SUSSER PETROLEUM PARTNERS LP, 10-K filed on 3/29/2013
Annual Report
Document And Entity Information (USD $)
12 Months Ended
Dec. 31, 2012
Jun. 30, 2012
Mar. 22, 2013
Common Units [Member]
Mar. 22, 2013
Subordinated Units [Member]
Document Information [Line Items]
 
 
 
 
Document Type
10-K 
 
 
 
Amendment Flag
false 
 
 
 
Document Period End Date
Dec. 31, 2012 
 
 
 
Document Fiscal Year Focus
2012 
 
 
 
Document Fiscal Period Focus
FY 
 
 
 
Entity Registrant Name
SUSSER PETROLEUM PARTNERS LP 
 
 
 
Entity Central Index Key
0001552275 
 
 
 
Current Fiscal Year End Date
--12-31 
 
 
 
Entity Filer Category
Non-accelerated Filer 
 
 
 
Entity Common Stock, Shares Outstanding
 
 
10,939,436 
10,939,436 
Entity Current Reporting Status
Yes 
 
 
 
Entity Voluntary Filers
No 
 
 
 
Entity Public Float
 
$ 0 
 
 
Entity Well-known Seasoned Issuer
No 
 
 
 
Consolidated Balance Sheets (USD $)
Dec. 31, 2012
Dec. 31, 2011
Current assets:
 
 
Cash and cash equivalents
$ 6,752,000 
$ 240,000 
Accounts receivable, net of allowance for doubtful accounts of $167 at December 31, 2011, and $0 at September 30, 2012
33,008,000 
 
Receivables from affiliates
59,543,000 
 
Inventories, net
2,981,000 
 
Other current assets
821,000 
 
Total current assets
103,105,000 
 
Property and equipment, net
68,173,000 
 
Other assets:
 
 
Marketable Securities, Noncurrent
148,264,000 
 
Goodwill
12,936,000 
20,661,000 
Intangible assets, net
23,131,000 
 
Other noncurrent assets
191,000 
 
Total assets
355,800,000 
 
Current liabilities:
 
 
Accounts payable
88,884,000 
 
Accrued expenses and other current liabilities
1,101,000 
 
Current maturities of long-term debt
24,000 
 
Total current liabilities
90,009,000 
 
Revolving line of credit
35,590,000 
0 
Long-term debt
149,241,000 
 
Deferred tax liability, long-term portion
152,000 
 
Other noncurrent liabilities
2,476,000 
5,462,000 
Total liabilities
277,468,000 
 
Unitholder's' equity:
 
 
Unitholders' equity
78,332,000 
115,813,000 
Total liabilities and unitholder's equity
355,800,000 
 
Predecessor [Member]
 
 
Current assets:
 
 
Cash and cash equivalents
 
240,000 
Accounts receivable, net of allowance for doubtful accounts of $167 at December 31, 2011, and $0 at September 30, 2012
 
31,760,000 
Receivables from affiliates
 
106,553,000 
Inventories, net
 
7,023,000 
Other current assets
 
1,836,000 
Total current assets
 
147,412,000 
Property and equipment, net
 
39,049,000 
Other assets:
 
 
Marketable Securities, Noncurrent
 
0 
Goodwill
0 
20,661,000 
Intangible assets, net
 
23,309,000 
Other noncurrent assets
 
885,000 
Total assets
 
231,316,000 
Current liabilities:
 
 
Accounts payable
 
98,316,000 
Accrued expenses and other current liabilities
 
8,010,000 
Current maturities of long-term debt
 
22,000 
Total current liabilities
 
106,348,000 
Long-term debt
 
1,098,000 
Deferred tax liability, long-term portion
 
2,595,000 
Other noncurrent liabilities
 
5,462,000 
Total liabilities
 
115,503,000 
Unitholder's' equity:
 
 
Unitholders' equity
0 
115,813,000 
Total liabilities and unitholder's equity
 
231,316,000 
Common Unitholders - Public [Member]
 
 
Unitholder's' equity:
 
 
Unitholders' equity
210,462,000 
 
Common Unitholders - Affiliates [Member]
 
 
Unitholder's' equity:
 
 
Unitholders' equity
(175,000)
 
Subordinated Units [Member]
 
 
Unitholder's' equity:
 
 
Unitholders' equity
$ (131,955,000)
 
Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2012
Common Unitholders - Public [Member]
Dec. 31, 2012
Common Unitholders - Affiliates [Member]
Dec. 31, 2012
Subordinated Units [Member]
Unitholder's' equity:
 
 
 
Limited Partners' Capital Account, Units Issued
10,925,000 
14,436 
10,939,436 
Limited Partners' Capital Account, Units Outstanding
10,925,000 
14,436 
10,939,436 
Consolidated Statements Of Operations (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Revenues:
 
 
 
Motor fuel slaes to third parties
$ 1,694,025 
$ 1,549,143 
$ 1,094,273 
Motor fuel sales to affiliates
2,570,757 
2,257,788 
1,578,653 
Rental income
5,045 
5,467 
5,351 
Other income
7,514 
7,980 
5,515 
Total revenues
4,277,341 
3,820,378 
2,683,792 
Cost of sales:
 
 
 
Motor fuel cost of sales to third parties
1,660,733 
1,517,926 
1,068,208 
Motor fuel cost sales to affiliates
2,562,976 
2,257,788 
1,578,653 
Other
2,130 
1,641 
832 
Total cost of sales
4,225,839 
3,777,355 
2,647,693 
Gross profit
51,502 
43,023 
36,099 
Operating expenses:
 
 
 
General and administrative
12,013 
10,559 
8,480 
Other operating
5,178 
4,870 
4,229 
Rent
3,527 
4,322 
3,797 
Loss on disposal of assets
(341)
(221)
(86)
Depreciation, amortization and accretion
7,031 
6,090 
4,771 
Total operating expenses
28,090 
26,062 
21,363 
Income from operations
23,412 
16,961 
14,736 
Other expense:
 
 
 
Interest expense, net
(809)
(324)
(284)
Income before income taxes
22,603 
16,637 
14,452 
Income tax expense
(5,033)
(6,039)
(5,236)
Net income and comprehensive income
$ 17,570 
$ 10,598 
$ 9,216 
Consolidated Statements of Unitholders' Equity (USD $)
Total
Common - Public [Member]
Common Unitholders [Member]
Subordinated Units [Member]
Predecessor [Member]
Successor [Member]
Successor [Member]
Common - Public [Member]
Successor [Member]
Common Unitholders [Member]
Successor [Member]
Subordinated Units [Member]
Partners' Capital Beginning Balance at Dec. 31, 2009
$ 95,999,000 
 
 
 
$ 95,999,000 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net income
9,216,000 
 
 
 
9,216,000 
 
 
 
 
Partners' Capital Ending Balance at Dec. 31, 2010
105,215,000 
 
 
 
105,215,000 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net income
10,598,000 
 
 
 
10,598,000 
 
 
 
 
Partners' Capital Ending Balance at Dec. 31, 2011
115,813,000 
 
 
 
115,813,000 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net income
8,420,000 
 
 
 
8,420,000 
 
 
 
 
Partners' Capital Ending Balance at Sep. 24, 2012
124,233,000 
 
 
 
124,233,000 
 
 
 
 
Partners' Capital Beginning Balance at Jun. 30, 2012
 
 
 
 
 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net income
 
 
 
 
8,420,000 
 
 
 
 
Partners' Capital Ending Balance at Sep. 24, 2012
 
 
 
 
124,233,000 
 
 
 
 
Partners' Capital Beginning Balance at Sep. 25, 2012
 
 
 
 
 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net income
9,150,000 
 
4,575,000 
4,575,000 
 
9,150,000 
4,568,000 
7,000 
4,575,000 
Net liabilities not assumed by the Partnership
(54,653,000)
 
 
 
(54,653,000)
 
 
 
 
Allocation of net Parent investment to unitholders
0 
 
 
 
(69,580,000)
69,580,000 
 
91,000 
69,489,000 
Proceeds from initial public offering, net of underwriters' discount
210,647,000 
 
 
 
 
210,647,000 
210,647,000 
 
 
Offering costs
(4,493,000)
 
 
 
 
(4,493,000)
(4,493,000)
 
 
Cash distributions to Parent
(206,342,000)
 
 
 
 
(206,342,000)
 
(273,000)
(206,069,000)
Distribution to Unitholders
(311,000)
 
 
 
 
(311,000)
(311,000)
 
 
Unit-based compensation
101,000 
 
 
 
