AMERICAN MIDSTREAM PARTNERS, LP, 10-Q filed on 5/9/2016
Quarterly Report
Document and Entity Information
3 Months Ended
Mar. 31, 2016
May 6, 2016
Dec. 31, 2015
May 6, 2016
Series B [Member]
May 6, 2016
Series C [Member]
Apr. 25, 2016
Subsequent Event [Member]
Series C [Member]
Document Information [Line Items]
 
 
 
 
 
 
Entity Registrant Name
American Midstream Partners, LP 
 
 
 
 
 
Entity Central Index Key
0001513965 
 
 
 
 
 
Document Type
10-Q 
 
 
 
 
 
Document Period End Date
Mar. 31, 2016 
 
 
 
 
 
Amendment Flag
false 
 
 
 
 
 
Document Fiscal Year Focus
2016 
 
 
 
 
 
Document Fiscal Period Focus
Q1 
 
 
 
 
 
Current Fiscal Year End Date
--12-31 
 
 
 
 
 
Entity Filer Category
Accelerated Filer 
 
 
 
 
 
Entity Common Stock, Shares Outstanding
 
30,896,502 
 
 
 
 
Series A convertible preferred, units, outstanding
9,499,000 
9,499,370 
9,210,000 
 
 
 
Limited Partners' Capital Account, units outstanding
 
 
 
0 
 
 
Limited Partners' Capital Account, Units Issued
 
 
 
 
8,571,429 
8,571,429 
Condensed Consolidated Balance Sheets (Unaudited) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Current assets
 
 
Cash and cash equivalents
$ 0 
$ 0 
Accounts receivable
6,258 
3,181 
Unbilled revenue
14,519 
15,559 
Risk management assets
206 
365 
Other current assets
6,827 
10,094 
Total current assets
27,810 
29,199 
Property, plant and equipment, net
650,285 
648,013 
Goodwill
16,262 
16,262 
Intangible assets, net
99,877 
100,965 
Investment in unconsolidated affiliates
81,047 
82,301 
Other assets, net
14,221 
14,556 
Total assets
889,502 
891,296 
Current liabilities
 
 
Accounts payable
5,255 
4,667 
Accrued gas purchases
6,532 
7,281 
Accrued expenses and other current liabilities
25,861 
25,035 
Current portion of long-term debt
1,672 
2,338 
Risk management liabilities
163 
0 
Total current liabilities
39,483 
39,321 
Derivative Liability, Noncurrent
730 
0 
Asset Retirement Obligations, Noncurrent
28,750 
28,549 
Other liabilities
505 
1,001 
Long-term debt
549,400 
525,100 
Deferred tax liability
6,120 
5,826 
Total liabilities
624,988 
599,797 
Series A convertible preferred units (9,499 thousand and 9,210 thousand units issued and outstanding as of March 31, 2016 and December 31, 2015, respectively)
174,183 
169,712 
Equity and partners' capital
 
 
General Partner Interest (542 thousand and 536 thousand units issued and outstanding as of March 31, 2016 and December 31, 2015, respectively)
(108,036)
(104,853)
Accumulated other comprehensive income (loss)
54 
40 
Total partners’ capital
85,729 
117,257 
Noncontrolling interests
4,602 
4,530 
Total equity and partners' capital
90,331 
121,787 
Total liabilities, equity and partners' capital
889,502 
891,296 
Limited Partner Common Units [Member]
 
 
Equity and partners' capital
 
 
Limited Partner Interests (30,890 thousand and 30,427 thousand units issued and outstanding as of March 31, 2016 and December 31, 2015, respectively)
193,711 
188,477 
Limited Partner Series B Convertible Units [Member]
 
 
Equity and partners' capital
 
 
Limited Partner Interests (30,890 thousand and 30,427 thousand units issued and outstanding as of March 31, 2016 and December 31, 2015, respectively)
$ 0 
$ 33,593 
Condensed Consolidated Balance Sheets (Parenthetical) (Unaudited)
Mar. 31, 2016
Dec. 31, 2015
Statement of Financial Position [Abstract]
 
 
Series A convertible preferred, units, issued
9,499,000 
9,210,000 
Series A convertible preferred, units, outstanding
9,499,000 
9,210,000 
General partner interest, units issued
542,000 
536,000 
Limited Partner Series B Convertible Units [Member]
 
 
Statement of Financial Position [Abstract]
 
 
Limited Partners' Capital Account, Units Issued
0 
1,350,000 
Limited Partner Common Units [Member]
 
 
Statement of Financial Position [Abstract]
 
 
Limited Partners' Capital Account, Units Issued
30,890,000 
30,427,000 
Partnership Interest [Member]
 
 
Statement of Financial Position [Abstract]
 
 
General partner interest units,outstanding
542,000 
536,000 
Partnership Interest [Member] |
Limited Partner Common Units [Member]
 
 
Statement of Financial Position [Abstract]
 
 
Limited Partners' Capital Account, units outstanding
30,890,000 
30,427,000 
Condensed Consolidated Statements of Operations (Unaudited) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Revenue
$ 46,123 
$ 64,462 
Gain (loss) on commodity derivatives, net
(103)
147 
Total revenue
46,020 
64,609 
Operating expenses:
 
 
Purchases of natural gas, NGLs and condensate
16,913 
28,978 
Direct operating expenses
14,521 
13,867 
Selling, general and administrative expenses
8,534 
6,935 
Equity compensation expense
1,084 
1,698 
Depreciation, amortization and accretion expense
10,094 
9,689 
Total operating expenses
51,146 
61,167 
Total operating expenses
51,146 
61,167 
Gain (loss) on sale of assets, net
10 
(8)
Operating income (loss)
(5,116)
3,434 
Interest expense
(5,872)
(2,610)
Earnings in unconsolidated affiliates
7,343 
167 
Net income (loss) before income tax (expense) benefit
(3,645)
991 
Income tax (expense) benefit
(319)
(156)
Net income (loss) from continuing operations
(3,964)
835 
Income (loss) from discontinued operations, net of tax
0 
5 
Net income (loss)
(3,964)
840 
Net income (loss) attributable to noncontrolling interests
(13)
14 
Net Income (Loss) Attributable to Parent
(3,951)
826 
Distribution declared per common unit (a)
$ 0.4725 1
$ 0.4725 1
Income (Loss) from Continuing Operations, Per Outstanding Limited Partnership Unit, Basic, Net of Tax
$ (0.33)
$ (0.19)
Limited partners' net income (loss) per unit from discontinued operations (basic and diluted)
$ 0.00 
$ 0.00 
Weighted average number of units used in computation of Limited Partners’ net income (loss) per unit (basic and diluted)
30,819 
22,703 
Net Income (Loss), Per Outstanding Limited Partnership Unit, Basic, Net of Tax
$ (0.33)
$ (0.19)
General Partner [Member]
 
 
Operating expenses:
 
 
General Partner's Interest in net income (loss)
(52)
10 
Limited Partner [Member]
 
 
Operating expenses:
 
 
Limited Partners' Interest in net income (loss)
$ (3,899)
$ 816 
Condensed Consolidated Statements of Comprehensive Income (Unaudited) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Net income (loss)
$ (3,964)
$ 840 
Unrealized gain (loss) on postretirement benefit plan assets and liabilities
14 
(11)
Comprehensive income (loss)
(3,950)
829 
Net income (loss) attributable to noncontrolling interests
(13)
14 
Comprehensive income (loss) attributable to the Partnership
(3,937)
815 
Accumulated Other Comprehensive Income (Loss) [Member]
 
 
Unrealized gain (loss) on postretirement benefit plan assets and liabilities
$ 14 
$ (11)
Condensed Consolidated Statements of Changes in Partners' Capital (Unaudited) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Dec. 31, 2014
Partners' Capital
$ 85,729 
 
$ 117,257 
 
Net income (loss)
(3,964)
840 
 
 
Net Income (Loss) Attributable to Parent
(3,951)
826 
 
 
Net income (loss) attributable to noncontrolling interests
(13)
14 
 
 
Unitholder distributions
(17,046)
(12,159)
 
 
LTIP tax netting unit repurchase
(150)
(725)
 
 
Unrealized gain (loss) on postretirement benefit plan assets and liabilities
14 
(11)
 
 
Partners' Capital
85,729 
 
117,257 
 
General Partner [Member]
 
 
 
 
Partners' Capital
(108,036)
(4,528)
(104,853)
(2,450)
Net Income (Loss) Allocated to General Partners
(52)
10 
 
 
Unitholder contributions
92 
23 
 
 
Unitholder distributions
(2,087)
(1,495)
 
 
LTIP vesting
(2,041)
(2,117)
 
 
Equity compensation expense
905 
1,501 
 
 
Issuance of common units, net of offering costs
0 
 
 
 
Partners' Capital
(108,036)
(4,528)
(104,853)
(2,450)
Limited Partner [Member]
 
 
 
 
Partners' Capital
193,711 
282,603 
188,477 
294,695 
Net Income (Loss) Allocated to Limited Partners
(3,899)
816 
 
 
Unitholder distributions
(19,430)
(14,496)
 
 
LTIP vesting
2,041 
2,313 
 
 
LTIP tax netting unit repurchase
150 
(725)
 
 
Issuance of common units, net of offering costs
(104)
 
 
 
Conversion of Series B units
33,593 
 
 
 
Partners' Capital
193,711 
282,603 
188,477 
294,695 
Series B [Member]
 
 
 
 
Partners' Capital
0 
32,640 
33,593 
32,220 
Issuance of common units, net of offering costs
0 
 
 
 
Partners' Capital
0 
32,640 
33,593 
32,220 
Accumulated Other Comprehensive Income (Loss) [Member]
 
 
 
 
Partners' Capital
54 
(9)
40 
2 
Unrealized gain (loss) on postretirement benefit plan assets and liabilities
14 
(11)
 
 
Partners' Capital
54 
(9)
40 
2 
Parent [Member]
 
 
 
 
Partners' Capital
85,729 
310,706 
117,257 
324,467 
Net Income (Loss) Attributable to Parent
(3,951)
826 
 
 
Unitholder contributions
92 
23 
 
 
Unitholder distributions
(21,517)
(15,991)
 
 
LTIP vesting
0 
196 
 
 
LTIP tax netting unit repurchase
150 
(725)
 
 
Equity compensation expense
905 
1,501 
 
 
Unrealized gain (loss) on postretirement benefit plan assets and liabilities
14 
(11)
 
 
Partners' Capital
85,729 
310,706 
117,257 
324,467 
Noncontrolling Interest [Member]
 
 
 
 
Partners' Capital
4,602 
4,694 
4,530 
4,717 
Net distributions to noncontrolling interests
(85)
(37)
 
 
Issuance of common units, net of offering costs
0 
 
 
 
Partners' Capital
4,602 
4,694 
4,530 
4,717 
Series B [Member]
 
 
 
 
Unitholder distributions
0 
(420)
 
 
Series B [Member] |
Series B [Member]
 
 
 
 
Conversion of Series B units
(33,593)
420 
 
 
Series B [Member] |
Parent [Member]
 
 
 
 
Conversion of Series B units
0 
 
 
 
Costar Midstream, L.L.C. [Member]
 
 
 
 
Escrow Units, Canceled
$ (6,817)
$ 0 
 
 
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Net income (loss)
$ (3,964,000)
$ 840,000 
Depreciation, amortization and accretion expense
10,094,000 
9,689,000 
Amortization of deferred financing costs
465,000 
338,000 
Amortization of weather derivative premium
219,000 
241,000 
Unrealized (gain) loss on commodity derivatives, net
833,000 
(55,000)
Non-cash compensation
1,084,000 
1,720,000 
Postretirement expense (benefit)
0 
8,000 
(Gain) loss on sale of assets, net
(10,000)
(8,000)
Earnings in unconsolidated affiliates
(7,343,000)
(167,000)
Distributions from unconsolidated affiliates
7,343,000 
167,000 
Deferred tax expense (benefit)
294,000 
158,000 
Accounts receivable
(3,077,000)
(3,414,000)
Unbilled revenue
1,040,000 
3,515,000 
Other current assets
3,265,000 
917,000 
Other assets, net
41,000 
49,000 
Accounts payable
(209,000)
(151,000)
Accrued gas purchases
(749,000)
(3,048,000)
Accrued expenses and other current liabilities
(435,000)
(1,702,000)
Asset retirement obligations
0 
(83,000)
Other liabilities
(674,000)
88,000 
Net cash provided by operating activities
8,217,000 
9,102,000 
Cost of acquisitions, net of cash acquired and settlements
0 
(183,000)
Additions to property, plant and equipment
(18,070,000)
(38,922,000)
Proceeds from disposals of property, plant and equipment
29,000 
2,800,000 
Investment in unconsolidated affiliates
(3,546,000)
0 
Proceeds from equity method investments, return of capital
6,172,000 
833,000 
Restricted cash
0 
6,450,000 
Net cash used in investing activities
(15,415,000)
(28,656,000)
Proceeds from issuance of common units to public, net of offering costs
(149,000)
(148,000)
Unitholder contributions
92,000 
0 
Unitholder distributions
(17,046,000)
(12,159,000)
Issuance of Series A Units, net of issuance costs
0 
20,000,000 
LTIP tax netting unit repurchase
(150,000)
(725,000)
Deferred financing costs
(135,000)
(163,000)
Payments on other debt
(666,000)
(1,613,000)
Borrowings on other debt
867,000 
0 
Payments on long-term debt
(32,450,000)
(54,200,000)
Borrowings on long-term debt
56,750,000 
68,100,000 
Net cash provided by financing activities
7,198,000 
19,055,000 
Net increase (decrease) in cash and cash equivalents
0 
(499,000)
Beginning of period
0 
499,000 
End of period
0 
0 
Interest payments, net
4,537,000 
2,290,000 
(Decrease) increase in accrued property, plant and equipment
(164,000)
(3,678,000)
Accrued and paid-in-kind unitholder distribution for Series A Units
4,500,000 
3,410,000 
Series A [Member]
 
 
Paid-in-kind unitholder distribution for Series B Units
0 
420,000 
Noncontrolling Interest [Member]
 
 
Net contributions from (distributions to) noncontrolling interests
85,000 
(37,000)
Costar Midstream, L.L.C. [Member]
 
 
Escrow Units, Canceled
$ 6,817,000 
$ 0 
Organization and Basis of Presentation
Organization and Basis of Presentation
Organization, Basis of Presentation and Summary of Significant Accounting Policies

General

American Midstream Partners, LP (the "Partnership", "we", "us", or "our"), was formed on August 20, 2009 as a Delaware limited partnership for the purpose of owning, operating, developing and acquiring a diversified portfolio of midstream energy assets. The Partnership's general partner, American Midstream GP, LLC (the "General Partner"), is 95% owned by High Point Infrastructure Partners, LLC ("HPIP") and 5% owned by AIM Midstream Holdings, LLC. We hold our assets primarily in a number of wholly owned limited liability companies, two limited partnerships and a corporation. Our capital accounts consist of notional general partner units and limited partner interests.

