related party, at carrying amount | 285,000 | 370,000 | ||
Senior Notes [Member] | ||||
Financial liabilities: | ||||
Debt, at carrying amount | 989,857 | 495,283 | ||
Subordinated Debt [Member] | Majority Shareholder [Member] | ||||
Financial liabilities: | ||||
Notes payable to related party, at carrying amount | 285,000 | 370,000 | ||
Revolver [Member] | Line of Credit [Member] | ||||
Financial liabilities: | ||||
Debt, at carrying amount | 0 | 410,000 | ||
Fair Value, Inputs, Level 1 [Member] | ||||
Financial assets: | ||||
Cash and cash equivalents, at fair value | 152,106 | 42,052 | ||
Fair Value, Inputs, Level 2 [Member] | Senior Notes [Member] | ||||
Financial liabilities: | ||||
Debt, at fair value | 986,290 | 523,800 | ||
Fair Value, Inputs, Level 2 [Member] | Subordinated Debt [Member] | Majority Shareholder [Member] | ||||
Financial liabilities: | ||||
Notes payable to related party, at fair value | 285,000 | 370,000 | ||
Fair Value, Inputs, Level 2 [Member] | Revolver [Member] | Line of Credit [Member] | ||||
Financial liabilities: | ||||
Debt, at fair value | $ 0 | $ 410,000 |
Quarterly Financial Data (Una_3
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Quarterly Financial Data | ||||||||||||
Total revenues – related party | $ 139,268 | $ 140,590 | $ 134,627 | $ 131,942 | $ 126,304 | $ 109,340 | $ 110,545 | $ 105,816 | $ 546,427 | $ 452,005 | $ 362,619 | |
Gross profit | [1] | 86,100 | 88,595 | 82,408 | 82,101 | 78,926 | 70,749 | 70,985 | 70,496 | |||
Operating income | 77,750 | 84,513 | 78,250 | 77,989 | 74,895 | 66,347 | 67,122 | 66,666 | 318,502 | 275,030 | 204,574 | |
Net income | 63,648 | 70,349 | 64,019 | 66,079 | 64,264 | 57,589 | 58,443 | 58,137 | 264,095 | 238,433 | 188,831 | |
Net income attributable to partners | 63,648 | 70,349 | 64,019 | 66,079 | 64,264 | 57,589 | 58,443 | 58,137 | 264,095 | 238,433 | 204,253 | |
Limited partners’ interest in net income | $ 62,375 | $ 52,146 | $ 45,942 | $ 49,524 | $ 49,074 | $ 44,552 | $ 47,024 | $ 48,670 | $ 209,987 | $ 189,320 | $ 180,700 | |
Net income per limited partner common unit – basic and diluted (in dollars per unit) | $ 0.90 | $ 0.75 | $ 0.66 | $ 0.72 | $ 0.71 | $ 0.65 | $ 0.69 | $ 0.72 | $ 3.03 | $ 2.77 | $ 2.85 | |
[1] | Gross profit is calculated as total revenues – related party less cost of revenues (excluding depreciation expense) and depreciation expense. |