 
101,000 
51,000 
 
50,000 
Partners' Capital Ending Balance at Dec. 31, 2012
$ 78,332,000 
$ 210,462,000 
 
$ (131,955,000)
$ 0 
$ 78,332,000 
$ 210,462,000 
$ (175,000)
$ (131,955,000)
Consolidated Statements Of Cash Flows (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Cash flows from operating activities:
 
 
 
 
 
Net income
$ 17,570 
$ 10,598 
$ 9,216 
$ 10,598 
$ 9,216 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
Depreciation, amortization and accretion
7,031 
 
 
6,090 
4,771 
Amortization of deferred financing fees
102 
 
 
0 
0 
Loss on disposal of assets and impairment charge
341 
 
 
221 
86 
Non-cash stock based compensation
101 
 
 
0 
0 
Deferred income tax
2,428 
1,250 
(1,527)
1,251 
(1,527)
Changes in operating assets and liabilities:
 
 
 
 
 
Accounts receivable
(57,745)
 
 
(12,512)
7,158 
Accounts receivable from affiliates
(35,556)
 
 
(7,491)
(4,573)
Inventories
(7,912)
 
 
(1,091)
853 
Other assets
(63)
 
 
1,294 
226 
Accounts payable
93,193 
 
 
18,474 
(4,112)
Accrued liabilities
(2,272)
 
 
(1,708)
3,702 
Other noncurrent liabilities
(730)
 
 
(461)
1,258 
Net cash provided by operating activities
16,488 
 
 
14,665 
17,058 
Cash flows from investing activities:
 
 
 
 
 
Capital expenditures
(41,493)
 
 
(7,388)
(4,743)
Purchase of intangibles
(2,513)
 
 
(12,050)
(9,220)
Purchase of marketable securities
(497,426)
 
 
0 
0 
Redemption of short term investments
349,162 
 
 
0 
0 
Proceeds from disposal of property and equipment
1,321 
 
 
285 
66 
Net cash used in investing activities
(190,949)
 
 
(19,153)
(13,897)
Cash flows from financing activities:
 
 
 
 
 
Proceeds from issuance of long-term debt
180,666 
 
 
0 
1,150 
Line of Credit Facility, Increase (Decrease) for Period, Net
35,590 
0 
0 
 
 
Loan origination costs
(1,907)
 
 
0 
0 
Proceeds from issuance of common units, net of offering costs
206,154 
 
 
0 
0 
Distributions to Parent
(206,342)
 
 
0 
0 
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders
(311)
0 
0 
 
 
Predecessor cash retained by Parent
(354)
 
 
0 
0 
Payments on long-term debt
(32,523)
 
 
(21)
(8)
Net cash provided by financing activities
180,973 
 
 
(21)
1,142 
Net increase (decrease) in cash
6,512 
 
 
(4,509)
4,303 
Cash and cash equivalents at beginning of year
240 
 
 
4,749 
446 
Cash and cash equivalents at end of period
6,752 
240 
 
240 
4,749 
Supplemental disclosure of non-cash activities:
 
 
 
 
 
Contribution of net assets from Parent
(69,580)
 
 
0 
0 
Interest Paid, Net
$ 940 
$ 412 
$ 332 
 
 
Organization and Principles of Consolidation
Organization and Principles of Consolidation
Organization and Principles of Consolidation
The consolidated financial statements are composed of Susser Petroleum Partners LP (the "Partnership", "SUSP", "we", "us" or "our"), a Delaware limited partnership, and its consolidated subsidiaries, which distribute motor fuels in Texas, New Mexico, Oklahoma and Louisiana. SUSP was formed in June 2012 by Susser Holdings Corporation (“SUSS” or the “Parent”) and its wholly owned subsidiary, Susser Petroleum Partners GP LLC, our general partner. On September 25, 2012, we completed our initial public offering (“IPO”) of 10,925,000 common units representing limited partner interests.
The information presented in this annual report contains the audited consolidated financial results of Susser Petroleum Company LLC (“Predecessor” or "SPC"), our Predecessor for accounting purposes, for periods presented through September 24, 2012. The consolidated financial results for the year ended December 31, 2012 also include the results of operations for SUSP for the period beginning September 25, 2012, the date the Partnership commenced operations. The balance sheet as of December 31, 2012 presents solely the consolidated financial position of the Partnership.
In connection with the IPO and pursuant to the Contribution Agreement between the Partnership, the General Partner, SUSS, Stripes LLC, Susser Holdings LLC and SPC (the "Contribution Agreement"), the following transactions occurred:
•
SUSS contributed to Susser Petroleum Operating Company LLC (“SPOC”) substantially all of its wholesale motor fuel distribution business, other than its motor fuel consignment business and transportation assets, which included:
•marketer, distributor and supply agreements,
•fuel supply agreements to distribute motor fuel to convenience stores and other retail fuel outlets,
•real property owned in fee and personal property,
•leases and subleases under which it was a tenant, and
•leases and subleases under which it was a landlord.
•
SPC contributed its membership interests in T&C Wholesale LLC to SPOC.
•
SPC contributed its interest in SPOC to the Partnership in exchange for 14,436 common units representing a 0.07% limited partner interest in the Partnership, 10,939,436 subordinated units representing a 50.0% limited partner interest in the Partnership and all of the incentive distribution rights of the Partnership.
All of the contributed Predecessor assets and liabilities were recorded at historical cost as this transaction was considered to be a reorganization of entities under common control.
The consolidated financial statements include the accounts of the Partnership and all of its subsidiaries. The Partnership operates in one operating segment, with primary operations conducted by the following consolidated wholly owned subsidiaries:
•
Susser Petroleum Operating Company LLC, a Delaware limited liability company, distributes motor fuel to SUSS' retail and consignment locations, as well as third party customers in Texas, New Mexico, Oklahoma and Louisiana.
•
T&C Wholesale LLC ("TCW"), a Texas limited liability company, distributes motor fuels, propane and lubricating oils, primarily in Texas.
•
Susser Petroleum Property Company LLC (“PropCo”), a Delaware limited liability company, formed to own and lease convenience store properties and operate a motor fuel consignment business.
All significant intercompany accounts and transactions have been eliminated in consolidation.
Initial Public Offering
Initial Public Offering Disclosure
Initial Public Offering

On September 20, 2012, the Partnership’s public common units began trading on the New York Stock Exchange under the symbol “SUSP”. On September 25, 2012, we completed the IPO of 10,925,000 common units at a price of $20.50 per unit, which included a 1,425,000 unit over-allotment option that was exercised by the underwriters.
Property and equipment was contributed by SUSS and its subsidiaries in exchange for:
•
14,436 common units and 10,939,436 subordinated units, representing an aggregate 50.1% limited partner interest in SUSP;
•
All of the incentive distribution rights (as discussed in SUSP's partnership agreement); and
•
An aggregate cash distribution of $206.0 million.
We received net proceeds of $206.2 million from the sale of 10,925,000 units, net of related offering expenses. Additionally, we entered into a term loan and security agreement (“SUSP Term Loan”) in which we borrowed $180.7 million and entered into a $250.0 million revolving credit agreement (“SUSP Revolver”), which together are guaranteed by SUSS in a maximum aggregate amount of $180.7 million. See Note 9 for additional information regarding our credit and term loan facilities.
The following table is a reconciliation of cash proceeds from the IPO (in millions):

Gross proceeds
 
$
224

Less: Underwriting and structuring fees and other offering expenses
 
(18
)
Proceeds from the IPO, net of offering costs
 
206

Reimbursement to SUSS for capital expenditures during prior 24 months
 
(25
)
Investment in marketable securities
 
(181
)
Net use of IPO proceeds
 
$
(206
)
Term loan proceeds
 
$
181

Proceeds of term loan distributed to SUSS
 
$
(181
)


The following is a summary of net income for the twelve months ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Twelve Months Ended
December 31, 2012
 
Through September 24, 2012
 
From
September 25, 2012
 
 
 
(in thousands)
Revenues
$
3,198,422

 
$
1,078,919

 
$
4,277,341

Cost of sales
3,162,428

 
1,063,411

 
4,225,839

Gross profit
35,994

 
15,508

 
51,502

Total operating expenses
22,496

 
5,594

 
28,090

Income from operations
13,498

 
9,914

 
23,412

Interest expense, net
(269
)
 
(540
)
 
(809
)
Income before income taxes
13,229

 
9,374

 
22,603

Income tax expense
(4,809
)
 
(224
)
 