Nature of Business

We are engaged in the business of gathering, treating, processing, and transporting natural gas; gathering, transporting, storing, treating and fractionating NGLs; gathering, storing and transporting crude oil and condensates; and storing specialty chemical products, all through our ownership and operation of twelve gathering systems, five processing facilities, three fractionation facilities, three interstate pipelines, five intrastate pipelines, three marine terminal sites, and one crude oil pipeline. We also own a 66.7% non-operated interest in Main Pass Oil Gathering Company ("MPOG"), a crude oil gathering and processing system, a 50% undivided, non-operated interest in the Burns Point Plant, a natural gas processing plant, a 47% non-operated interest in Mesquite, an off-spec condensate fractionation project, and a 12.9% non-operated indirect interest in the Delta House floating production system and related pipeline infrastructure ("Delta House"). Our primary assets, which are strategically located in Alabama, Georgia, Louisiana, Mississippi, North Dakota, Tennessee, Texas and the Gulf of Mexico, provide critical infrastructure that links producers of natural gas, crude oil, NGLs, condensate and specialty chemicals to numerous intermediate and end-use markets. We currently operate more than 3,000 miles of pipelines that gather and transport over 1 Bcf/d of natural gas and operate approximately 1.8 million barrels of storage capacity across three marine terminal sites.

Basis of Presentation

These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end balance sheet data was derived from consolidated audited financial statements but does not include disclosures required by GAAP for annual periods. The information furnished herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for a fair statement of financial position and results of operations for the respective interim periods.

Our financial results for the three months ended March 31, 2016, are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. These unaudited condensed consolidated financial statements should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the Securities and Exchange Commission (the "SEC") on March 7, 2016 (“Annual Report.”)

Consolidation Policy

The accompanying condensed consolidated financial statements include accounts of American Midstream Partners, LP, and its controlled subsidiaries. All significant inter-company accounts and transactions have been eliminated in the preparation of the accompanying condensed consolidated financial statements.

Investment in Unconsolidated Affiliates

Equity investments in which the Partnership exercises significant influence, but does not control and is not the primary beneficiary, are accounted for using the equity method and are reported in Investment in unconsolidated affiliates in the accompanying condensed consolidated balance sheets.

The Partnership believes the equity method is an appropriate means for it to recognize increases or decreases, measured by GAAP, in the economic resources underlying the investments. Regular evaluation of these investments is appropriate to evaluate any potential need for impairment. The Partnership uses evidence of a loss in value to identify if an investment has declined in value, other than a temporary decline.

The Partnership accounts for its 66.7% non-operated interest in MPOG, its 47.0% non-operated interest in Mesquite and its 12.9% non-operated indirect interest in Delta House under the equity method.

Use of Estimates

When preparing condensed consolidated financial statements in conformity with GAAP, management must make estimates and assumptions based on information available at the time. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, as well as the disclosures of contingent assets and liabilities as of the date of the financial statements. Estimates and assumptions are based on information available at the time such estimates and assumptions are made. Adjustments made with respect to the use of these estimates and assumptions often relate to information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements. Estimates and assumptions are used in, among other things, i) estimating unbilled revenues, product purchases and operating and general and administrative costs, ii) developing fair value assumptions, including estimates of future cash flows and discount rates, iii) analyzing long-lived assets, goodwill and intangible assets for possible impairment, iv) estimating the useful lives of assets and v) determining amounts to accrue for contingencies, guarantees and indemnifications. Actual results, therefore, could differ materially from estimated amounts.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers (Topic 606), which amends the existing accounting standards for revenue recognition. The standard requires an entity to recognize revenue in a manner that depicts the transfer of goods or services to customers at an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2015-14 was subsequently issued and deferred the effective date to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606) - Principal Versus Agent Considerations as further clarification on principal versus agent considerations. We are currently evaluating the method of adoption and impact these standards will have on our consolidated financial statements and related disclosures.

In February 2015, the FASB issued ASU No. 2015-02, Consolidation - Amendments to the Consolidation Analysis, which amends the current consolidation guidance. The amendments affect both the variable interest entity ("VIE") and voting interest entity ("VOE") consolidation models.  The standard is effective for public reporting entities in the fiscal periods beginning after December 15, 2015. The Partnership completed an assessment of its current VIEs in connection with the adoption of this standard in the current quarter, and determined no change to its previous assessments were required.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). This amendment requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the method of adoption and impact this standard will have on our consolidated financial statements and related disclosures.

In March 2016, the FASB issued ASU No. 2016-06, Derivatives and Hedging (Topic 815). This amendment clarifies existing guidance for assessing embedded call (put) options that are closely related to their debt hosts using a four-step decision sequence. ASU 2016-03 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted. The Partnership has evaluated this guidance and determined it will not have a material impact on our consolidated financial statements and related disclosures.

In March 2016, the FASB issued ASU No. 2016-07, Investments - Equity Method and Joint Ventures (Topic 323). This amendment eliminates the requirement to retroactively adopt the equity method of accounting when a previous investment becomes qualified as a result of an increase in the level of ownership interest or degree of influence. ASU 2016-07 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal periods. Early adoption is permitted. The Partnership has evaluated this guidance and determined it will not have a material impact on our consolidated financial statements and related disclosures.

In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718). This amendment involves the simplification of several aspects of accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal periods. Early adoption is permitted. We are currently evaluating the method of adoption and impact this standard will have on our consolidated financial statements and related disclosures.
Concentration of Credit Risk and Trade Accounts Receivable
Concentration of Credit Risk and Trade Account Receivable
Concentration of Credit Risk and Trade Accounts Receivable

Our primary assets, which are strategically located in Alabama, Georgia, Louisiana, Mississippi, North Dakota, Tennessee, Texas and the Gulf of Mexico, provide critical infrastructure that links customers of crude oil, natural gas, NGLs, condensate and specialty chemicals to numerous intermediate and end-use markets.  As a result of recent acquisitions and geographic diversification, we have reduced the concentration of trade receivable balances due from these customer groups, and reduced the concentration which may affect our overall credit risk. Our customers' historical financial and operating information is analyzed prior to extending credit. We manage our exposure to credit risk through credit analysis, credit approvals, credit limits and monitoring procedures, and for certain transactions, we may request letters of credit, prepayments or guarantees. We maintain allowances for potentially uncollectible accounts receivable; however, for the three months ended March 31, 2016 and 2015, no allowances on or significant write-offs of accounts receivable were recorded.

During the three months ended March 31, 2016, one customer accounted for 13% of the Partnership's consolidated revenue, compared to 10% for the three months ended March 31, 2015.
Other Current Assets (Notes)
Schedule of Other Current Assets
Other current assets consist of the following (in thousands):
 
March 31,
 
December 31,
 
2016
 
2015
Prepaid insurance
$
2,705

 
$
3,948

Other prepaid amounts
2,060

 
2,866

Other current assets
2,062

 
3,280

 
$
6,827

 
$
10,094

Derivatives
Derivatives
Derivatives

Commodity Derivatives

To limit the effect of commodity price changes and maintain our cash flow and the economics of our development plans, we enter into commodity derivative contracts from time to time. The terms of the contracts depend on various factors, including management's view of future commodity prices, economics on purchased assets and future financial commitments. This hedging program is designed to mitigate the effect of commodity price declines while allowing us to participate in commodity price increases. Management regularly monitors the commodity markets and financial commitments to determine if, when, and at what level commodity hedging is appropriate in accordance with policies that are established by the board of directors of our General Partner. Currently, our commodity derivatives are in the form of swaps. As of March 31, 2016, the aggregate notional volume of our commodity derivatives was 7.7 million gallons of NGLs, natural gasoline, and crude oil equivalent for 2016 production.

We enter into commodity derivative contracts with multiple counterparties, and in some cases, may be required to post collateral with our counterparties in connection with our derivative positions. As of March 31, 2016, we were not required to post collateral with any counterparty. The counterparties are not required to post collateral with us in connection with their derivative positions. Netting agreements are in place that permit us to offset our commodity derivative asset and liability positions with our counterparties.

We did not designate any of our commodity derivatives as hedges for accounting purposes. As a result, our commodity derivatives are accounted for at fair value in our condensed consolidated balance sheets with changes in fair value recognized currently in earnings.

Interest Rate Swap

To manage the impact of the interest rate risk associated with our credit facility, we enter into interest rate swaps from time to time, effectively converting a portion of the cash flows related to our long-term variable rate debt into fixed rate cash flows. As of March 31, 2016, the notional amount of our interest rate swap was $200.0 million. The interest rate swap was entered into with a single counterparty and we were not required to post collateral. The interest rate swap will expire September 3, 2019.

Weather Derivative

In the second quarter of 2015, we entered into a weather derivative to mitigate the impact of potential unfavorable weather to our operations under which we could receive payments totaling up to $10.0 million in the event that a hurricane or hurricanes of certain strength pass through the area as identified in the derivative agreement. The weather derivative is accounted for using the intrinsic value method, under which the fair value of the contract was zero and any amounts received are recognized as gains during the period received. The weather derivative was entered into with a single counterparty, and we were not required to post collateral.

We paid premiums of $0.9 million in 2015, which are recorded as current Risk management assets on our condensed consolidated balance sheet and are being amortized to Direct operating expenses on a straight-line basis over the term of the contract of one year. Unamortized amounts associated with the weather derivatives were approximately $0.1 million as of March 31, 2016.
As of March 31, 2016 and December 31, 2015, the value associated with our commodity derivatives, interest rate swap, and weather derivative were recorded in our condensed consolidated balance sheets, under the captions as follows (in thousands):
 
 
Gross Risk Management Assets
 
Gross Risk Management (Liabilities)
 
Net Risk Management Assets (Liabilities)
Balance Sheet Classification
 
March 31,
2016
 
December 31, 2015
 
March 31,
2016
 
December 31, 2015
 
March 31,
2016
 
December 31, 2015
Current
 
$
206

 
$
365

 
$
—

 
$
—

 
$
206

 
$
365

Noncurrent
 
—

 
—

 
—

 
—

 
—

 
—

Total assets
 
$
206

 
$
365

 
$
—

 
$
—

 
$
206

 
$
365

 
 
 
 
 
 
 
 
 
 
 
 
 
Current
 
$
—

 
$
—

 
$
(163
)
 
$
—

 
$
(163
)
 
$
—

Noncurrent
 
—

 
—

 
(730
)
 
—

 
(730
)
 
—

Total liabilities
 
$
—

 
$
—

 
$
(893
)
 
$
—

 
$
(893
)
 
$
—



For the three months ended March 31, 2016 and 2015, respectively, the realized and unrealized gains (losses) associated with our commodity derivatives, interest rate swap instrument and weather derivative were recorded in our condensed consolidated statements of operations, under the captions as follows (in thousands):
 
Three months ended March 31,
 
Gain (loss) on derivatives
Statement of Operations Classification
Realized
 
Unrealized
2016
 
 
 
Gain (loss) on commodity derivatives, net
$
—

 
$
(103
)
Interest expense
—

 
(730
)
Direct operating expenses
(219
)
 
—

Total
$
(219
)
 
$
(833
)
2015
 
 
 
Gain (loss) on commodity derivatives, net
$
139

 
$
8

Interest expense
(102
)
 
47

Direct operating expenses
(241
)
 
—

Total
$
(204
)
 
$
55

Fair Value Measurement
Fair Value Measurement
Fair Value Measurement

We believe the carrying amount of cash and cash equivalents, accounts receivable and accounts payable approximates fair value because of the short-term maturity of these instruments.

The recorded value of the amount outstanding under the credit facility approximates its fair value, as interest rates are variable, based on prevailing market rates, and due to the short-term nature of borrowings and repayments under the credit facility.

The fair value of our commodity and interest rate derivatives instruments are estimated using a market valuation methodology based upon forward commodity price curves, volatility curves as well as other relevant economic measures, if necessary. Discount factors may be utilized to extrapolate a forecast of future cash flows associated with long dated transactions or illiquid market points. The inputs are obtained from independent pricing services, and we have made no adjustments to the obtained prices.

We have consistently applied these valuation techniques in all periods presented and believe we have obtained the most accurate information available for the types of derivatives contracts held. We will recognize transfers between levels at the end of the reporting period in which the transfer occurred. There were no such transfers for the three months ended March 31, 2016 and 2015.

Fair Value of Financial Instruments

The following table sets forth, by level within the fair value hierarchy, our commodity derivative instruments and interest rate swap, included as part of Risk management assets and Risk management liabilities within our condensed consolidated balance sheets, that were measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 (in thousands):
 
Carrying
Amount
 
Estimated Fair Value of the Assets (Liabilities)
 
Level 1
 
Level 2
 
Level 3
 
Total
Commodity derivative instruments, net
 
 
 
 
 
 
 
 
 
March 31, 2016
$
(103
)
 
$
—

 
$
(103
)
 
$
—

 
$
(103
)
December 31, 2015
—

 
—

 
—

 
—

 
—

Interest rate swap
 
 
 
 
 
 
 
 
 
March 31, 2016
$
(730
)
 
$
—

 
$
(730
)
 
$
—

 
$
(730
)
December 31, 2015
—

 
—

 
—

 
—

 
—



The unamortized portion of the premium paid to enter the weather derivative described in Note 4 "Derivatives" is included within Risk management assets on our condensed consolidated balance sheets but is not included as part of the above table as it is recorded at amortized carrying cost, not fair value.
Property, Plant and Equipment
Property, Plant and Equipment
Property, Plant and Equipment, Net

Property, plant and equipment, net, as of March 31, 2016 and December 31, 2015 were as follows (in thousands):
 
Useful Life
(in years)
 
March 31,
2016
 
December 31,
2015
Land
N/A
 
$
5,282

 
$
5,282

Construction in progress
N/A
 
52,684

 
46,045

Buildings and improvements
4 to 40
 
9,864

 
9,864

Processing and treating plants
8 to 40
 
101,838

 
97,784

Pipelines and compressors
3 to 40
 
550,826

 
554,400

Storage
20 to 40
 
58,226

 
58,394

Equipment
5 to 20
 
26,317

 
22,207

Total property, plant and equipment
 
 
805,037

 
793,976

Accumulated depreciation
 
 
(154,752
)
 
(145,963
)
Property, plant and equipment, net
 
 
$
650,285

 
$
648,013



Of the gross property, plant and equipment balances at March 31, 2016 and December 31, 2015, $118.2 million and $111.9 million, respectively, were related to AlaTenn, Midla and HPGT, our FERC regulated interstate and intrastate assets.

Capitalized interest was $0.5 million and $0.2 million for the three months ended March 31, 2016 and 2015, respectively.

Depreciation expense was $8.8 million and $7.9 million for the three months ended March 31, 2016 and 2015, respectively.

In February 2016, the Partnership reached a settlement of certain indemnification claims with Energy Spectrum Partners VI LP and Costar Midstream Energy, LLC, the sellers in the Partnership's acquisition of 100% of the membership interests of Costar Midstream, L.L.C. ("Costar" and such acquisition, the "Costar Acquisition"), whereby 1,034,483 of the common units held in escrow were returned to the Partnership and canceled, while the Partnership agreed to pay the Costar sellers an additional $0.3 million in cash. The net impact of this settlement was recorded as a reduction in property, plant and equipment in the first quarter of 2016.
Goodwill and Intangible Assets, Net (Notes)
Goodwill and Intangible Assets, Net
Goodwill and Intangible Assets, Net

The carrying value of goodwill as of March 31, 2016 and December 31, 2015, was $16.3 million and $16.3 million, respectively. Goodwill as of March 31, 2016 and December 31, 2015 related to our Terminal segment.

The goodwill associated with our Terminal segment was contributed to the Partnership as part of the acquisition of Blackwater Midstream Holdings LLC ("Blackwater") and other related subsidiaries from an affiliate of HPIP (the "Blackwater Acquisition"). Goodwill was recorded as a result of the excess of the investment by an affiliate of HPIP in Blackwater over the fair market value of the identifiable net assets acquired.

Intangible assets, net, consists of customer contracts, relationships and dedicated acreage agreements identified as part of the Costar, Lavaca and Blackwater acquisitions. These intangible assets have definite lives and are subject to amortization on a straight-line basis over their economic lives, currently ranging from 10 years to 30 years. Intangible assets, net, consist of the following (in thousands):
 
March 31,
 
December 31,
 
2016
 
2015
Gross carrying amount:
 
 
 
    Customer contracts
$
12,101

 
$
12,101

    Customer relationships
53,400

 
53,400

    Dedicated acreage
53,350

 
53,350

 
$
118,851

 
$
118,851

Accumulated amortization:
 
 
 
    Customer contracts
$
(12,101
)
 
$
(12,101
)
    Customer relationships
(3,768
)
 
(3,124
)
    Dedicated acreage
(3,105
)
 
(2,661
)
 
$
(18,974
)
 
$
(17,886
)
Net carrying amount:
 
 
 
    Customer contracts
$
—

 
$
—

    Customer relationships
49,632

 
50,276

    Dedicated acreage
50,245

 
50,689

 
$
99,877

 
$
100,965



Amortization expense on our intangible assets totaled $1.1 million and $1.6 million for the three months ended March 31, 2016 and 2015, respectively.
Investment in unconsolidated affiliates (Notes)
Investment in unconsolidated affiliates
Investment in unconsolidated affiliates

The following table presents the activity in the Partnership's equity investments as of March 31, 2016 and December 31, 2015 (in thousands):

 
 
MPOG
 
Mesquite
 
Delta House
 
 
 
 
66.7%
 
47%
 
12.9%
 
Total
Balances at December 31, 2015
$
7,179

 
$
18,597

 
$
56,525

 
$
82,301

 
Earnings in unconsolidated affiliates
230

 
—

 
7,113

 
7,343

 
Contributions
428

 
4,490

 
—

 
4,918

 
Distributions
(895
)
 
—

 
(12,620
)
 
(13,515
)
Balances at March 31, 2016
$
6,942

 
$
23,087

 
$
51,018

 
$
81,047



The following tables present the summarized combined financial information for the Partnership's equity investments (amounts represent 100% of investee financial information):

Balance Sheets:
March 31, 2016
 
December 31, 2015
Current assets
$
2,837

 
$
2,086

Non-current assets
275,496

 
288,617

Current liabilities
286

 
366

Non-current liabilities
23,957

 
23,617


 
Three months ended March 31,
Income Statements:
2016
 
2015
Total revenue
$
29,330

 
$
2,436

Operating expense
892

 
970

Net income
27,181

 
243



The unconsolidated affiliates described above were each determined to be Variable Interest Entities ("VIE") due to disproportionate economic interests and decision making rights. In each case, the Partnership lacks the power to direct the activities that most significantly impact each unconsolidated affiliate's economic performance. As the Partnership does not hold a controlling financial interest in these affiliates, the Partnership accounts for its related investments using the equity method. The Partnership’s maximum exposure to loss related to each VIE is limited to its equity investment as presented on the condensed consolidated balance sheet at March 31, 2016. In each case, the Partnership is not obligated to absorb losses greater than its proportional ownership percentages indicated above. In each case, the Partnership’s right to receive residual returns is not limited to any amount less than the proportional ownership percentages indicated above.
Accrued Expenses and Other Current Liabilities (Notes)
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities were as follows (in thousands):
 
 
March 31,
 
December 31,
 
 
2016
 
2015
Current portion of asset retirement obligation (a)
 
$
6,825

 
$
6,822

Accrued capital expenditures
 
3,092

 
3,984

Accrued expenses
 
5,744

 
3,178

Due to related parties
 
1,962

 
3,894

Bank overdraft
 
2,589

 
1,722

Other
 
5,649

 
5,435

 
 
$
25,861

 
$
25,035



(a)
Associated with certain Gathering and Processing assets expected to be remediated in the next twelve months.
Debt Obligations
Debt Obligations
Debt Obligations

Our outstanding borrowings under the credit facility were (in thousands):
 
March 31,
2016
 
December 31,
2015
Revolving credit facility
$
549,400

 
$
525,100

Other debt
1,672

 
2,338

Total debt
551,072

 
527,438

Less: current portion
1,672

 
2,338

Long-term debt
$
549,400

 
$
525,100



On September 14, 2014, the Partnership entered into the Amended and Restated Credit Agreement, which was amended by the First Amendment and Incremental Commitment Agreement dated as of September 18, 2015 (as amended, the "Credit Agreement"), which provides for maximum borrowings equal to $750.0 million, with the ability to further increase the borrowing capacity to $900.0 million subject to lender approval. We can elect to have loans under our Credit Agreement bear interest either at a Eurodollar-based rate, plus a margin ranging from 2.00% to 3.25% depending on our total leverage ratio then in effect, or a base rate which is a fluctuating rate per annum equal to the highest of (a) the Federal Funds Rate plus 0.50%, (b) the rate of interest in effect for such day as publicly announced from time to time by Bank of America as its “prime rate”, or (c) the Eurodollar Rate plus 1.00% plus a margin ranging from 1.00% to 2.25% depending on the total leverage ratio then in effect. We also pay a commitment fee of 0.50% per annum on the undrawn portion of the revolving loan under the Credit Agreement.

Our obligations under the Credit Agreement are secured by a lien on substantially all of our assets. Advances made under the Credit Agreement are guaranteed on a senior unsecured basis by certain of our subsidiaries (the “Guarantors”). These guarantees are full and unconditional and joint and several among the Guarantors. The terms of the Credit Agreement include covenants that restrict our ability to make cash distributions and acquisitions in some circumstances. The remaining principal balance of loans and any accrued and unpaid interest will be due and payable in full on the maturity date, which is September 5, 2019.

The Credit Agreement contains certain financial covenants, including the requirement that our indebtedness not exceed 4.75 times adjusted consolidated EBITDA for the prior twelve month period adjusted in accordance with the Credit Agreement (except for the current and subsequent two quarters after the consummation of a permitted acquisition, at which time the covenant is increased to 5.25 times adjusted consolidated EBITDA) and a minimum interest coverage ratio test that requires our adjusted consolidated EBITDA to exceed consolidated interest charges by not less than 2.50 times. The financial covenants in our Credit Agreement may limit the amount available to us for borrowing to less than $750.0 million. In addition to the financial covenants described above, the Credit Agreement also contains customary representations and warranties (including those relating to organization and authorization, compliance with laws, absence of defaults, material agreements and litigation) and customary events of default (including those relating to monetary defaults, covenant defaults, cross defaults and bankruptcy events).

For the three months ended March 31, 2016 and 2015, the weighted average interest rate on borrowings under our Credit Agreement was approximately 4.13% and 2.37%, respectively.

As of March 31, 2016, our consolidated total leverage was 5.17 and our interest coverage ratio was 6.74, which was in compliance with the consolidated total leverage ratio and interest coverage ratio tests in accordance with the financial covenants required in our Credit Agreement. At March 31, 2016 and December 31, 2015, letters of credit outstanding under the Credit Agreement were $1.8 million.

As of March 31, 2016, we were in compliance with the covenants included in the Credit Agreement. Our ability to maintain compliance with the  leverage and interest coverage ratios included in the Credit Agreement may be subject to, among other things, the timing and success of initiatives we are pursuing, which may include expansion capital projects, acquisitions, or drop down transactions, as well as the associated financing for such initiatives.  If required, ArcLight Capital Partners, LLC, which controls the General Partner of the Partnership, has agreed to provide financial support for the Partnership to maintain compliance with the covenants contained in the Credit Agreement through December 31, 2016.

Other debt

Other debt represents insurance premium financing in the original amount of $3.0 million bearing interest at 3.95% per annum, which is repayable in equal monthly installments of approximately $0.3 million through the third quarter of 2016.
Partners' Capital
Partners' Capital
Partners’ Capital and Convertible Preferred Units

Our capital accounts are comprised of approximately 1.3% notional general partner interests and 98.7% limited partner interests as of March 31, 2016. Our limited partners have limited rights of ownership as provided for under our Partnership Agreement and the right to participate in our distributions. Our General Partner manages our operations and participates in our distributions, including certain incentive distributions pursuant to the incentive distribution rights that are non-voting limited partner interests held by our General Partner. Pursuant to our Partnership Agreement, our General Partner participates in losses and distributions based on its interest. The General Partner's participation in the allocation of losses and distributions is not limited and therefore, such participation can result in a deficit to its capital account. As such, allocation of losses and distributions for previous transactions between entities under common control has resulted in a deficit to the General Partner's capital account included in our condensed consolidated balance sheets.

Affiliates of our General Partner hold and participate in distributions on our Series A Units with such distributions being made in paid-in-kind Series A Units, cash or a combination thereof, at the election of the Board of Directors of our General Partner through the distribution for the earlier of (a) the quarter ended March 31, 2016 or (b) the time in which the Series A Units are converted into common units. The Series A Units are entitled to vote along with Limited Partner common unitholders and such units are currently convertible to Limited Partner common units.

On February 1, 2016, all outstanding Series B Units were converted on a one-to-one basis to common units. Prior to the conversion of the Series B Units into common units, our General Partner held and participated in distributions on our Series B Units with such distributions being made in cash or with paid-in-kind Series B Units at the election of the Partnership. The holders of Series B Units were entitled to vote along with the holders of Limited Partner common units prior to conversion.

General Partner Units

In order to maintain its ownership percentage, we received proceeds of $0.1 million from our General Partner as consideration for the issuance of 6,225 additional notional general partner units for the three months ended March 31, 2016. There were no such contributions for the three months ended March 31, 2015.