(5,033
)
Net income
$
8,420

 
$
9,150

 
$
17,570



The following is a summary of cash flow for the twelve months ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Twelve Months Ended
December 31, 2012
 
Through September 24, 2012
 
From
September 25, 2012
 
 
 
(in thousands)
Cash flows from operating activities:
 
 
 
 
 
Net cash provided by operating activities
$
9,183

 
$
7,305

 
$
16,488

Cash flows from investing activities:
 
 
 
 
 
Purchase of intangibles and capital expenditures
(9,806
)
 
(34,200
)
 
(44,006
)
Purchase of marketable securities
—

 
(497,426
)
 
(497,426
)
Redemption of marketable securities
—

 
349,162

 
349,162

Proceeds from disposal of property and equipment
754

 
567

 
1,321

Net cash used in investing activities
(9,052
)
 
(181,897
)
 
(190,949
)
Cash flows from financing activities:
 
 
 
 
 
Proceeds from issuance of long-term debt
—

 
216,256

 
216,256

Loan origination costs
—

 
(1,907
)
 
(1,907
)
Proceeds from issuance of common units, net of offering costs
—

 
206,154

 
206,154

Distributions to Parent
—

 
(206,342
)
 
(206,342
)
Distributions to Unitholders
—

 
(311
)
 
(311
)
Predecessor cash retained by Parent
(354
)
 


 
(354
)
Payments on long-term debt
(17
)
 
(32,506
)
 
(32,523
)
Net cash provided by (used in) financing activities
(371
)
 
181,344

 
180,973

Net increase (decrease) in cash
(240
)
 
6,752

 
6,512

Cash and cash equivalents at beginning of year
240

 
—

 
240

Cash and cash equivalents at end of period
$
—

 
$
6,752

 
$
6,752

Summary of Significant Accounting Policies
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies

Fiscal Year
The Partnership uses calendar month accounting periods, and ends its fiscal year on December 31.
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value Measurements
We use fair value measurements to measure, among other items, purchased assets and investments, leases and derivative contracts. We also use them to assess impairment of properties, equipment, intangible assets, and goodwill.
Where available, fair value is based on observable market prices or parameters, or is derived from such prices or parameters. Where observable prices or inputs are not available, use of unobservable prices or inputs are used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued.
Acquisition Accounting
Acquisitions of assets or entities that include inputs and processes and have the ability to create outputs are accounted for as business combinations. The purchase price is recorded for tangible and intangible assets acquired and liabilities assumed based on fair value. The excess of fair value of the consideration conveyed over the fair value of the net assets acquired is recorded as goodwill. The Consolidated Statements of Operations for the years presented include the results of operations for each acquisition from their respective date of acquisition.
Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, demand deposits, and short-term investments with original maturities of three months or less, but exclude debt or equity securities classified as marketable securities.

Marketable Securities

Debt or equity securities are classified into the following reporting categories: held-to-maturity, trading or available-for-sale securities. The investments in debt securities, which typically mature in one year or less, are currently classified as held-to-maturity and valued at amortized cost, which approximates fair value. The fair value of marketable securities is measured using Level 1 inputs (See Note 9 for more information concerning fair value measurements). The maturity dates range from January 10, 2013 to March 22, 2013 and are classified on the balance sheet in other assets. Included in the marketable securities classification on the Consolidated Balance Sheets are approximately $3.4 million in money market funds. The carrying value of these approximates fair value and are measured using Level 1 inputs. The gross unrecognized holding gains and losses as of December 31, 2012 were not material. These investments are used as collateral to secure the SUSP term loan and are intended to be used only for future capital expenditures.

Accounts Receivable

The majority of the trade receivables are from wholesale fuel customers. Credit is extended based on evaluation of the customer's financial condition. Receivables are recorded at face value, without interest or discount. The Partnership provides an allowance for doubtful accounts based on historical experience and on a specific identification basis. Credit losses are recorded when accounts are deemed uncollectible.

Receivables from affiliates have risen from transactions with non-consolidated affiliates and are primarily due to the sale of fuel and other miscellaneous transactions with SUSS. Predecessor receivables from affiliates also included the concentration of excess cash to SUSS. These receivables are recorded at face value, without interest or discount.

Inventories
Fuel inventories are stated at the lower of average cost or market. Shipping and handling costs are included in the cost of inventories.
Property and Equipment
Property and equipment are recorded at cost. Depreciation is computed on a straight-line basis over the useful lives of the assets, estimated to be forty years for buildings, three to fifteen years for equipment and thirty years for underground storage tanks.
Amortization of leasehold improvements is based upon the shorter of the remaining terms of the leases including renewal periods that are reasonably assured, or the estimated useful lives, which approximate twenty years. Expenditures for major renewals and betterments that extend the useful lives of property and equipment are capitalized. Maintenance and repairs are charged to operations as incurred. Gains or losses on the disposition of property and equipment are recorded in the period incurred.
Long-Lived Assets
Long-lived assets (including intangible assets) are tested for possible impairment whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If indicators exist, the estimated undiscounted future cash flows related to the asset are compared to the carrying value of the asset. If the carrying value is greater than the estimated undiscounted future cash flow amount, an impairment charge is recorded within loss on disposal of assets and impairment charge in the statement of operations for amounts necessary to reduce the corresponding carrying value of the asset to fair value. The impairment loss calculations require management to apply judgment in estimating future cash flows and the discount rates that reflect the risk inherent in future cash flows.

Goodwill

Goodwill represents the excess of cost over fair value of assets of businesses acquired. Goodwill and intangible assets acquired in a purchase business combination are recorded at fair value as of the date acquired. Acquired intangibles determined to have an indefinite useful life are not amortized, but are instead tested for impairment at least annually, and are tested for impairment more frequently if events and circumstances indicate that the asset might be impaired. The annual impairment test of goodwill is performed as of the first day of the fourth quarter of the fiscal year.

The Partnership uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount, including goodwill.

During the IPO, an independent valuation of the assets to be contributed to the Partnership was obtained which indicated the value of the goodwill was in excess of the carrying value. Based on this and other qualitative factors, the Partnership determined that it is more likely than not that the goodwill had a fair value which exceeded the carrying value. Some of the qualitative factors considered in applying this test include the consideration of macroeconomic conditions, industry and market considerations, cost factors affecting the business, the overall financial performance of the business and the performance of the unit price of the Partnership.

If qualitative factors were not deemed sufficient to conclude that the fair value of goodwill more likely than not exceeded the carrying value of goodwill, then the two-step approach would be applied in making an evaluation. In step one, multiple valuation methodologies, including a market approach (market price multiples of comparable companies) and an income approach (discounted cash flow analysis) would be used. The computations require management to make significant estimates and assumptions.  Critical estimates and assumptions that are used as part of these evaluations would include, among other things, selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital rate, and earnings growth assumptions. A discounted cash flow analysis requires management to make various judgmental assumptions about sales, operating margins, capital expenditures, working capital and growth rates.

If after assessing the totality of events or circumstances an entity determines that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount then performing the two-step test is unnecessary.

If the estimated fair value of a reporting unit is less than the carrying value, a second step is performed to compute the amount of the impairment by determining an “implied fair value” of goodwill. The determination of the Partnership's “implied fair value” requires the Partnership to allocate the estimated fair value of the reporting unit to the assets and liabilities of the reporting unit. Any unallocated fair value represents the “implied fair value” of goodwill, which is compared to the corresponding carrying value. If the "implied fair value" is less than the carrying value, an impairment charge would be recorded.