Outstanding Units

The number of units outstanding as of March 31, 2016 and December 31, 2015, respectively, were as follows (in thousands):
 
March 31,
2016
 
December 31,
2015
Series A convertible preferred units
9,499

 
9,210

Series B convertible units
—

 
1,350

Limited Partner common units
30,890

 
30,427

General Partner units
542

 
536



Distributions

We made cash distributions as follows (in thousands):
 
Three months ended March 31,
 
2016
 
2015
Series A convertible preferred units
$
—

 
$
—

Limited Partner common units
15,018

 
10,713

General Partner units
222

 
158

General Partners' incentive distribution rights
1,806

 
1,288

 
$
17,046

 
$
12,159



On April 25, 2016, we announced that the Board of Directors of our General Partner declared a quarterly cash distribution of $0.4125 per unit for the first quarter ended March 31, 2016, or $1.65 per unit on an annualized basis. The cash distribution is expected to be paid on May 13, 2016, to unitholders of record as of the close of business on May 4, 2016. At March 31, 2016, we had accrued $4.5 million for the paid-in-kind Series A Units that will be issued in May 2016.

For the three months ended March 31, 2016, the Partnership issued 288,910 of paid-in-kind Series A Units and recorded accrued and paid-in-kind unitholder distributions for Series A Units with a fair value of $4.5 million. For the three months ended March 31, 2015, the Partnership issued 164,149 of paid-in-kind Series A Units and recorded accrued and paid-in-kind unitholder distributions for Series A Units with a fair value of $3.4 million.

The fair value of the paid-in-kind Series A Unit distributions for all quarters presented was determined primarily using the market and income approaches, utilizing significant inputs which are not observable in the market and thus represent a Level 3 measurement as defined by ASC 820. Under the income approach the fair value estimates for all periods presented were based on i) present value of estimated future contracted distributions, ii) option values ranging from $0.02 per unit to $1.88 per unit using a Black-Scholes model, iii) assumed discount rates of 10.0%, and iv) assumed distribution growth rates of 1.0%.

Net Income (Loss) attributable to Limited Partner Common Units

Net income (loss) is allocated to the General Partner and the limited partners in accordance with their respective ownership percentages, after giving effect to distributions on Series A Units, declared distributions on the Series B Units, limited partner units and General Partner units, including incentive distribution rights. Unvested unit-based payment awards that contain non-forfeitable rights to distributions (whether paid or unpaid) are classified as participating securities and are included in our computation of basic and diluted net income per limited partner unit. Basic and diluted net income (loss) per limited partner unit is calculated by dividing limited partners' interest in net income (loss) by the weighted average number of outstanding limited partner units during the period. We determined basic and diluted net income (loss) per limited partner unit as follows, (in thousands, except per unit amounts):
 
Three months ended March 31,
 
2016
 
2015
Net income (loss) from continuing operations
$
(3,964
)
 
$
835

Less: Net income (loss) attributable to noncontrolling interests
(13
)
 
14

Net income (loss) from continuing operations attributable to the Partnership
(3,951
)
 
821

Less:
 
 
 
Distributions on Series A Units
4,471

 
3,411

Declared distributions on Series B Units
—

 
420

General partner's distribution
2,028

 
1,447

General partner's share in undistributed loss
(337
)
 
(189
)
Net income (loss) from continuing operations available to Limited Partners
(10,113
)
 
(4,268
)
Net income (loss) from discontinued operations available to Limited Partners
—

 
5

Net income (loss) available to Limited Partners
$
(10,113
)
 
$
(4,263
)
 
 
 
 
Weighted average number of units used in computation of Limited Partners’ net income (loss) per unit (basic and diluted)
30,819

 
22,703

 
 
 
 
Limited Partners' net income (loss) from continuing operations per unit (basic and diluted)
$
(0.33
)
 
$
(0.19
)
Limited Partners' net income (loss) from discontinued operations per unit (basic and diluted)
—

 
—

Limited Partners' net income (loss) per unit (basic and diluted)
$
(0.33
)
 
$
(0.19
)
Long-Term Incentive Plan
Long-Term Incentive Plan
Long-Term Incentive Plan

Our General Partner manages our operations and activities and employs the personnel who provide support to our operations. On November 19, 2015, the Board of Directors of our General Partner approved the Third Amended and Restated Long-Term Incentive Plan, which, subject to unitholder approval, would increase the number of common units authorized for issuance by 6,000,000 common units. On February 11, 2016, the unitholders approved the Third Amended and Restated Long-Term Incentive Plan (as amended and as currently in effect as of the date hereof, the "LTIP") to increase the number of available awards by 6,000,000 common units. At March 31, 2016 and December 31, 2015, there were 4,937,627 and 15,484 common unit, respectively, available for future grant under the LTIP.

All such equity-based awards issued under the LTIP consist of phantom units, Distribution Equivalent Rights ("DERs") or Option Grants. DERs and options have been granted on a limited basis. Future awards, such as options and DERs, may be granted at the discretion of the Compensation Committee and subject to approval by the Board of Directors of our General Partner.

Phantom Unit Awards. Ownership in the phantom unit awards is subject to forfeiture until the vesting date. The LTIP is administered by the Compensation Committee of the Board of Directors of our General Partner, which at its discretion, may elect to settle such vested phantom units with a number of units equivalent to the fair market value at the date of vesting in lieu of cash. Although our General Partner has the option to settle in cash upon the vesting of phantom units, our General Partner has not historically settled these awards in cash. Under the LTIP, grants issued typically vest in increments of 25% on each grant anniversary date and do not contain any vesting requirements other than continued employment.

In December 2015, the Board of Directors of our General Partner approved a grant of 200,000 phantom units under the LTIP which contains distribution equivalent rights based on the extent to which the Partnership’s Series A Preferred Unitholders receive distributions in cash and will vest in one lump sum installment on the three year anniversary of the date of grant, subject to acceleration in certain circumstances.

The following table summarizes our phantom unit-based awards, in units:

 
 
Three months ended March 31, 2016
 
 
Units
 
Weighted-Average Grant Price
Outstanding at beginning of period
 
569,759

 
$
13.15

Granted
 
1,131,700

 
0.92

Forfeited
 
(30,454
)
 
9.88

Vested
 
(171,402
)
 
11.91

Outstanding at end of period
 
1,499,603

 
$
4.13



The fair value of our phantom units, which are subject to equity classification, is based on the fair value of our limited partner common units at the grant date. Compensation costs related to these awards, including amortization, for the three months ended March 31, 2016 and 2015 were $1.1 million and $1.7 million, respectively, which are classified as Equity compensation expense in our condensed consolidated statements of operations and in partners’ capital on our condensed consolidated balance sheets.

The total fair value of vested units at the time of vesting was $0.9 million and $2.3 million for the three months ended March 31, 2016 and 2015, respectively.

Equity compensation expense related to unvested awards not yet recognized at March 31, 2016 and 2015 was $5.8 million and $6.6 million, respectively, and the weighted average period over which this cost is expected to be recognized as of March 31, 2016 is approximately 2.6 years.

Performance and Service Condition Awards. In November 2015, the Board of Directors of our General Partner modified awards that introduced certain performance and service conditions that we believe are probable, amounting to $2.0 million payable in a variable amount of phantom units awards at the time of grant. As such, these awards are accounted for as liability-based awards and equity-based compensation is to be accrued from the service-inception date through the estimated date of meeting both the performance and service conditions. Compensation costs related to these awards for the three months ended March 31, 2016 was $0.2 million. Compensation cost related to unvested awards not yet recognized at March 31, 2016 was $1.3 million.

Option to Purchase Common Units. In December 2015, the Board of Directors of our General Partner approved the grant of an option to purchase 200,000 common units of the Partnership at an exercise price per unit equal to $7.50 (the “Option Grant”). The Option Grant will vest in one lump sum installment on January 1, 2019, subject to acceleration in certain circumstances, and will expire on March 15th of the calendar year following the calendar year in which it vests.

The following table summarizes our Option Grant awards, in units:

 
 
Three months ended March 31, 2016
 
 
Units
 
Weighted-Average Exercise Price
Outstanding at beginning of period
 
200,000

 
$
7.50

Granted
 
—

 
—

Forfeited
 
—

 
—

Vested
 
—

 
—

Outstanding at end of period
 
200,000

 
$
7.50



Compensation costs related to these awards for the three months ended March 31, 2016 was immaterial. Compensation cost related to unvested awards not yet recognized at March 31, 2016 was $0.1 million.
Income Tax (Notes)
Income Tax
Income Taxes

With the exception of certain subsidiaries in our Terminals Segment, the Partnership is not subject to U.S. federal or state income taxes as such income taxes are generally borne by our unitholders through the allocation of our taxable income (loss) to them. The State of Texas does impose a franchise tax that is assessed on the portion of our taxable margin that is apportioned to Texas.

Income tax expense for the three months ended March 31, 2016 was $0.3 million, resulting in an effective tax rate of 8.8%. For the three months ended March 31, 2015, income tax expense was $0.2 million, resulting in an effective tax rate of 15.7%.

The effective tax rates for the three months ended March 31, 2016 and 2015, differ from the statutory rate primarily due to the portion of the Partnership's income and loss that is not subject to U. S. federal income taxes, as well as transactions between the Partnership and its taxable subsidiary that generate tax deductions for the taxable subsidiary, which are eliminated in the consolidation of Net income (loss) before income tax (expense) benefit.
Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies

Legal proceedings

We are not currently party to any pending litigation or governmental proceedings, other than ordinary routine litigation incidental to our business. While the ultimate impact of any proceedings cannot be predicted with certainty, our management believes that the resolution of any of our pending proceedings will not have a material adverse effect on our financial condition or results of operations.

Environmental matters

We are subject to federal and state laws and regulations relating to the protection of the environment. Environmental risk is inherent to natural gas pipelines, NGL and crude pipelines and operations, as well as terminal operations and we could, at times, be subject to environmental cleanup and enforcement actions. We attempt to manage this environmental risk through appropriate environmental policies and practices to minimize any impact our operations may have on the environment.

Regulatory matters

On October 8, 2014, American Midstream (Midla), LLC ("Midla") reached an agreement in principle with its customers regarding the interstate pipeline that traverses Louisiana and Mississippi in order to provide continued service to its customers while addressing safety concerns with the existing pipeline.

On April 16, 2015, the FERC approved the stipulation and agreement (the "Midla Agreement") allowing Midla to retire the existing 1920s vintage pipeline and replace it with a new pipeline from Winnsboro, Louisiana to Natchez, Mississippi (the “Midla-Natchez Line”) to serve existing residential, commercial, and industrial customers. Under the Midla Agreement, customers not served by the new Midla-Natchez Line will be connected to other interstate or intrastate pipelines, other gas distribution systems, or offered conversion to propane service. On June 29, 2015, the Partnership filed with the FERC for authorization to construct the Midla-Natchez pipeline, which was approved on December 17, 2015. Construction is expected to commence in the first half of 2016 with service beginning in late 2016. Under the Midla Agreement, Midla plans to execute long-term agreements seeking to recover its investment in the Midla-Natchez Line.

Exit and disposal costs
On March 9, 2016, management committed and communicated to its employees a corporate relocation plan. The plan includes relocation assistance or one-time termination benefits for employees who render service through to their respective termination date. We have estimated the fair value of the initial obligation of approximately $4.3 million of which $0.7 million has been recorded in Accrued expenses and other current liabilities as of March 31, 2016. Charges associated with relocation assistance and one-time termination benefits will be recognized ratably over the requisite service period and presented in Selling, general and administrative expenses. We expect the plan to be complete by the fourth quarter of 2016.
Related-Party Transactions
Related-Party Transactions
Related-Party Transactions

Employees of our General Partner are assigned to work for the Partnership or other affiliates of our General Partner. Where directly attributable, the costs of all compensation, benefits expenses and employer expenses for these employees are charged directly by our General Partner to American Midstream, LLC, which, in turn, charges the appropriate subsidiary or affiliate. Our General Partner does not record any profit or margin for the administrative and operational services charged to us. During the three months ended March 31, 2016 and 2015, administrative payroll and operational services expenses of $8.1 million and $7.3 million, respectively, were charged to the Partnership by our General Partner.

For the three months ended March 31, 2016 and 2015, our General Partner incurred approximately $0.3 million and $0.4 million, respectively, of costs related to business development compensation that were funded by the Partnership.

During the first quarter of 2015, the Partnership and an affiliate of HPIP entered into an arrangement under which the affiliate reimbursed the Partnership for rights-of-way purchased on the affiliates' behalf for approximately $2.8 million.

During the second quarter of 2014, the Partnership and an affiliate of its General Partner entered into a Management Service Fee arrangement under which the affiliate pays a monthly fee to reimburse the Partnership for administrative expenses incurred on the affiliate's behalf. For the three months ended March 31, 2016 and 2015, the Partnership recognized $0.2 million and $0.4 million, respectively, in management fee income that has been recorded as a reduction to Selling, general and administrative expenses. For the three months ended March 31, 2016 and 2015, an affiliate of our General Partner also incurred approximately $0.5 million and $0.1 million, respectively, of costs associated with reimbursable costs incurred on behalf of these affiliates.

As of March 31, 2016 and December 31, 2015, the Partnership had $2.0 million and $3.8 million, respectively, due to our General Partner, which has been recorded in Accrued expenses and other current liabilities and relates primarily to compensation. This payable is generally settled on a quarterly basis. As of March 31, 2016, the Partnership also had $0.1 million due from affiliates, which has been recorded in Other current assets.
Reporting Segments
Reporting Segments
Reportable Segments

Our operations are located in the United States and are organized into three reportable segments: i) Gathering and Processing, ii) Transmission and iii) Terminals.

Gathering and Processing

Our Gathering and Processing segment provides "wellhead-to-market" services to producers of natural gas and crude oil, which include transporting raw natural gas from the wellhead through gathering systems, treating the raw natural gas, processing raw natural gas into separate the NGLs from the natural gas, fractionating NGLs, and selling or delivering pipeline-quality natural gas and NGLs to various markets and pipeline systems.

Transmission

Our Transmission segment transports and delivers natural gas from producing wells, receipt points or pipeline interconnects for shippers and other customers, including local distribution companies, or LDCs, utilities and industrial, commercial and power generation customers.

Terminals

Our Terminals segment provides above-ground storage services at our marine terminals that support various commercial customers, including commodity brokers, refiners and chemical manufacturers to store a range of products, including petroleum products, distillates, chemicals and agricultural products.

These segments are monitored separately by management for performance and are consistent with the Partnership's internal financial reporting. These segments have been identified based on the differing products and services, regulatory environment and the expertise required for these operations. Gross margin is a performance measure utilized by management to monitor the results of each segment.

The following tables set forth our segment information for the three months ended March 31, 2016 and 2015 (in thousands):
 
 
Three months ended March 31, 2016
 
Gathering
and
Processing
 
Transmission
 
Terminals
 
Total
Revenue
$
31,148

 
$
10,227

 
$
4,748

 
$
46,123

Gain (loss) on commodity derivatives, net
(103
)
 
—

 
—

 
(103
)
Total revenue
31,045

 
10,227

 
4,748

 
46,020

Operating expenses:
 
 
 
 
 
 
 
Purchases of natural gas, NGL's and condensate
15,449

 
1,464

 
—

 
16,913

Direct operating expenses
10,003

 
2,841

 
1,677

 
14,521

Selling, general and administrative expenses
 
 
 
 
 
 
8,534

Equity compensation expense
 
 
 
 
 
 
1,084

Depreciation, amortization and accretion expense
 
 
 
 
 
 
10,094

Total operating expenses
 
 
 
 
 
 
51,146

Gain (loss) on sale of assets, net
 
 
 
 
 
 
10

Interest expense
 
 
 
 
 
 
(5,872
)
Earnings in unconsolidated affiliates
 
 
 
 
 
 
7,343

Income tax (expense) benefit
 
 
 
 
 
 
(319
)
Net income (loss)
 
 
 
 
 
 
(3,964
)
Less: Net income (loss) attributable to noncontrolling interests
 
 
 
 
 
 
(13
)
Net income (loss) attributable to the Partnership
 
 
 
 
 
 
$
(3,951
)
 
 
 
 
 
 
 
 
Segment gross margin (a)
$
15,730

 
$
8,755

 
$
3,071

 
$
27,556


 
Three months ended March 31, 2015
 
Gathering
and
Processing
 
Transmission
 
Terminals
 
Total
Revenue
$
48,449

 
$
11,748

 
$
4,265

 
$
64,462

Gain (loss) on commodity derivatives, net
147

 
—

 
—

 
147

Total revenue
48,596

 
11,748

 
4,265

 
64,609

Operating expenses:
 
 
 
 
 
 
 
Purchases of natural gas, NGL's and condensate
27,319

 
1,659

 
—

 
28,978

Direct operating expenses
9,092

 
3,180

 
1,595

 
13,867

Selling, general and administrative expenses
 
 
 
 
 
 
6,935

Equity compensation expense
 
 
 
 
 
 
1,698

Depreciation, amortization and accretion expense
 
 
 
 
 
 
9,689

Total operating expenses
 
 
 
 
 
 
61,167

Gain (loss) on sale of assets, net
 
 
 
 
 
 
(8
)
Interest expense
 
 
 
 
 
 
(2,610
)
Earnings in unconsolidated affiliate
 
 
 
 
 
 
167

Income tax (expense) benefit
 
 
 
 
 
 
(156
)
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
5

Net income (loss)
 
 
 
 
 
 
840

Less: Net income (loss) attributable to noncontrolling interests
 
 
 
 
 
 
14

Net income (loss) attributable to the Partnership
 
 
 
 
 
 
$
826

 
 
 
 
 
 
 
 
Segment gross margin (a)
$
21,045

 
$
10,061

 
$
2,670

 
$
33,776


 
March 31,
 
December 31,
 
2016
 
2015
Segment assets:
 
 
 
Gathering and Processing
$
570,993

 
$
572,824

Transmission
139,819

 
133,870

Terminals
91,255

 
84,449

Other (b)
87,435

 
100,153

Total assets
$
889,502

 
$
891,296


(a)
Segment gross margin for our Gathering and Processing segment consists of revenue less purchases of natural gas, NGLs and condensate and construction and operating management agreement ("COMA"). Segment gross margin for our Transmission segment consists of revenue, less purchases of natural gas and COMA. Segment gross margin for our Terminals segment consists of revenue, less direct operating expenses. Gross margin consists of the sum of the segment gross margin amounts for each of these segments. As an indicator of our operating performance, gross margin should not be considered an alternative to, or more meaningful than, net income or cash flow from operations as determined in accordance with GAAP. Our gross margin may not be comparable to a similarly titled measure of another company because other entities may not calculate gross margin in the same manner.
(b)
Other assets not allocable to segments consist of investment in unconsolidated affiliates, corporate leasehold improvements, and other assets.
Subsequent Events
Subsequent Events
Subsequent Events

In April 2016, the Partnership announced the acquisition of interests in Gulf of Mexico midstream assets and an incremental ownership in our Delta House Investment for total consideration of approximately $225.0 million. The acquired assets include non-operated interests in the Destin and Okeanos natural gas pipelines and Tri-states and Wilprise NGL pipelines with total capacity of 1.2 Bcf/d and 120,000 Bbl/d, respectively. The Partnership also acquired an operating majority interest in approximately 200-miles of crude oil, natural gas, and salt water onshore and offshore Gulf of Mexico pipelines as well as an additional one percent non-operated indirect interest in Delta House, increasing the Partnership's total Delta House Investment to approximately 13.9%.

These acquisitions were funded through the issuance of 8,571,429 shares of newly-designated Series C Preferred Units representing limited partnership interests in the Partnership and a warrant to purchase 800,000 common units (subject to adjustment) to an affiliate of ArcLight Capital Partners, LLC, which controls our General Partner, initially estimated to have a fair value of approximately $120.0 million, and additional borrowings under our credit facility of approximately $105.0 million.
Organization and Basis of Presentation (Policies)
Nature of Business 

Nature of Business

We are engaged in the business of gathering, treating, processing, and transporting natural gas; gathering, transporting, storing, treating and fractionating NGLs; gathering, storing and transporting crude oil and condensates; and storing specialty chemical products, all through our ownership and operation of twelve gathering systems, five processing facilities, three fractionation facilities, three interstate pipelines, five intrastate pipelines, three marine terminal sites, and one crude oil pipeline. We also own a 66.7% non-operated interest in Main Pass Oil Gathering Company ("MPOG"), a crude oil gathering and processing system, a 50% undivided, non-operated interest in the Burns Point Plant, a natural gas processing plant, a 47% non-operated interest in Mesquite, an off-spec condensate fractionation project, and a 12.9% non-operated indirect interest in the Delta House floating production system and related pipeline infrastructure ("Delta House"). Our primary assets, which are strategically located in Alabama, Georgia, Louisiana, Mississippi, North Dakota, Tennessee, Texas and the Gulf of Mexico, provide critical infrastructure that links producers of natural gas, crude oil, NGLs, condensate and specialty chemicals to numerous intermediate and end-use markets. We currently operate more than 3,000 miles of pipelines that gather and transport over 1 Bcf/d of natural gas and operate approximately 1.8 million barrels of storage capacity across three marine terminal sites.

Basis of Presentation 
Basis of Presentation

These unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The year-end balance sheet data was derived from consolidated audited financial statements but does not include disclosures required by GAAP for annual periods. The information furnished herein reflects all normal recurring adjustments that are, in the opinion of management, necessary for a fair statement of financial position and results of operations for the respective interim periods.

Our financial results for the three months ended March 31, 2016, are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. These unaudited condensed consolidated financial statements should be read in conjunction with our consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015, filed with the Securities and Exchange Commission (the "SEC") on March 7, 2016 (“Annual Report.”)
Consolidation Policy 
Consolidation Policy

The accompanying condensed consolidated financial statements include accounts of American Midstream Partners, LP, and its controlled subsidiaries. All significant inter-company accounts and transactions have been eliminated in the preparation of the accompanying condensed consolidated financial statements.
Equity Method Investments, Policy [Policy Text Block] 
Investment in Unconsolidated Affiliates

Equity investments in which the Partnership exercises significant influence, but does not control and is not the primary beneficiary, are accounted for using the equity method and are reported in Investment in unconsolidated affiliates in the accompanying condensed consolidated balance sheets.

The Partnership believes the equity method is an appropriate means for it to recognize increases or decreases, measured by GAAP, in the economic resources underlying the investments. Regular evaluation of these investments is appropriate to evaluate any potential need for impairment. The Partnership uses evidence of a loss in value to identify if an investment has declined in value, other than a temporary decline.

The Partnership accounts for its 66.7% non-operated interest in MPOG, its 47.0% non-operated interest in Mesquite and its 12.9% non-operated indirect interest in Delta House under the equity method.
Use of Estimates 
Use of Estimates

When preparing condensed consolidated financial statements in conformity with GAAP, management must make estimates and assumptions based on information available at the time. These estimates and assumptions affect the reported amounts of assets, liabilities, revenues and expenses, as well as the disclosures of contingent assets and liabilities as of the date of the financial statements. Estimates and assumptions are based on information available at the time such estimates and assumptions are made. Adjustments made with respect to the use of these estimates and assumptions often relate to information not previously available. Uncertainties with respect to such estimates and assumptions are inherent in the preparation of financial statements. Estimates and assumptions are used in, among other things, i) estimating unbilled revenues, product purchases and operating and general and administrative costs, ii) developing fair value assumptions, including estimates of future cash flows and discount rates, iii) analyzing long-lived assets, goodwill and intangible assets for possible impairment, iv) estimating the useful lives of assets and v) determining amounts to accrue for contingencies, guarantees and indemnifications. Actual results, therefore, could differ materially from estimated amounts.
Other Current Assets (Tables)
Other Current Assets
Other current assets consist of the following (in thousands):
 
March 31,
 
December 31,
 
2016
 
2015
Prepaid insurance
$
2,705

 
$
3,948

Other prepaid amounts
2,060

 
2,866

Other current assets
2,062

 
3,280

 
$
6,827

 
$
10,094

Derivatives (Tables)
Fair value associated with commodity derivative instruments 
As of March 31, 2016 and December 31, 2015, the value associated with our commodity derivatives, interest rate swap, and weather derivative were recorded in our condensed consolidated balance sheets, under the captions as follows (in thousands):
 
 
Gross Risk Management Assets
 
Gross Risk Management (Liabilities)
 
Net Risk Management Assets (Liabilities)
Balance Sheet Classification
 
March 31,
2016
 
December 31, 2015
 
March 31,
2016
 
December 31, 2015
 
March 31,
2016
 
December 31, 2015
Current
 
$
206

 
$
365

 
$
—

 
$
—

 
$
206

 
$
365

Noncurrent
 
—

 
—

 
—

 
—

 
—

 
—

Total assets
 
$
206

 
$
365

 
$
—

 
$
—

 
$
206

 
$
365

 
 
 
 
 
 
 
 
 
 
 
 
 
Current
 
$
—

 
$
—

 
$
(163
)
 
$
—

 
$
(163
)
 
$
—

Noncurrent
 
—

 
—

 
(730
)
 
—

 
(730
)
 
—

Total liabilities
 
$
—

 
$
—

 
$
(893
)
 
$
—

 
$
(893
)
 
$
—

Realized and unrealized gains (losses) with commodity and interst rate derivative instruments 
For the three months ended March 31, 2016 and 2015, respectively, the realized and unrealized gains (losses) associated with our commodity derivatives, interest rate swap instrument and weather derivative were recorded in our condensed consolidated statements of operations, under the captions as follows (in thousands):
 
Three months ended March 31,
 
Gain (loss) on derivatives
Statement of Operations Classification
Realized
 
Unrealized
2016
 
 
 
Gain (loss) on commodity derivatives, net
$
—

 
$
(103
)
Interest expense
—

 
(730
)
Direct operating expenses
(219
)
 
—

Total
$
(219
)
 
$
(833
)
2015
 
 
 
Gain (loss) on commodity derivatives, net
$
139

 
$
8

Interest expense
(102
)
 
47

Direct operating expenses
(241
)
 
—

Total
$
(204
)
 
$
55

Fair Value Measurement (Tables)
Fair value of financial instruments

The following table sets forth, by level within the fair value hierarchy, our commodity derivative instruments and interest rate swap, included as part of Risk management assets and Risk management liabilities within our condensed consolidated balance sheets, that were measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 (in thousands):
 
Carrying
Amount
 
Estimated Fair Value of the Assets (Liabilities)
 
Level 1
 
Level 2
 
Level 3
 
Total
Commodity derivative instruments, net
 
 
 
 
 
 
 
 
 
March 31, 2016
$
(103
)
 
$
—

 
$
(103
)
 
$
—

 
$
(103
)
December 31, 2015
—

 
—

 
—

 
—

 
—

Interest rate swap
 
 
 
 
 