Other Intangible Assets
Other intangible assets consist of supply agreements with customers, customer intangibles and favorable/unfavorable lease arrangements. Separable intangible assets that are not determined to have an indefinite life are amortized over their useful lives and assessed for impairment. The determination of the fair market value of the intangible asset and the estimated useful life are based on an analysis of all pertinent factors including (1) the use of widely‑accepted valuation approaches, the income approach or the cost approach, (2) the expected use of the asset by the Partnership, (3) the expected useful life of related assets, (4) any legal, regulatory or contractual provisions, including renewal or extension period that would cause substantial costs or modifications to existing agreements, and (5) the effects of obsolescence, demand, competition, and other economic factors. Should any of the underlying assumptions indicate that the value of the intangible assets might be impaired, we may be required to reduce the carrying value and subsequent useful life of the asset. If the underlying assumptions governing the amortization of an intangible asset were later determined to have significantly changed, we may be required to adjust the amortization period of such asset to reflect any new estimate of its useful life. Any write-down of the value or unfavorable change in the useful life of an intangible asset would increase expense at that time.
Supply agreements are being amortized on a straight-line basis over the remaining terms of the agreements, which generally range from five to fifteen years. Favorable/unfavorable lease arrangements are amortized on a straight-line basis over the remaining lease terms.
Environmental Liabilities
Environmental expenditures related to existing conditions, resulting from past or current operations and from which no current or future benefit is discernible, are expensed by the Partnership. Expenditures that extend the life of the related property or prevent future environmental contamination are capitalized.
Revenue Recognition
Revenues from motor fuel sales are recognized at the time that fuel is delivered to the customer, with the exception of consignment sales, which are discussed in greater detail below. Shipment and delivery of motor fuel generally occurs on the same day. The Partnership charges its wholesale customers for third‑party transportation costs, which are recorded net in cost of sales. Through PropCo, our wholly owned corporate subsidiary, we may sell motor fuel to wholesale customers on a consignment basis, in which we retain title to inventory, control access to and sale of fuel inventory, and recognize revenue at the time the fuel is sold to the ultimate customer. We derive other income from rental income, propane and lubricating oils and other ancillary product and service offerings.
Rental Income
Rental income from operating leases is recognized over the term of the lease.
Cost of Sales
We include in “Cost of Sales” all costs we incur to acquire wholesale fuel, including the costs of purchasing, storing and transporting inventory prior to delivery to our wholesale customers. Cost of sales does not include any depreciation of our property, plant and equipment, as any amounts attributed to cost of sales would not be significant. Depreciation is separately classified in our Consolidated Statements of Operations. The portion of fuel volumes purchased from suppliers who accounted for 10% or more of our total combined volume during the years ended December 31 are as follows:
 
2010
 
2011
 
2012
Valero
41
%
 
37
%
 
36
%
Chevron
16
%
 
20
%
 
19
%


Motor Fuel Taxes
Certain motor fuel and sales taxes are collected from customers and remitted to governmental agencies either directly or through suppliers by the Partnership. The Partnership's accounting policy is to exclude the tax collected and remitted from revenues and cost of sales and account for them as liabilities.
Deferred Branding Incentives
We receive payments for deferred branding incentives related to our fuel supply contracts. Unearned branding incentives are deferred and amortized as earned over the term of the respective agreement. Deferred branding incentives are amortized on a straight line basis over the term of the agreement as a credit to cost of sales.
Lease Accounting
The Partnership leases a portion of its properties under non-cancelable operating leases, whose initial terms are typically five to ten years, along with options that permit renewals for additional periods. Minimum rent is typically expensed on a straight-line basis over the term of the lease including renewal periods that are reasonably assured at the inception of the lease. The Partnership is typically responsible for payment of real estate taxes, maintenance expenses and insurance. The Partnership also leases certain vehicles, which are typically less than five years.
Derivative Instruments and Hedging Activities
All derivative financial instruments are reported on the balance sheet at fair value. Changes in the fair value are recognized either in earnings or as other comprehensive income in equity, depending on whether the derivative has been designated as a fair value or cash flow hedge and qualifies as part of a hedging relationship, the nature of the exposure being hedged, and how effective the derivative is at offsetting movements in underlying exposure. The Partnership does not engage in the trading of derivatives. All such financial instruments are used to manage risk.
The Partnership periodically enters into derivatives, such as futures and options, to manage its fuel price risk. Net proceeds received and the change in value of the derivatives are recorded as increases or decreases to fuel cost of sales. See Note 9 for additional information.
Fair Value of Financial Instruments
Cash, accounts receivable, certain other current assets, marketable securities, accounts payable, accrued expenses and other current liabilities are reflected in the consolidated financial statements at fair value because of the short-term maturity of the instruments.
Concentration Risk
Motor fuel sold to SUSS represented approximately 60% of the total motor fuel sales for each of the years ended December 31, 2010, 2011 and 2012. Prior to the IPO, these sales were at cost and no profit was reflected on these sales. Pursuant to the Distribution Contract, sales subsequent to the IPO reflect a margin of approximately three cents per gallon.
Earnings Per Unit

In addition to the common and subordinated units, we have identified the incentive distribution rights ("IDRs") as participating securities and compute income per unit using the two-class method under which any excess of distributions declared over net income shall be allocated to the partners based on their respective sharing of income specified in the partnership agreement. Net income per unit applicable to limited partners (including common and subordinated unitholders) is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units.

Prior to September 25, 2012, we were wholly owned by SUSS and, accordingly, we did not calculate or report earnings per unit.

Comprehensive Income

We had no transactions which affect comprehensive income and, accordingly, comprehensive income equals net income for all periods presented.

Stock and Unit-based Compensation

Certain employees supporting our Predecessor's operations were historically granted long-term incentive compensation awards under the SUSS stock-based compensation programs, which primarily consist of stock options and restricted common stock. Our Predecessor was allocated expenses for stock-based compensation costs, which are included in general and administrative expenses. The allocated expense was $0.6 million, $0.7 million and $0.8 million and for the years ended December 31, 2010, 2011 and 2012, respectively.

In connection with our IPO, our general partner adopted the Susser Petroleum Partners LP 2012 Long-Term Incentive Plan (“2012 LTIP"), under which various types of awards may be granted to employees, consultants and directors of our general partner who provide services for us. We amortize the grant-date fair value of these awards over the vesting period using the straight-line method. Expenses related to unit-based compensation are included in general and administrative expenses. During 2012 we recognized $0.1 million of stock compensation expense related to SUSP unit awards.

Income Tax

We are organized as a pass-through for federal income tax purposes. As a result, our partners are responsible for federal income taxes based on their respective share of taxable income. Net income for financial statement purposes may differ significantly from taxable income reportable to unitholders as a result of differences between the tax bases and financial reporting bases of assets and liabilities and the taxable income allocation requirements under the partnership agreement. We are subject to the Texas franchise tax that is based on our Texas sourced taxable gross margin for federal income tax purposes.

The Predecessor recognized deferred income tax liabilities and assets for the expected future income tax consequences of temporary differences between financial statement carrying amounts and the related income tax basis. The Partnership recognized deferred income tax liabilities and assets related to its subsidiary, PropCo.

The Predecessor recognizes the impact of a tax position in the financial statements, if that position is not more likely than not of being sustained, based on the technical merits of the position. See Note 16 for additional information regarding de-recognition, classification, interest and penalties, accounting in interim periods and disclosure.

Reclassifications

Certain line items have been reclassified for presentation purposes. On the Consolidated Statements of Cash Flows, changes in notes receivable have been reclassified from a financing activity to an operating activity to better reflect the purpose of these notes receivable.

New Accounting Pronouncements

FASB ASU No. 2011-04. In May 2011, the FASB issued ASU No. 2011-04, "Fair Value Measurement, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS (ASC 820—Fair Value Measurement)." This guidance amends ASC 820 on fair value measurements and disclosures to (1) clarify the board's intent in respect of existing measurement guidance, (2) revise certain measurement guidance that changes or modifies a principle for measuring fair value, and (3) add disclosure requirements concerning the measurement uncertainty of Level 3 measurements. The ASU is effective for interim and annual periods beginning after December 15, 2011. The adoption of this amended guidance did not have a material effect on our consolidated financial position, results of operations, cash flows or related disclosures.

FASB ASU No. 2011-05. In June 2011, the FASB issued ASU No. 2011-05, "Comprehensive Income: Presentation of Comprehensive Income (ASC 220—Comprehensive Income)." This guidance removes the presentation options in ASC 220 and requires entities to report components of comprehensive income in either (1) a continuous statement of comprehensive income or (2) two separate but consecutive statements. The ASU does not change the items that must be reported in other comprehensive income. It is effective for fiscal years beginning after December 15, 2011 (and for interim periods within such years). In December 2011, the FASB issued ASU No. 2011-12, which deferred certain aspects of ASU No. 2011-05. Our Predecessor adopted this accounting standard in the first quarter of Fiscal 2012. This standard affects presentation and disclosure, and therefore will not affect our consolidated financial position, results of operations or cash flows.