 
 
 
 
March 31, 2016
$
(730
)
 
$
—

 
$
(730
)
 
$
—

 
$
(730
)
December 31, 2015
—

 
—

 
—

 
—

 
—

Property, Plant and Equipment (Tables)
Property, plant and equipment, net
Property, plant and equipment, net, as of March 31, 2016 and December 31, 2015 were as follows (in thousands):
 
Useful Life
(in years)
 
March 31,
2016
 
December 31,
2015
Land
N/A
 
$
5,282

 
$
5,282

Construction in progress
N/A
 
52,684

 
46,045

Buildings and improvements
4 to 40
 
9,864

 
9,864

Processing and treating plants
8 to 40
 
101,838

 
97,784

Pipelines and compressors
3 to 40
 
550,826

 
554,400

Storage
20 to 40
 
58,226

 
58,394

Equipment
5 to 20
 
26,317

 
22,207

Total property, plant and equipment
 
 
805,037

 
793,976

Accumulated depreciation
 
 
(154,752
)
 
(145,963
)
Property, plant and equipment, net
 
 
$
650,285

 
$
648,013

Goodwill and Intangible Assets, Net (Tables)
Schedule of Finite-Lived Intangible Assets
Intangible assets, net, consist of the following (in thousands):
 
March 31,
 
December 31,
 
2016
 
2015
Gross carrying amount:
 
 
 
    Customer contracts
$
12,101

 
$
12,101

    Customer relationships
53,400

 
53,400

    Dedicated acreage
53,350

 
53,350

 
$
118,851

 
$
118,851

Accumulated amortization:
 
 
 
    Customer contracts
$
(12,101
)
 
$
(12,101
)
    Customer relationships
(3,768
)
 
(3,124
)
    Dedicated acreage
(3,105
)
 
(2,661
)
 
$
(18,974
)
 
$
(17,886
)
Net carrying amount:
 
 
 
    Customer contracts
$
—

 
$
—

    Customer relationships
49,632

 
50,276

    Dedicated acreage
50,245

 
50,689

 
$
99,877

 
$
100,965

Investment in unconsolidated affiliates (Tables)
Investments in and Advances to Affiliates 
The following table presents the activity in the Partnership's equity investments as of March 31, 2016 and December 31, 2015 (in thousands):

 
 
MPOG
 
Mesquite
 
Delta House
 
 
 
 
66.7%
 
47%
 
12.9%
 
Total
Balances at December 31, 2015
$
7,179

 
$
18,597

 
$
56,525

 
$
82,301

 
Earnings in unconsolidated affiliates
230

 
—

 
7,113

 
7,343

 
Contributions
428

 
4,490

 
—

 
4,918

 
Distributions
(895
)
 
—

 
(12,620
)
 
(13,515
)
Balances at March 31, 2016
$
6,942

 
$
23,087

 
$
51,018

 
$
81,047

Equity Method Investments 
The following tables present the summarized combined financial information for the Partnership's equity investments (amounts represent 100% of investee financial information):

Balance Sheets:
March 31, 2016
 
December 31, 2015
Current assets
$
2,837

 
$
2,086

Non-current assets
275,496

 
288,617

Current liabilities
286

 
366

Non-current liabilities
23,957

 
23,617


 
Three months ended March 31,
Income Statements:
2016
 
2015
Total revenue
$
29,330

 
$
2,436

Operating expense
892

 
970

Net income
27,181

 
243

Accrued Expenses and Other Current Liabilities (Tables)
Schedule of Accrued Liabilities
Accrued expenses and other current liabilities were as follows (in thousands):
 
 
March 31,
 
December 31,
 
 
2016
 
2015
Current portion of asset retirement obligation (a)
 
$
6,825

 
$
6,822

Accrued capital expenditures
 
3,092

 
3,984

Accrued expenses
 
5,744

 
3,178

Due to related parties
 
1,962

 
3,894

Bank overdraft
 
2,589

 
1,722

Other
 
5,649

 
5,435

 
 
$
25,861

 
$
25,035

Debt Obligations (Tables)
Outstanding borrowings under the credit facility
Our outstanding borrowings under the credit facility were (in thousands):
 
March 31,
2016
 
December 31,
2015
Revolving credit facility
$
549,400

 
$
525,100

Other debt
1,672

 
2,338

Total debt
551,072

 
527,438

Less: current portion
1,672

 
2,338

Long-term debt
$
549,400

 
$
525,100

Partners' Capital (Tables)
Numbers of units outstanding 
The number of units outstanding as of March 31, 2016 and December 31, 2015, respectively, were as follows (in thousands):
 
March 31,
2016
 
December 31,
2015
Series A convertible preferred units
9,499

 
9,210

Series B convertible units
—

 
1,350

Limited Partner common units
30,890

 
30,427

General Partner units
542

 
536

Distributions

We made cash distributions as follows (in thousands):
 
Three months ended March 31,
 
2016
 
2015
Series A convertible preferred units
$
—

 
$
—

Limited Partner common units
15,018

 
10,713

General Partner units
222

 
158

General Partners' incentive distribution rights
1,806

 
1,288

 
$
17,046

 
$
12,159

Schedule of Calulation for Net Income (Loss) Per Limited Partner Unit 
We determined basic and diluted net income (loss) per limited partner unit as follows, (in thousands, except per unit amounts):
 
Three months ended March 31,
 
2016
 
2015
Net income (loss) from continuing operations
$
(3,964
)
 
$
835

Less: Net income (loss) attributable to noncontrolling interests
(13
)
 
14

Net income (loss) from continuing operations attributable to the Partnership
(3,951
)
 
821

Less:
 
 
 
Distributions on Series A Units
4,471

 
3,411

Declared distributions on Series B Units
—

 
420

General partner's distribution
2,028

 
1,447

General partner's share in undistributed loss
(337
)
 
(189
)
Net income (loss) from continuing operations available to Limited Partners
(10,113
)
 
(4,268
)
Net income (loss) from discontinued operations available to Limited Partners
—

 
5

Net income (loss) available to Limited Partners
$
(10,113
)
 
$
(4,263
)
 
 
 
 
Weighted average number of units used in computation of Limited Partners’ net income (loss) per unit (basic and diluted)
30,819

 
22,703

 
 
 
 
Limited Partners' net income (loss) from continuing operations per unit (basic and diluted)
$
(0.33
)
 
$
(0.19
)
Limited Partners' net income (loss) from discontinued operations per unit (basic and diluted)
—

 
—

Limited Partners' net income (loss) per unit (basic and diluted)
$
(0.33
)
 
$
(0.19
)
Long-Term Incentive Plan (Tables)
Table summarizes our unit-based awards 
The following table summarizes our phantom unit-based awards, in units:

 
 
Three months ended March 31, 2016
 
 
Units
 
Weighted-Average Grant Price
Outstanding at beginning of period
 
569,759

 
$
13.15

Granted
 
1,131,700

 
0.92

Forfeited
 
(30,454
)
 
9.88

Vested
 
(171,402
)
 
11.91

Outstanding at end of period
 
1,499,603

 
$
4.13

Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value [Table Text Block] 
The following table summarizes our Option Grant awards, in units:

 
 
Three months ended March 31, 2016
 
 
Units
 
Weighted-Average Exercise Price
Outstanding at beginning of period
 
200,000

 
$
7.50

Granted
 
—

 
—

Forfeited
 
—

 
—

Vested
 
—

 
—

Outstanding at end of period
 
200,000

 
$
7.50

Reporting Segments (Tables)
Segment information
The following tables set forth our segment information for the three months ended March 31, 2016 and 2015 (in thousands):
 
 
Three months ended March 31, 2016
 
Gathering
and
Processing
 
Transmission
 
Terminals
 
Total
Revenue
$
31,148

 
$
10,227

 
$
4,748

 
$
46,123

Gain (loss) on commodity derivatives, net
(103
)
 
—

 
—

 
(103
)
Total revenue
31,045

 
10,227

 
4,748

 
46,020

Operating expenses:
 
 
 
 
 
 
 
Purchases of natural gas, NGL's and condensate
15,449

 
1,464

 
—

 
16,913

Direct operating expenses
10,003

 
2,841

 
1,677

 
14,521

Selling, general and administrative expenses
 
 
 
 
 
 
8,534

Equity compensation expense
 
 
 
 
 
 
1,084

Depreciation, amortization and accretion expense
 
 
 
 
 
 
10,094

Total operating expenses
 
 
 
 
 
 
51,146

Gain (loss) on sale of assets, net
 
 
 
 
 
 
10

Interest expense
 
 
 
 
 
 
(5,872
)
Earnings in unconsolidated affiliates
 
 
 
 
 
 
7,343

Income tax (expense) benefit
 
 
 
 
 
 
(319
)
Net income (loss)
 
 
 
 
 
 
(3,964
)
Less: Net income (loss) attributable to noncontrolling interests
 
 
 
 
 
 
(13
)
Net income (loss) attributable to the Partnership
 
 
 
 
 
 
$
(3,951
)
 
 
 
 
 
 
 
 
Segment gross margin (a)
$
15,730

 
$
8,755

 
$
3,071

 
$
27,556


 
Three months ended March 31, 2015
 
Gathering
and
Processing
 
Transmission
 
Terminals
 
Total
Revenue
$
48,449

 
$
11,748

 
$
4,265

 
$
64,462

Gain (loss) on commodity derivatives, net
147

 
—

 
—

 
147

Total revenue
48,596

 
11,748

 
4,265

 
64,609

Operating expenses:
 
 
 
 
 
 
 
Purchases of natural gas, NGL's and condensate
27,319

 
1,659

 
—

 
28,978

Direct operating expenses
9,092

 
3,180

 
1,595

 
13,867

Selling, general and administrative expenses
 
 
 
 
 
 
6,935

Equity compensation expense
 
 
 
 
 
 
1,698

Depreciation, amortization and accretion expense
 
 
 
 
 
 
9,689

Total operating expenses
 
 
 
 
 
 
61,167

Gain (loss) on sale of assets, net
 
 
 
 
 
 
(8
)
Interest expense
 
 
 
 
 
 
(2,610
)
Earnings in unconsolidated affiliate
 
 
 
 
 
 
167

Income tax (expense) benefit
 
 
 
 
 
 
(156
)
Income (loss) from discontinued operations, net of tax
 
 
 
 
 
 
5

Net income (loss)
 
 
 
 
 
 
840

Less: Net income (loss) attributable to noncontrolling interests
 
 
 
 
 
 
14

Net income (loss) attributable to the Partnership
 
 
 
 
 
 
$
826

 
 
 
 
 
 
 
 
Segment gross margin (a)
$
21,045

 
$
10,061

 
$
2,670

 
$
33,776


 
March 31,
 
December 31,
 
2016
 
2015
Segment assets:
 
 
 
Gathering and Processing
$
570,993

 
$
572,824

Transmission
139,819

 
133,870

Terminals
91,255

 
84,449

Other (b)
87,435

 
100,153

Total assets
$
889,502

 
$
891,296


(a)
Segment gross margin for our Gathering and Processing segment consists of revenue less purchases of natural gas, NGLs and condensate and construction and operating management agreement ("COMA"). Segment gross margin for our Transmission segment consists of revenue, less purchases of natural gas and COMA. Segment gross margin for our Terminals segment consists of revenue, less direct operating expenses. Gross margin consists of the sum of the segment gross margin amounts for each of these segments. As an indicator of our operating performance, gross margin should not be considered an alternative to, or more meaningful than, net income or cash flow from operations as determined in accordance with GAAP. Our gross margin may not be comparable to a similarly titled measure of another company because other entities may not calculate gross margin in the same manner.
(b)
Other assets not allocable to segments consist of investment in unconsolidated affiliates, corporate leasehold improvements, and other assets.
Organization and Basis of Presentation (Details)
3 Months Ended
Mar. 31, 2016
mi
billion_cubic_feet_per_day
bbl
gathering_system
facility
pipeline
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
 
General Partners' Capital Account, Percentage
95.00% 
Limited Partners' Capital Account, Percentage
5.00% 
Number of Gathering Systems
12 
Number of Processing Facilities
5 
Number of Fractionation Facilities
3 
Number of Marine Terminal Sites
3 
Number of Interstate Pipelines
3 
Number of Intrastate Pipelines
5 
Number of Oil Pipelines
1 
Length Of Pipeline
3,000 
Volume of Natural Gas, Operating
1 
Million barrels of storage capacity
1,800,000 
Burns Point Plant [Member]
 
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
 
Percentage of voting interests acquired
50.00% 
Mesquite [Member]
 
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
 
Equity Method Investment, Ownership Percentage
47.00% 
Delta House [Member]
 
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
 
Equity Method Investment, Ownership Percentage
12.90% 
MPOG [Member]
 
Collaborative Arrangements and Non-collaborative Arrangement Transactions [Line Items]
 
Equity Method Investment, Ownership Percentage
66.70% 
Concentration of Credit Risk and Trade Accounts Receivable (Details)
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Risks and Uncertainties [Abstract]
 
 
Concentration Risk, Percentage
13.00% 
10.00% 
Other Current Assets (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
 
 
Prepaid insurance
$ 2,705 
$ 3,948 
Other prepaid amounts
2,060 
2,866 
Other current assets
2,062 
3,280 
Other Assets, Current
$ 6,827 
$ 10,094 
Derivatives (Fair Value of Commodity Derivatives) (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Derivative [Line Items]
 
 
Gross Risk Management Assets
$ 206 
$ 365 
Gross Risk Management Liabilities
0 
0 
Net Risk Management Assets (Liabilities)
206 
365 
Gross Risk Management Assets
0 
0 
Gross Risk Management Liabilities
(893)
0 
Net Risk Management Assets (Liabilities)
(893)
0 
Risk Management Assets [Member] |
Commodity derivatives [Member]
 
 
Derivative [Line Items]
 
 
Gross Risk Management Assets
206 
365 
Gross Risk Management Liabilities
0 
0 
Net Risk Management Assets (Liabilities)
206 
365 
Risk Management Assets - Long Term [Member] |
Commodity derivatives [Member]
 
 
Derivative [Line Items]
 
 
Gross Risk Management Assets
0 
0 
Gross Risk Management Liabilities
0 
0 
Net Risk Management Assets (Liabilities)
0 
0 
Risk Management Liabilities [Member] |
Commodity derivatives [Member]
 
 
Derivative [Line Items]
 
 
Gross Risk Management Assets
0 
0 
Gross Risk Management Liabilities
(163)
0 
Net Risk Management Assets (Liabilities)
(163)
0 
Risk Management Liabilities - Long Term [Member] |
Commodity derivatives [Member]
 
 
Derivative [Line Items]
 
 
Gross Risk Management Assets
0 
0 
Gross Risk Management Liabilities
(730)
0 
Net Risk Management Assets (Liabilities)
$ (730)
$ 0 
Derivatives (Realized and Unrealized Gains (Losses)) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Derivatives, Fair Value [Line Items]
 
 
Derivative, Gain (Loss) on Derivative, Net
$ (103)
$ 147 
Commodity derivatives [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative, Gain (Loss) on Derivative, Net
(219)
(204)
Gain on commodity derivatives, net
(833)
55 
Gain (Loss) on Derivative Instruments [Member] |
Commodity derivatives [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative, Gain (Loss) on Derivative, Net
0 
139 
Gain on commodity derivatives, net
(103)
8 
Interest Expense [Member] |
Commodity derivatives [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative, Gain (Loss) on Derivative, Net
0 
(102)
Gain on commodity derivatives, net
(730)
47 
Other Income [Member] |
Commodity derivatives [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative, Gain (Loss) on Derivative, Net
(219)
(241)
Gain on commodity derivatives, net
$ 0 
$ 0 
Derivatives (Details Textual) (USD $)
3 Months Ended
Mar. 31, 2016
gal
Mar. 31, 2015
Derivative [Line Items]
 
 
Aggregate notional volume of our commodity derivative
7,700,000 
 
Amortization of weather derivative premium
$ 219,000 
$ 241,000 
Interest Rate Swap [Member]
 
 
Derivative [Line Items]
 
 
Notional amount of interest rate swap
200,000,000 
 
Weather Contract [Member]
 
 
Derivative [Line Items]
 
 
Potential proceeds from derivative contract
10,000,000 
 
Fair value of derivative
0 
 
Payment for weather derivative premium
(900,000)
 
Derivative term of contract
1 year 0 months 0 days 
 
Amortization of weather derivative premium
$ 100,000 
 
Fair Value Measurement (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Commodity Contract [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
$ (103)
$ 0 
Interest Rate Swap [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
(730)
0 
Estimate of Fair Value Measurement [Member] |
Commodity Contract [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
(103)
0 
Estimate of Fair Value Measurement [Member] |
Commodity Contract [Member] |
Level 1 [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
0 
0 
Estimate of Fair Value Measurement [Member] |
Commodity Contract [Member] |
Level 2 [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
(103)
0 
Estimate of Fair Value Measurement [Member] |
Commodity Contract [Member] |
Level 3 [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
0 
0 
Estimate of Fair Value Measurement [Member] |
Interest Rate Swap [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
(730)
0 
Estimate of Fair Value Measurement [Member] |
Interest Rate Swap [Member] |
Level 1 [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
0 
0 
Estimate of Fair Value Measurement [Member] |
Interest Rate Swap [Member] |
Level 2 [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
(730)
0 
Estimate of Fair Value Measurement [Member] |
Interest Rate Swap [Member] |
Level 3 [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Commodity derivative instruments, net
$ 0 
$ 0 
Property, Plant and Equipment (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Dec. 31, 2015
Mar. 31, 2016
Land [Member]
Dec. 31, 2015
Land [Member]
Mar. 31, 2016
Construction in progress [Member]
Dec. 31, 2015
Construction in progress [Member]
Mar. 31, 2016
Buildings and improvements [Member]
Dec. 31, 2015
Buildings and improvements [Member]
Mar. 31, 2016
Processing and treating plants [Member]
Dec. 31, 2015
Processing and treating plants [Member]
Mar. 31, 2016
Pipelines [Member]
Dec. 31, 2015
Pipelines [Member]
Mar. 31, 2016
Tanks, truck rack and piping [Member]
Dec. 31, 2015
Tanks, truck rack and piping [Member]
Mar. 31, 2016
Equipment [Member]
Dec. 31, 2015
Equipment [Member]
Mar. 31, 2016
Property, Plant And Equipment [Member]
Dec. 31, 2015
Property, Plant And Equipment [Member]
Mar. 31, 2016
Maximum [Member]
Buildings and improvements [Member]
Mar. 31, 2016
Maximum [Member]
Processing and treating plants [Member]
Mar. 31, 2016
Maximum [Member]
Pipelines [Member]
Mar. 31, 2016
Maximum [Member]
Tanks, truck rack and piping [Member]
Mar. 31, 2016
Maximum [Member]
Equipment [Member]
Mar. 31, 2016
Minimum [Member]
Buildings and improvements [Member]
Mar. 31, 2016
Minimum [Member]
Processing and treating plants [Member]
Mar. 31, 2016
Minimum [Member]
Pipelines [Member]
Mar. 31, 2016
Minimum [Member]
Tanks, truck rack and piping [Member]
Mar. 31, 2016
Minimum [Member]
Equipment [Member]
Property, Plant and Equipment, Net [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property plant and equipment gross
 
 
$ 5,282 
$ 5,282 
$ 52,684 
$ 46,045 
$ 9,864 
$ 9,864 
$ 101,838 
$ 97,784 
$ 550,826 
$ 554,400 
$ 58,226 
$ 58,394 
$ 26,317 
$ 22,207 
$ 805,037 
$ 793,976 
 
 
 
 
 
 
 
 
 
 
Property plant and equipment in useful life
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
40 years 
40 years 
40 years 
40 years 
20 years 
4 years 
8 years 
3 years 
20 years 
5 years 
Accumulated depreciation
(154,752)
(145,963)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property, plant and equipment, net
$ 650,285 
$ 648,013 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Property, Plant and Equipment (Details Textual) (USD $)
0 Months Ended 3 Months Ended
Feb. 12, 2016
Mar. 31, 2016
Mar. 31, 2015
Feb. 12, 2016
Mar. 31, 2016
AlaTenn system [Member]
Dec. 31, 2015
AlaTenn system [Member]
Property, Plant and Equipment [Line Items]
 
 
 
 
 
 
Property plant and equipment gross
 
 
 
 
$ 118,200,000 
$ 111,900,000 
Capitalized interest
 
500,000 
200,000 
 
 
 
Depreciation
 
8,800,000 
7,900,000 
 
 
 
EscrowedUnitsReturnedtoPartnership
 
 
 
1,034,483 
 
 
Payments for Previous Acquisition
$ 300,000 
 
 
 
 
 
Goodwill and Intangible Assets, Net (Details) (USD $)
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Segment Reporting Information [Line Items]
 
 
 
Goodwill
$ 16,262,000 
 
$ 16,262,000 
Amortization of Intangible Assets
$ 1,100,000 
$ 1,600,000 
 
Minimum [Member]
 
 
 
Segment Reporting Information [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
10 years 0 months 0 days 
 
 
Maximum [Member]
 
 
 
Segment Reporting Information [Line Items]
 
 
 
Finite-Lived Intangible Asset, Useful Life
30 years 
 
 
Goodwill and Intangible Assets, Net Schedule of Intangible Assets (Details) (USD $)
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Finite-Lived Intangible Assets [Line Items]
 
 
 
Amortization of Intangible Assets
$ 1,100,000 
$ 1,600,000 
 
Goodwill
16,262,000 
 
16,262,000 
Gross carrying amount:
118,851,000 
 
118,851,000 
Accumulated amortization:
(18,974,000)
 
(17,886,000)
Net carrying amount:
99,877,000 
 
100,965,000 
Customer Contracts [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Gross carrying amount:
12,101,000 
 
12,101,000 
Accumulated amortization:
(12,101,000)
 
(12,101,000)
Net carrying amount:
0 
 
0 
Customer Relationships [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Gross carrying amount:
53,400,000 
 
53,400,000 
Accumulated amortization:
(3,768,000)
 
(3,124,000)
Net carrying amount:
49,632,000 
 
50,276,000 
Dedicated Acreage [Member]
 
 
 
Finite-Lived Intangible Assets [Line Items]
 
 
 
Gross carrying amount:
53,350,000 
 
53,350,000 
Accumulated amortization:
(3,105,000)
 
(2,661,000)
Net carrying amount:
$ 50,245,000 
 
$ 50,689,000 
Investment in unconsolidated affiliates Partnership's Equity Investments (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
 
 
Balances
$ 82,301 
 
Earnings in unconsolidated affiliates
7,343 
167 
Contributions
4,918 
 
Distributions
(13,515)
 
Balances
81,047 
 
MPOG [Member]
 
 
Schedule of Equity Method Investments [Line Items]
 
 
Equity Method Investment, Ownership Percentage
66.70% 
 
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
 
 
Balances
7,179 
 
Earnings in unconsolidated affiliates
230 
 
Contributions
428 
 
Distributions
(895)
 
Balances
6,942 
 
Mesquite [Member]
 
 
Schedule of Equity Method Investments [Line Items]
 
 
Equity Method Investment, Ownership Percentage
47.00% 
 
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
 
 
Balances
18,597 
 
Earnings in unconsolidated affiliates
0 
 
Contributions
4,490 
 
Distributions
0 
 
Balances
23,087 
 
Delta House [Member]
 
 
Schedule of Equity Method Investments [Line Items]
 
 
Equity Method Investment, Ownership Percentage
12.90% 
 
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
 
 
Balances
56,525 
 
Earnings in unconsolidated affiliates
7,113 
 
Contributions
0 
 
Distributions
(12,620)
 
Balances
$ 51,018 
 
Investment in unconsolidated affiliates Financial Information for the Partnership's Equity Investments (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Equity Method Investments and Joint Ventures [Abstract]
 
 
 
Current assets
$ 2,837 
 
$ 2,086 
Non-current assets
275,496 
 
288,617 
Current liabilities
286 
 
366 
Non-current liabilities
23,957 
 
23,617 
Total revenue
29,330 
2,436 
 
Operating expense
892 
970 
 
Net income
$ 27,181 
$ 243 
 
Accrued Expenses and Other Current Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Other Liabilities Disclosure [Abstract]
 
 
Current portion of asset retirement obligation
$ 6,825 
$ 6,822 
Accrued capital expenditures
3,092 
3,984 
Accrued expenses
5,744 
3,178 
Due to related parties
1,962 
3,894 
Bank overdraft
2,589 
1,722 
Other
5,649 
5,435 
Accrued expenses and other current liabilities
$ 25,861 
$ 25,035 
Debt Obligations (Details) (USD $)
In Thousands, unless otherwise specified
Mar. 31, 2016
Dec. 31, 2015
Debt Disclosure [Abstract]
 
 
Revolving credit facility
$ 549,400 
$ 525,100 
Other debt
1,672 
2,338 
Total debt
551,072 
527,438 
Less: current portion
1,672 
2,338 
Long-term debt
$ 549,400 
$ 525,100 
Debt Obligations (Details Textual) (USD $)
3 Months Ended
Mar. 31, 2016
Dec. 31, 2015
Debt Instrument [Line Items]
 
 
Line of Credit Facility, Current Borrowing Capacity
$ 750,000,000 
 
Line of Credit Facility, Amount Outstanding Limit
900,000,000 
 
Long-Term Debt (Textual) [Abstract]
 
 
Letter of credit outstanding
1,800,000 
 
Revolving credit facility
549,400,000 
525,100,000 
Ratio of Indebtedness to Net Capital
5.17 
 
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage
0.50% 
 
Debt Instrument, Interest Coverage Ratio
6.74 
 
Debt, Weighted Average Interest Rate
4.13% 
2.37% 
Proceeds from (Payments for) Other Financing Activities
3,000,000 
 
Debt Instrument, Periodic Payment
$ 300,000 
 
Maximum [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Ratio of Indebtedness to Net Capital
4.75 
 
Ratio of indebtedness to net capital, after permitted acquisition
5.25 
 
Minimum [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Interest Coverage Ratio
2.50 
 
Base Rate [Member] |
Maximum [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Basis Spread on Variable Rate
3.25% 
 
Base Rate [Member] |
Minimum [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Basis Spread on Variable Rate
2.00% 
 
Federal Funds [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Interest Rate, Stated Percentage
0.50% 
 
Eurodollar [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Interest Rate, Stated Percentage
1.00% 
 
Eurodollar [Member] |
Maximum [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Basis Spread on Variable Rate
2.25% 
 
Eurodollar [Member] |
Minimum [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Basis Spread on Variable Rate
1.00% 
 
Insurance Premium Financing [Member]
 
 
Long-Term Debt (Textual) [Abstract]
 
 
Debt Instrument, Interest Rate, Stated Percentage
3.95% 
 
Partners' Capital (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
May 6, 2016
Dec. 31, 2015
Unitholder distributions
$ (17,046)
$ (12,159)
 