FASB ASU No. 2012-02. In July 2012, the FASB issued ASU No. 2012-02, "Intangibles—Goodwill and Other." This guidance permits an entity to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350. The ASU is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The adoption of this guidance will affect our impairment steps only but will not have an effect on our results of operations, cash flows or related disclosures.
Accounts Receivable Accounts Receivable, Net
Loans, Notes, Trade and Other Receivables Disclosure
Accounts Receivable

Accounts receivable, excluding receivables from affiliates, consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Accounts receivable, trade
$
30,963

 
$
32,906

Other receivables
964

 
205

Allowance for uncollectible accounts, trade
(167
)
 
(103
)
Accounts receivable, net
$
31,760

 
$
33,008

Accounts receivable from affiliates are $106.6 million and $59.5 million as of December 31, 2011 and December 31, 2012, respectively. For additional information regarding our affiliated receivables, see Note 12.
An allowance for uncollectible accounts is provided based on management's evaluation of outstanding accounts receivable. Following is a summary of the valuation accounts related to accounts and notes receivable (balances for 2010 and 2011 are for the Predecessor):
 
Balance at
Beginning of
Period
 
Additions
Charged to Costs
and Expenses
 
Amounts Written
Off, Net of
Recoveries
 
Allowance Retained by Parent
 
Balance at
End of Period
 
(in thousands)
Allowance for doubtful accounts:
 
 
 
 
 
 
 
 
 
December 31, 2010
$
327

 
$
214

 
$
195

 
$
—

 
$
346

December 31, 2011
346

 
(58
)
 
121

 
—

 
167

December 31, 2012
167

 
103

 
—

 
167

 
103

Inventories
Inventories
Inventories

Inventories consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Fuel-consignment and dealers
$
3,538

 
$
1,960

Fuel-wholesale and bulk
2,947

 
340

Other
538

 
681

Inventories, net
$
7,023

 
$
2,981

Property And Equipment
Property and Equipment
roperty and Equipment

Property and equipment consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Land
$
19,552

 
$
34,122

Buildings and leasehold improvements
8,315

 
23,589

Equipment
27,943

 
16,049

Construction in progress
1,116

 
2,905

Total property and equipment
56,926

 
76,665

Less: Accumulated depreciation
(17,877
)
 
(8,492
)
Property and equipment, net
$
39,049

 
$
68,173



 Depreciation expense on property and equipment was $3.5 million, $3.9 million and $3.7 million for 2010, 2011 and 2012, respectively.

During 2010, the Predecessor recorded a net loss of $0.1 million on disposal of assets. During 2011, the Predecessor recorded a net loss of $0.2 million on disposal of assets. During 2012, the Predecessor prior to the IPO and the Partnership post IPO recorded a net loss of $0.3 million on disposal of assets.
Goodwill and Other Intangible Assets
Goodwill and Other Intangible Assets

Goodwill
The following table reflects goodwill balances and activity for the twelve months ended December 31, 2012:
 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Total
 
(in thousands)
Balance at December 31, 2011
$
20,661

 
$
—

 
$
20,661

Goodwill contributed to the Partnership
(12,936
)
 
12,936

 
—

Goodwill retained by the Parent
(7,725
)
 
—

 
(7,725
)
Balance at December 31, 2012
$
—

 
$
12,936

 
$
12,936


Other Intangibles
In accordance with ASC 350 “Intangibles-Goodwill and Other”, the Partnership has finite‑lived intangible assets recorded that are amortized. The finite‑lived assets consist of supply agreements, favorable/unfavorable leasehold arrangements, customer intangibles and loan origination costs, all of which are amortized over the respective lives of the agreements or over the period of time the assets are expected to contribute directly or indirectly to the Partnership's future cash flows. Supply agreements are being amortized over a weighted average period of approximately seven years. Favorable/unfavorable leasehold arrangements are being amortized over an average period of approximately ten years. Customer intangibles are fully amortized. Loan origination costs are amortized over the life of the underlying debt as an increase to interest expense.
In the years ended 2010 and 2011, we completed acquisitions which included fuel supply contracts and other commercial accounts valued at $7.8 million and $10.4 million, respectively. We had no acquisitions in 2012.
The following table presents the gross carrying amount and accumulated amortization for each major class of intangible assets, excluding goodwill, at December 31, 2011 and December 31, 2012:
 
 
December 31, 2011
 
December 31, 2012
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
Predecessor
 
 
 
 
 
 
 
(in thousands)
Amortized
 
 
 
 
 
 
 
 
 
 
 
Supply agreements
$
29,654

 
$
6,432

 
$
23,222

 
$
29,803

 
$
8,674

 
$
21,129

(Unfavorable) favorable leasehold arrangements, net
(950
)
 
(391
)
 
(559
)
 
236

 
39

 
197

Loan origination costs
—

 
—

 
—

 
1,907

 
102

 
1,805

Other
690

 
44

 
646

 
63

 
63

 
—

Intangible assets, net
$
29,394

 
$
6,085

 
$
23,309

 
$
32,009

 
$
8,878

 
$
23,131



 Total amortization expense on finite‑lived intangibles included in depreciation, amortization and accretion for 2010, 2011 and 2012 was $1.2 million, $2.2 million and $3.3 million, respectively. The loan origination cost amortization included in interest expense for 2012 was $0.1 million. We had no loan cost amortization in 2010 or 2011. The following table presents the Partnership's estimate of amortization includable in amortization expense and interest expense for each of the five succeeding fiscal years for finite‑lived intangibles as of December 31, 2012 (in thousands):
 
Amortization
 
Interest
2013
$
3,106

 
$
381

2014
2,775

 
381

2015
2,595

 
381

2016
2,264

 
381

2017
1,950

 
280

Accrued Expenses Accrued Expenses and Other Current Liabilities (Notes)
Accrued expenses and Other Current Liabilities [Text Block]
Accrued Expenses and Other Current Liabilities

Current accrued expenses and other current liabilities consisted of the following:
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
 
 
(in thousands)
Accrued federal and state income taxes
$
4,788

 
$
71

Property and sales tax
1,042

 
299

Payroll and employee benefits
1,417

 
—

Deposits and other
763

 
731

Total
$
8,010

 
$
1,101


At December 31, 2011 and December 31, 2012, the Predecessor prior to our IPO and the Partnership post IPO had approximately $5.0 million and $2.4 million respectively, of deferred incentives related to branding agreements with fuel suppliers, of which $4.8 million and $2.4 million, respectively, are included in deferred branding incentives, long-term portion in the accompanying consolidated balance sheets. The Partnership is recognizing the income on a straight-line basis over the agreement periods, which range from three to ten years.
Long-Term Debt
Long-Term Debt
g-Term Debt

Long-term debt consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Term loan, bearing interest at Prime or LIBOR plus an applicable margin
$
—

 
$
148,166

SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin
—

 
35,590

Notes payable, bearing interest at 6%
1,120

 
1,099

Total debt
1,120

 
184,855

Less: Current maturities
22

 
24

Long-term debt, net of current maturities
$
1,098

 
$
184,831


At December 31, 2012, scheduled future debt maturities are as follows (in thousands):
2013
 
$
24

2014
 
25

2015
 
148,192

2016
 
1,023

2017
 
35,591

Thereafter
 
—

Total
 
$
184,855


Term Loan and Security Agreement
On September 25, 2012, in connection with the IPO, we entered into a Term Loan and Security Agreement with Bank of America, N.A. for a $180.7 million term loan facility, expiring September 25, 2015 (the “Term Loan”).  Borrowings under the Term Loan will bear interest at (i) a base rate (a rate based off of the higher of (a) the Federal Funds Rate plus 0.5%, (b) Bank of America's prime rate or (c) LIBOR plus 1.00%) or (ii) LIBOR plus 0.25%. At December 31, 2012, the interest rate on the Term Loan was 0.46%.
In order to obtain the SUSP Term Loan on more favorable terms, SUSP pledged investment grade securities in an amount equal to or greater than 98% of the outstanding principal amount of the SUSP Term Loan (the “Collateral Account”). The SUSP Term Loan requires SUSP to, among other things (i) deliver certain financial statements, certificates and notices to Bank of America at specified times and (ii) maintain the required collateral and the liens thereon (subject to SUSP's ability to withdraw certain amounts of the collateral, as permitted under the SUSP Term Loan).
Revolving Credit Agreement
On September 25, 2012, in connection with the IPO, we entered into a revolving credit agreement with a syndicate of banks, including Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (the “SUSP Revolver”). The SUSP Revolver is a $250 million revolving credit facility, expiring September 25, 2017. The facility can be increased from time to time upon our written request, subject to certain conditions, up to an additional $100 million.  Borrowings under the revolving credit facility will bear interest at a base rate (a rate based off of the higher of (a) the Federal Funds Rate plus 0.5%, (b) Bank of America's prime rate or (c) LIBOR plus 1.00%) or LIBOR, in each case plus an applicable margin ranging from 2.00% to 3.25%, in the case of a LIBOR loan, or from 1.00% to 2.25%, in the case of a base rate loan (determined with reference to our consolidated total leverage ratio). In addition, the unused portion of our revolving credit facility will be subject to a commitment fee ranging from 0.375% to 0.50%, based on our consolidated total leverage ratio.
The SUSP Revolver requires us to maintain a minimum consolidated interest coverage ratio of not less than 2.50 to 1.00, and a consolidated total leverage ratio of not more than 4.50 to 1.00, subject to certain adjustments. Indebtedness under the SUSP Revolver is secured by a security interest in, among other things, all of our present and future personal property and all of the personal property of our guarantors, the capital stock of our subsidiaries, and any intercompany debt. Additionally, if our consolidated total leverage ratio exceeds 3.00 to 1.00 at the end of any fiscal quarter, we will be required, upon request of the lenders, to grant mortgage liens on all real property owned by the Partnership and its subsidiary guarantors.
As of December 31, 2012, there were $35.6 million outstanding borrowings under the SUSP Revolver and $12.8 million in standby letters of credit. The unused availability on the SUSP Revolver at December 31, 2012 was $201.6 million. SUSP was in compliance with all covenants.
Guaranty by SUSS of SUSP Term Loan and SUSP Revolver
SUSS entered into a Guaranty of Collection (the “Guaranty”) in connection with the SUSP Term loan and the SUSP Revolver. Pursuant to the Guaranty, SUSS guarantees the collection of (i) the principal amount outstanding under the SUSP Term Loan and (ii) the SUSP Revolver. SUSS' obligation under the Guaranty is limited to $180.7 million. SUSS is not required to make payments under the Guaranty unless and until (a) SUSP has failed to make a payment on the SUSP Term Loan or SUSP Revolver, (b) the obligations under such facilities have been accelerated, (c) all remedies of the applicable lenders to collect the unpaid amounts due under such facilities, whether at law or equity, have been exhausted and (d) the applicable lenders have failed to collect the full amount owing on such facilities. In addition, SUSS entered into a Reimbursement Agreement with PropCo, whereby SUSS is obligated to reimburse PropCo for any amounts paid by PropCo under the guaranty of the SUSP Revolver executed by SUSP's subsidiaries.  SUSS' exposure under this reimbursement agreement is limited, when aggregated with its obligation under the Guaranty, to $180.7 million.
Other Debt
In August 2010 our Predecessor entered into a mortgage note for an aggregate initial borrowing amount of $1.2 million. Pursuant to the terms of the mortgage note, we make monthly installment payments that are comprised of principal and interest through the maturity date of July 1, 2016. The balance outstanding at December 31, 2011 and December 31, 2012 was $1.1 million and $1.1 million, respectively. The mortgage note bears interest at a fixed rate of 6.0%. The mortgage note is secured by a first priority security interest in a property owned by the Partnership.
The estimated fair value of long-term debt is calculated using Level 3 inputs. The fair value of debt as of December 31, 2012, is estimated to be approximately $184.9 million, based on the par value of the Term Loan, the current balance of the SUSP Revolver and an analysis of the net present value of remaining payments on the notes payable rate at a rate calculated off U.S. Treasury Securities.
Fair Value Measurements
We use fair value measurements to measure, among other items, purchased assets and investments, leases and derivative contracts. We also use them to assess impairment of properties, equipment, intangible assets and goodwill. Fair value is defined as the price at which an asset could be exchanged in a current transaction between knowledgeable, willing parties. A liability’s fair value is defined as the amount that would be paid to transfer the liability to a new obligor, not the amount that would be paid to settle the liability with the creditor. Where available, fair value is based on observable market prices or parameters, or is derived from such prices or parameters. Where observable prices or inputs are not available, use of unobservable prices or inputs is used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued.

ASC 820 “Fair Value Measurements and Disclosures” prioritizes the inputs used in measuring fair value into the following hierarchy:
Level 1
Quoted prices (unadjusted) in active markets for identical assets or liabilities;
 
 
Level 2
Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable;
 
 
Level 3
Unobservable inputs in which little or no market activity exists, therefore requiring an entity to develop its own assumptions about the assumptions that market participants would use in pricing.
The Partnership may periodically enter into derivatives, such as futures and options, to manage its fuel price risk, primarily related to bulk purchases of fuel. We hedge this inventory risk through the use of fuel futures contracts which are matched in quantity and timing to the anticipated usage of the inventory. Bulk fuel purchases and fuel hedging positions have not been material to our operations. The fair value of our derivative contracts is measured using Level 2 inputs, and is determined by either market prices on an active market for similar assets or by prices quoted by a broker or other market-corroborated prices. This price does not differ materially from the amount that would be paid to transfer the liability to a new obligor due to the short term nature of these contracts. At December 31, 2011, our Predecessor held fuel futures contracts with a fair value of ($12,800) (16 contracts representing 0.6 million gallons). At December 31, 2012, the Partnership held no fuel futures contracts. Our Predecessor recognized a gain in 2010, 2011 and 2012 related to these contracts of less than $0.1 million, $0.8 million and $1.9 million, respectively. The loss realized on hedging contracts is substantially offset by increased profitability on sale of fuel inventory. We did not use hedge accounting with regard to these contracts.
Other Noncurrent Liabilities Other Noncurrent Liabilities (Notes)
Other Liabilities Disclosure [Text Block]
Other Noncurrent Liabilities

Other noncurrent liabilities consisted of the following:
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
 
 
(in thousands)
Deferred branding incentives, long-term portion
$
4,812

 
$
2,442

Reserve for underground storage tank removal
600

 
34

Reserve for environmental remediation, long-term
50

 
—

Total
$
5,462

 
$
2,476

Benefit Plans (Notes)
Compensation and Employee Benefit Plans
Benefit Plans

Employees supporting our operations participate in the SUSS benefit plans: the 401(k) benefit plan and the Non-Qualified Deferred Compensation Plan. Subsequent to the IPO, SUSS allocated expense related to the benefit plans as part of the allocation of oversight charges as described in Note 12.
The net expense incurred for these plans for 2010, 2011 and 2012, was approximately $0.1 million, $0.2 million and $0.7 million, respectively.
Related-Party Transactions
Related-Party Transactions
ated-Party Transactions

We entered into two long-term, fee-based commercial agreements with SUSS effective upon our IPO, summarized as follows:
•
Distribution Contract - a 10-year agreement under which we are the exclusive distributor of motor fuel to SUSS' existing Stripes® convenience stores and independently operated consignment locations, and to all future sites purchased by SUSP pursuant to the sale and leaseback option under the Omnibus Agreement, at cost, including tax and transportation costs, plus a fixed profit margin of three cents per gallon. In addition, all future motor fuel volumes purchased by SUSS for its own account will be added to the distribution contract pursuant to the terms of the Omnibus Agreement.
•
Transportation Contract - a 10-year transportation logistics agreement, pursuant to which SUSS will arrange for motor fuel to be delivered from our suppliers to our customers at rates consistent with those charged by SUSS to third parties for the delivery of motor fuel.
Omnibus Agreement
In addition to the commercial agreements described above, we also entered into an Omnibus Agreement with SUSS pursuant to which, among other things, we received a three-year option to purchase from SUSS up to 75 of SUSS' new or recently constructed Stripes® convenience stores at their cost and lease the stores back to them at a specified rate for a 15-year initial term, and SUSP will be the exclusive distributor of motor fuel to such stores for a period of ten years from the date of purchase. We also received a ten-year right to participate in acquisition opportunities with SUSS, to the extent SUSP and SUSS are able to reach an agreement on terms, and the exclusive right to distribute motor fuel to certain of SUSS' newly constructed convenience stores and independently operated consignment locations. In addition, we agreed to reimburse our general partner and its affiliates for the costs incurred in managing and operating SUSP. The Omnibus Agreement also provides for certain indemnification obligations between SUSS and SUSP.
Contribution Agreement
On September 25, 2012, in connection with the closing of the Offering, the following transactions, among others, occurred pursuant to the Contribution Agreement:

•
SUSS contributed to SPOC substantially all of its wholesale motor fuel distribution business, other than its motor fuel consignment business and transportation assets, which included:
•
marketer, distributor and supply agreements,
•
fuel supply agreements to distribute motor fuel to convenience stores and other retail fuel outlets,
•
real property owned in fee and personal property,
•
leases and subleases under which it was a tenant, and
•
leases and subleases under which it was a landlord.
•
SPC contributed its membership interests in T&C Wholesale to SPOC.
•
SPC contributed its interest in SPOC to the Partnership in exchange for 14,436 common units representing a 0.07% limited partner interest in the Partnership, 10,939,436 subordinated units representing a 50.0% limited partner interest in the Partnership and all of the incentive distribution rights of the Partnership.
Summary of Transactions
Related party transactions with SUSS are as follows:
•
The Partnership sells motor fuel to SUSS for resale at its Stripes® convenience stores and independently operated consignment locations. Motor fuel sales to affiliates for the period ended December 31, 2012, subsequent to the IPO, were $722.1 million and resulted in gross profit of $7.8 million. Prior to September 25, 2012, the Predecessor sold motor fuel to affiliates at zero gross profit. Additionally, we collect credit card receipts from the motor fuel suppliers on SUSS' behalf.
•
SUSS charged us for general and administrative services under the Omnibus Agreement for oversight of the Partnership and its Predecessor. Such amounts include certain expenses allocated by SUSS for general corporate services, such as finance, internal audit and legal services, which are included in general and administrative expenses. These expenses were charged or allocated to the Partnership based on the nature of the expenses and our proportionate share of employee time and headcount, which management believes to be reasonable. SUSS charged $1.4 million, $1.6 million and $1.6 million for the years ended December 31, 2010, December 30, 2011 and December 31, 2012, respectively.
•
We reimbursed SUSS for costs of employees supporting our operations of $2.9 million for the year ended December 31, 2012. Prior to the IPO, these expenses were incurred directly by the Predecessor.
•
We distributed $0.3 million for the year ended December 31, 2012 to SUSS as regular distributions on its common and subordinated units.
•
SUSS charged us for transportation services under the Transportation Contract for delivery of motor fuel to our customers of $11.9 million for the year ended December 31, 2012. Prior to the IPO, these expenses were incurred directly by the Predecessor.
•
SUSS charged the Predecessor for rent expense on certain real estate, which was in turn subleased by the Predecessor to dealers, of $1.0 million, $1.1 million and $0.8 million for each of the years ended December 31, 2010, December 31, 2011 and December 31, 2012, respectively. No rent expense was incurred subsequent to the IPO.
•
We acquired 8 convenience store properties from SUSS for $29.0 million. These stores were leased back to SUSS.
•
We charged SUSS rent on the convenience store properties which were purchased by us and leased back to them. For the year ended December 31, 2012, we charged $0.1 million to SUSS on these leases.
•
Net accounts receivable from SUSS were $106.6 million and $59.5 million at December 31, 2011 and December 31, 2012, respectively.
Commitments And Contingencies
Commitments and Contingencies
Commitments and Contingencies

Leases
The Partnership leases certain convenience store and other properties under non-cancellable operating leases whose initial terms are typically 5 to 10 years, along with options that permit renewals for additional periods. Minimum rent is typically expensed on a straight-line basis over the term of the lease. We typically are responsible for payment of real estate taxes, maintenance expenses and insurance. These properties are primarily sublet to third parties.

The components of net rent expense are as follows:
 
 
 
 
 
December 31,
2010
 
December 30,
2011
 
December 31,
2012
 
Predecessor
 
Predecessor
 
 
 
(in thousands)
Store base rent
$
3,351

 
$
3,729

 
$
3,074

Equipment rent
446

 
593

 
453

Net rent expense
$
3,797

 
$
4,322

 
$
3,527



Equipment rent consists primarily of store equipment and vehicles. Sublease rental income for 2010, 2011 and 2012 was $2.3 million, $2.5 million and $2.1 million, respectively, and is included in other income.

Future minimum lease payments for future fiscal years are as follows (in thousands):
2013
 
$
801

2014
 
803

2015
 
773

2016
 
782

2017
 
793

Thereafter
 
4,983

Total
 
$
8,935



Environmental Remediation
We are subject to various federal, state and local environmental laws and make financial expenditures in order to comply with regulations governing underground storage tanks adopted by federal, state and local regulatory agencies. In particular, at the federal level, the Resource Conservation and Recovery Act of 1976, as amended, requires the EPA to establish a comprehensive regulatory program for the detection, prevention and cleanup of leaking underground storage tanks (e.g. overfills, spills and underground storage tank releases).
Federal and state regulations require us to provide and maintain evidence that we are taking financial responsibility for corrective action and compensating third parties in the event of a release from our underground storage tank systems. In order to comply with these requirements, we, through our Predecessor, have historically obtained private insurance for Texas, New Mexico and Oklahoma. These policies provide protection from third‑party liability claims. For 2012, our coverage was $1.0 million per occurrence, with a $2.0 million aggregate and $0.5 million self-insured retention. Our sites continue to be covered by this policy.
We are not currently involved in the remediation of motor fuel storage sites. Our Predecessor has accrued for anticipated future costs and any related probable state reimbursement amounts for its remediation activities. Accordingly, our Predecessor had recorded estimated undiscounted liabilities for these sites totaling $0.1 million as of December 31, 2011, which are classified as accrued expenses and other current liabilities. We have no accrued liabilities for remediation activities as of December 31, 2012. SUSS has agreed to indemnify us for any environmental costs that are determined to have been in existence at the time the properties were contributed to us. This indemnity expires September 2015. Any new releases will be our responsibility.
Under state reimbursement programs, we are eligible to receive reimbursement for certain future remediation costs, as well as the remediation costs previously paid. Accordingly, our Predecessor has recorded a net receivable of $61,000 for the estimated probable state reimbursements which are included in other assets as of December 31, 2011. We had no sites eligible for reimbursement as of December 31, 2012.
We have additional reserves of less than $0.1 million that represent our estimate for future asset retirement obligations for underground storage tanks.
Deferred Branding Incentives
We receive deferred branding incentives and other incentive payments from a number of our fuel suppliers. A portion of the deferred branding incentives may be passed on to our wholesale branded dealers under the same terms as required by our fuel suppliers. Many of the agreements require repayment of all or a portion of the amount received if we (or our branded dealers) elect to discontinue selling the specified brand of fuel at certain locations. As of December 31, 2012, the estimated amount of deferred branding incentives that would have to be repaid upon de-branding at these locations was $16.5 million. Of this amount, approximately $11.3 million would be the responsibility of the Partnership's branded dealers under reimbursement agreements with the dealers. In the event a dealer were to default on this reimbursement obligation, SUSP would be required to make this payment. No liability is recorded for the amount of dealer obligations which would become payable upon de-branding. We have $2.4 million recorded, net of accumulated amortization, on the balance sheet as of December 31, 2012, which is included in other noncurrent liabilities The Partnership amortizes its retained portion of the incentives to income on a straight-line basis over the term of the agreements.
Rental Income under Operating Leases (Notes)
Rental Income under Operating Leases
Rental Income under Operating Leases

The following schedule details our investment in property under operating leases as of December 31, 2012 (in thousands):
Land
 
$
33,646

Buildings and improvements
 
18,282

Equipment
 
14,691

Total property and equipment
 
66,619

Less: Accumulated depreciation
 
4,344

Property and equipment, net
 
$
62,275


The following is a schedule by years of minimum future rental income under noncancelable operating leases as of December 31, 2012 (in thousands):
Year Ended December 31,
 
2013
$
5,592

2014
5,289

2015
4,671

2016
3,987

2017
3,451

Thereafter
28,293

Total minimum future rentals
$
51,283


See Note 12 for information regarding rental income and operating leases with SUSS.
Interest Expense And Interest Income
Interest Expense and Interest Income
terest Expense and Interest Income

The components of net interest expense are as follows:
 
Year Ended
 
December 31,
2010
 
December 30,
2011
 
December 31,
2012
 
Predecessor
 
Predecessor
 
 
 
(in thousands)
Cash interest expense
$
332

 
$
412

 
$
940

Amortization of loan costs
—

 
—

 
102

Cash interest income
(48
)
 
(88
)
 