 
Series A convertible preferred, units, outstanding
9,499,000 
 
9,499,370 
9,210,000 
Partnership Interest [Member]
 
 
 
 
General partner interest units
542,000 
 
 
536,000 
Series B [Member]
 
 
 
 
Unitholder distributions
0 
(420)
 
 
Limited Partners' Capital Account, units outstanding
 
 
0 
 
Limited Partner Series B Convertible Units [Member]
 
 
 
 
Limited Partners' Capital Account, Units Issued
0 
 
 
1,350,000 
Limited Partner Series B Convertible Units [Member] |
Series B [Member]
 
 
 
 
Limited Partners' Capital Account, units outstanding
0 
 
 
1,350,000 
Limited Partner Common Units [Member]
 
 
 
 
Limited Partners' Capital Account, Units Issued
30,890,000 
 
 
30,427,000 
Limited Partner Common Units [Member] |
Partnership Interest [Member]
 
 
 
 
Limited Partners' Capital Account, units outstanding
30,890,000 
 
 
30,427,000 
Limited Partner [Member]
 
 
 
 
Unitholder distributions
(15,018)
(10,713)
 
 
General Partner [Member]
 
 
 
 
Unitholder distributions
(222)
(158)
 
 
General Partner, Incentive Distribution Rights [Member]
 
 
 
 
Unitholder distributions
(1,806)
(1,288)
 
 
Series A [Member] |
Preferred Partner [Member]
 
 
 
 
Unitholder distributions
$ 0 
$ 0 
 
 
Partners Capital (Details Textual) (USD $)
3 Months Ended 3 Months Ended 0 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Mar. 31, 2016
Series A [Member]
Mar. 31, 2015
Series A [Member]
Mar. 31, 2016
Series B [Member]
Mar. 31, 2016
Limited Partner [Member]
Mar. 31, 2015
Limited Partner [Member]
Mar. 31, 2016
General Partner [Member]
Mar. 31, 2015
General Partner [Member]
Mar. 31, 2016
Series B [Member]
Mar. 31, 2015
Series B [Member]
Apr. 25, 2016
Subsequent Event [Member]
Mar. 31, 2016
Dividend Paid [Member]
Series A [Member]
Mar. 31, 2015
Dividend Paid [Member]
Series A [Member]
Subsidiary, Sale of Stock [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distribution declared per common unit (a)
$ 0.4725 1
$ 0.4725 1
 
 
 
 
 
 
 
 
 
 
$ 0.4125 
 
 
Distribution Made to Limited Partner, Distributions Declared, Per Unit, Annualized Basis
 
 
 
 
 
 
 
 
 
 
 
 
$ 1.65 
 
 
Unitholder distributions
$ (17,046,000)
$ (12,159,000)
 
 
 
 
$ (19,430,000)
$ (14,496,000)
$ (2,087,000)
$ (1,495,000)
$ 0 
$ (420,000)
 
 
 
Partners Capital (Textual) [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General partner interest
1.30% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited Liability Company (LLC) or Limited Partnership (LP), Members or Limited Partners, Ownership Interest
98.70% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Issued
 
 
 
 
 
 
 
 
 
 
 
 
 
288,910 
164,149 
Issuance of common units, net of offering costs
 
 
 
 
 
0 
(104,000)
 
0 
 
 
 
 
 
 
Fair Value, Paid In Kind Distributions, Aggregate
4,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General Partners' Capital Account, Period Distribution Amount
100,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued and paid-in-kind unitholder distribution for Series A Units
$ 4,500,000 
$ 3,410,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
General Partners' Capital Account, Units Issued
542,000 
 
536,000 
 
 
 
 
 
6,225 
 
 
 
 
 
 
Fair value input, option value
 
 
 
0.02 
1.88 
 
 
 
 
 
 
 
 
 
 
Fair Value Inputs, Discount Rate
10.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fair Value input, distribution growth rate
 
 
 
1.00% 
 
 
 
 
 
 
 
 
 
 
 
Partners' Capital (Calculation of Net Income (Loss) Per Limited Partner Unit) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
Net income (loss) from continuing operations
$ (3,964)
$ 835 
Less: Comprehensive income (loss) attributable to noncontrolling interests
13 
(14)
Income (Loss) from Continuing Operations Attributable to Parent
(3,951)
821 
Temporary Equity, Dividends, Adjustment
4,471 
3,411 
Unitholder distributions
(17,046)
(12,159)
General Partners' Capital Account, Period Undistributed Income (Loss) From Continuing Operations, Amount
(337)
(189)
Net income (loss) from continuing operations available to Limited Partners
(10,113)
(4,268)
Net income (loss) from discontinued operations available to Limited Partners
0 
5 
Net income (loss) available to Limited Partners
(10,113)
(4,263)
Weighted average number of units used in computation of Limited Partners’ net income (loss) per unit (basic and diluted)
30,819 
22,703 
Income (Loss) from Continuing Operations, Per Outstanding Limited Partnership Unit, Basic, Net of Tax
$ (0.33)
$ (0.19)
Limited partners' net income (loss) per unit from discontinued operations (basic and diluted)
$ 0.00 
$ 0.00 
Net Income (Loss), Per Outstanding Limited Partnership Unit, Basic, Net of Tax
$ (0.33)
$ (0.19)
Series B [Member]
 
 
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
Unitholder distributions
0 
(420)
General Partner [Member]
 
 
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
Unitholder distributions
(2,087)
(1,495)
Dividend Declared [Member] |
General Partner [Member]
 
 
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
 
 
Unitholder distributions
$ (2,028)
$ (1,447)
Long-Term Incentive Plan (Details) (USD $)
1 Months Ended 3 Months Ended
Dec. 31, 2015
Mar. 31, 2016
Mar. 31, 2015
Feb. 11, 2016
Nov. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized
 
 
 
6,000,000 
 
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant
15,484 
4,937,627 
 
 
 
Grants Issued Under Long Term Incentive Plan
 
25.00% 
 
 
 
Equity compensation expense
 
$ 1,084,000 
$ 1,698,000 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value
 
900,000 
2,300,000 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized
 
5,800,000 
6,600,000 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition
 
2 years 7 months 18 days 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Nonvested
 
 
 
 
2,000,000 
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options
 
100,000 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward]
 
 
 
 
 
Outstanding at beginning of period
 
569,759 
 
 
 
Granted
 
1,131,700 
 
 
 
Forfeited
 
(30,454)
 
 
 
Vested
 
(171,402)
 
 
 
Outstanding at end of period
569,759 
1,499,603 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Weighted Average [Roll Forward]
 
 
 
 
 
Outstanding at beginning of period
 
$ 13.15 
 
 
 
Granted
 
$ 0.92 
 
 
 
Forfeited
 
$ 9.88 
 
 
 
Vested
 
$ 11.91 
 
 
 
Outstanding at end of period
$ 13.15 
$ 4.13 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
 
 
 
 
 
Outstanding at beginning of period
 
200,000 
 
 
 
Granted
200,000 
0 
 
 
 
Forfeited
 
0 
 
 
 
Vested
 
0 
 
 
 
Outstanding at end of period
200,000 
200,000 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Options, Weight Average [Roll Forward]
 
 
 
 
 
Outstanding at beginning of period
 
$ 7.50 
 
 
 
Granted
 
$ 0.00 
 
 
 
Forfeited
 
$ 0.00 
 
 
 
Vested
 
$ 0.00 
 
 
 
Outstanding at end of period
$ 7.50 
$ 7.50 
 
 
 
Performance Shares [Member]
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
Equity compensation expense
 
200,000 
 
 
 
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized
 
$ 1,300,000 
 
 
 
Income Tax (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Income Tax Disclosure [Abstract]
 
 
Income tax (expense) benefit
$ (319)
$ (156)
Effective Income Tax Rate, Continuing Operations
(8.80%)
15.70% 
Commitments and Contingencies Commitments and Contingencies (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Commitments and Contingencies [Abstract]
 
Business Exit Costs
$ 4.3 
AccruedBusinessExitCosts
$ 0.7 
Related- Party Transactions (Details Textual) (USD $)
In Millions, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Related Party Transaction [Line Items]
 
 
 
Business Development
$ (0.3)
$ (0.4)
 
Proceeds from Sale of Other Assets
 
2.8 
 
Management Fees Revenue
0.2 
0.4 
 
Related Party Transaction, Due from (to) Related Party
0.1 
 
3.8 
American Midstream, L.L.C [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
General and Administrative Expense
8.1 
7.3 
 
Business Development
(0.5)
(0.1)
 
General Partner [Member]
 
 
 
Related Party Transaction [Line Items]
 
 
 
Related Party Transaction, Due from (to) Related Party
$ 2.0 
 
 
Reporting Segments (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
Mar. 31, 2015
Dec. 31, 2015
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
Segment assets:
$ 889,502 
 
$ 891,296 
Segment information
 
 
 
Revenue
46,123 
64,462 
 
Gain (loss) on commodity derivatives, net
(103)
147 
 
Total revenue
46,020 
64,609 
 
Purchases of natural gas, NGLs and condensate
16,913 
28,978 
 
Direct operating expenses
14,521 
13,867 
 
Selling, general and administrative expenses
8,534 
6,935 
 
Equity compensation expense
1,084 
1,698 
 
Depreciation, amortization and accretion expense
10,094 
9,689 
 
Total operating expenses
51,146 
61,167 
 
Gain (loss) on sale of assets, net
10 
(8)
 
Interest expense
(5,872)
(2,610)
 
Earnings in unconsolidated affiliates
7,343 
167 
 
Income tax (expense) benefit
(319)
(156)
 
Income (loss) from discontinued operations, net of tax
0 
5 
 
Net income (loss)
(3,964)
840 
 
Net Income (Loss) Attributable to Noncontrolling Interest
13 
(14)
 
Net income (loss) attributable to the Partnership
(3,951)
826 
 
Segment gross margin
27,556 
33,776 
 
Gathering And Processing [Member]
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
Segment assets:
570,993 
 
572,824 
Transmission [Member]
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
Segment assets:
139,819 
 
133,870 
Gathering and Processing reporting segment [Member]
 
 
 
Segment information
 
 
 
Revenue
31,148 
48,449 
 
Gain (loss) on commodity derivatives, net
(103)
147 
 
Total revenue
31,045 
48,596 
 
Purchases of natural gas, NGLs and condensate
15,449 
27,319 
 
Direct operating expenses
10,003 
9,092 
 
Segment gross margin
15,730 
21,045 
 
Transmission reporting segment [Member]
 
 
 
Segment information
 
 
 
Revenue
10,227 
11,748 
 
Gain (loss) on commodity derivatives, net
0 
0 
 
Total revenue
10,227 
11,748 
 
Purchases of natural gas, NGLs and condensate
1,464 
1,659 
 
Direct operating expenses
2,841 
3,180 
 
Segment gross margin
8,755 
10,061 
 
Terminals [Member]
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
Segment assets:
91,255 
 
84,449 
Segment information
 
 
 
Total revenue
4,748 
4,265 
 
Terminals reporting segment [Member]
 
 
 
Segment information
 
 
 
Revenue
4,748 
4,265 
 
Gain (loss) on commodity derivatives, net
0 
0 
 
Purchases of natural gas, NGLs and condensate
0 
0 
 
Direct operating expenses
1,677 
1,595 
 
Segment gross margin
3,071 
2,670 
 
Other Segments [Member]
 
 
 
Segment Reporting, Revenue Reconciling Item [Line Items]
 
 
 
Segment assets:
$ 87,435 
 
$ 100,153 
Reporting Segments (Details Textual) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Mar. 31, 2016
segment
Mar. 31, 2015
Segment Reporting [Abstract]
 
 
Net Income (Loss) Attributable to Noncontrolling Interest
$ 13 
$ (14)
Earnings in unconsolidated affiliates
$ 7,343 
$ 167 
Number of Operating Segments
3 
 
Subsequent Events (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 0 Months Ended 0 Months Ended
Mar. 31, 2016
billion_cubic_feet_per_day
mi
Mar. 31, 2015
Apr. 25, 2016
Subsequent Event [Member]
billion_cubic_feet_per_day
bbl
mi
Apr. 25, 2016
Subsequent Event [Member]
Mar. 31, 2016
Delta House [Member]
Apr. 25, 2016
Delta House [Member]
Subsequent Event [Member]
May 6, 2016
Series C [Member]
Apr. 25, 2016
Series C [Member]
Subsequent Event [Member]
Apr. 25, 2016
Series C [Member]
Subsequent Event [Member]
Subsequent Event [Line Items]
 
 
 
 
 
 
 
 
 
Borrowings on long-term debt
$ 56,750 
$ 68,100 
$ 105,000 
 
 
 
 
 
 
Class of Warrant or Right, Number of Securities Called by Warrants or Rights
 
 
 
800,000 
 
 
 
 
 
Proceeds from Issuance of Convertible Preferred Units
0 
20,000 
 
 
 
 
 
120,000 
 
VolumeofOilOperating
 
 
120,000 
 
 
 
 
 
 
Length Of Pipeline
3,000 
 
200 
 
 
 
 
 
 
Payments to Acquire Businesses, Gross
 
 
$ 225,000 
 
 
 
 
 
 
Volume of Natural Gas, Operating
1 
 
1 
 
 
 
 
 
 
Equity Method Investment, Ownership Percentage
 
 
 
 
12.90% 
13.90% 
 
 
 
Limited Partners' Capital Account, Units Issued
 
 
 
 
 
 
8,571,429 
 
8,571,429