(233
)
Interest expense, net
$
284

 
$
324

 
$
809

Income Tax
Income Tax
ome Tax

As a limited partnership, we are generally not subject to state and federal income tax, with the exception of the state of Texas.  Included in our provision for income tax is a tax imposed by the state of Texas of 0.5% of gross margin in Texas (“franchise tax”). Our taxable income or loss, which may vary substantially from the net income or net loss reported in the consolidated statements of operations, is includable in the federal and state income tax returns of each unitholder.  We are, however, subject to a statutory requirement that our non-qualifying income cannot exceed 10% of our total gross income, determined on a calendar year basis under the applicable income tax provisions. If the amount of our non-qualifying income exceeds this statutory limit, we would be taxed as a corporation. Accordingly, certain activities that generate non-qualifying income are conducted through a taxable corporate subsidiary, PropCo. PropCo is subject to federal and state income tax and pays any income taxes related to the results of its operations. For the year ended December 31, 2012, our non-qualifying income did not exceed the statutory limit.
 The net Federal tax basis of the non-taxable Partnership's assets and liabilities is less than the reported amounts on the financial statements by approximately $16.0 million as of December 31, 2012.
Our Predecessor was subject to income tax and was included in the consolidated income tax returns of SUSS. Income taxes were allocated to the Predecessor based on separate-company computations of income or loss. The income tax expense for fiscal years ended December 31, 2010 and December 31, 2011 are those of our Predecessor. For the fiscal year ended December 31, 2012, included in income tax expense is the expense of our Predecessor through September 24, 2012. Subsequent to the IPO, income tax expense consists of the franchise tax and the income tax expense of PropCo.
Components of income tax expense for fiscal years ended December 31, 2010, December 31, 2011, and December 31, 2012 are as follows:
 
Year Ended
 
December 31, 2010
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
Predecessor
 
 
 
(in thousands)
Current:
 
 
 
 
 
Federal
$
6,527

 
$
4,524

 
$
2,321

State
236

 
265

 
284

Total current income tax expense
6,763

 
4,789

 
2,605

Deferred:
 
 
 
 
 
Federal
(1,519
)
 
1,245

 
2,416

State
(8
)
 
5

 
12

Total deferred tax expense (benefit)
(1,527
)
 
1,250

 
2,428

Net income tax expense
$
5,236

 
$
6,039

 
$
5,033


A reconciliation of the statutory federal income tax rate to the effective tax rate for the fiscal years ended December 31, 2010, December 31, 2011, and December 31, 2012 are as follows:
 
Year Ended
 
December 31, 2010
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
Predecessor
 
 
 
 
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
Tax at statutory federal rate
$
5,058

 
35.0
%
 
$
5,823

 
35.0
%
 
$
7,911

 
35.0
 %
Partnership earnings not subject to tax
—

 
—
%
 
—

 
—
%
 
(3,281
)
 
(14.5
)%
Corporate subsidiary earnings subject to tax
—

 
—
%
 
—

 
—
%
 
153

 
0.7
 %
State and local tax, net of federal benefit
149

 
1.0
%
 
176

 
1.0
%
 
217

 
1.0
 %
Other
29

 
0.2
%
 
40

 
0.3
%
 
33

 
0.1
 %
Tax expense per financial statement
$
5,236

 
36.2
%
 
$
6,039

 
36.3
%
 
$
5,033

 
22.3
%


Components of deferred tax assets and liabilities are as follows:
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
 
 
(in thousands)
Deferred tax assets:
 
 
 
Allowance for doubtful accounts
$
112

 
$
—

Environmental reserves
73

 
—

Intangible assets
1,047

 
—

Deferred revenue
1,747

 
—

Accrued bonuses
517

 
—

Net operating loss carry forwards
—

 
35

Total deferred tax assets
3,496

 
35

Deferred tax liabilities:
 
 
 
Fixed assets
5,297

 
187

Prepaid assets
20

 
—

Other accruals and reserves
164

 
—

Total deferred tax liabilities
5,481

 
187

Net deferred income tax assets (liabilities)
$
(1,985
)
 
$
(152
)
Current net deferred tax assets (liabilities)
$
610

 
$
—

Noncurrent net deferred tax assets (liabilities)
$
(2,595
)
 
$
(152
)

PropCo has net operating losses of $0.1 million as of December 31, 2012. These losses expire as of 2032. We have determined that it is more likely than not that all deferred tax assets will be realized, and have therefore determined that no valuation allowance is needed as of December 31, 2010, December 31, 2011 or December 31, 2012.
Uncertain Tax Positions
It is our policy to recognize interest and penalties related to uncertain tax positions in general and administrative expense. Interest and penalties incurred by us have not been material in 2010, 2011 or 2012. Our Parent files income tax returns in the U.S. federal jurisdiction, Texas, Oklahoma, Louisiana and New Mexico. These returns are subject to examinations in all jurisdictions for all returns for the 2009 through 2012 tax years.
As of December 31, 2012, all tax positions taken by us are considered highly certain. There are no positions we reasonably anticipate will significantly increase or decrease within 12 months of the reporting date, and therefore no adjustments have been recorded related to unrecognized tax benefits.
Equity
Equity
ity
As of December 31, 2012, SUSS owned 14,436 common units and 10,939,436 subordinated units, which together constitute a 50.1% ownership interest in us. We issued 10,925,000 common units to the public in connection with our IPO.

Allocations of Net Income. Our partnership agreement contains provisions for the allocation of net income and loss to the unitholders. For purposes of maintaining partner capital accounts, the partnership agreement specifies that items of income and loss shall be allocated among the partners in accordance with their respective percentage interest. Normal allocations according to percentage interests are made after giving effect, if any, to priority income allocations in an amount equal to incentive cash distributions allocated 100% to SUSS.
The calculation of net income allocated to the partners is as follows (in thousands, except per unit amounts):
Net Income Attributable to Susser Petroleum Partners LP Limited Partner Unit - Common Units
 
Year Ended December 31, 2012
Distributions (a)
$
5,098

Distributions in excess of net income
(523
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
 
Net Income Attributable to Susser Petroleum Partners LP Limited Partner Unit - Subordinated Units
 
Year Ended December 31, 2012
Distributions (a)
$
5,098

Distributions in excess of net income
(523
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
 
(a) Distributions declared per unit
$0.466


Incentive Distribution Rights. The following table illustrates the percentage allocations of available cash from operating surplus between the unitholders and SUSS (in its capacity as the holder of our incentive distribution rights or "IDRs") based on the specified target distribution levels. The amounts set forth under “marginal percentage interest in distributions” are the percentage interests of SUSS and the unitholders in any available cash from operating surplus we distribute up to and including the corresponding amount in the column “total quarterly distribution per unit target amount”. The percentage interests shown for our unitholders and SUSS for the minimum quarterly distribution are also applicable to quarterly distribution amounts that are less than the minimum quarterly distribution. The percentage interests set forth below for SUSS assume that there are no arrearages on common units and that SUSS continues to own all of the IDRs.
 
 
 
Marginal percentage interest in distributions
 
Total quarterly distribution per unit target amount
 
Unitholders
 
SUSS
Minimum Quarterly Distribution
$
0.4375

 
100
%
 
—

First Target Distribution
Above $0.4375 up to $0.503125

 
100
%
 
—

Second Target Distribution
Above $0.503125 up to $0.546875

 
85
%
 
15
%
Third Target Distribution
Above $0.546875 up to $0.656250

 
75
%
 
25
%
Thereafter
Above $0.656250

 
50
%
 
50
%

Cash distributions. Our partnership agreement, as amended, sets forth the calculation to be used to determine the amount and priority of cash distributions that the common and subordinated unitholders will receive. In accordance with our partnership agreement, on November 5, 2012, we declared a quarterly cash distribution totaling $624 thousand, or $0.0285 per unit. The quarterly cash distribution for the three months ended September 30, 2012 was calculated as the minimum quarterly cash distribution of $0.4375 prorated for the period beginning September 25, 2012, the date SUSP commenced operations. This distribution was paid on November 29, 2012 to unitholders of record on November 19, 2012. On February 7, 2013, we declared a quarterly cash distribution totaling $9.6 million, or $0.4375 per unit. The quarterly cash distribution for the three months ended December 31, 2012 was calculated as the minimum quarterly distribution of $0.4375. The distribution was paid on March 1, 2013 to unitholders of record on February 19, 2013.
Equity-Based Compensation
Share-Based Compensation
ity-Based Compensation
Unit-based compensation expense related to the Partnership and stock-based compensation expense allocated to our Predecessor that was included in our condensed consolidated statements of operations was as follows (in thousands):
 
Year Ended
December 31, 2012
 
2011
 
2012
 
Predecessor
 
 
Phantom common units
$
—

 
$
101

Predecessor allocated expense
707

 
810

Total equity-based compensation expense
$
707

 
$
911



Phantom Common Unit Awards. During the quarter, our general partner issued a total of 32,500 phantom unit awards to certain directors and employees under the 2012 LTIP in connection with the closing of the IPO. Recipients have no distribution or voting rights on these units until they vest. The fair value of each phantom unit on the grant date is equal to the market price of our common unit on that date. The estimated fair value of our phantom units is amortized over the vesting period using the straight-line method. Non-employee director awards vest at the end of a three-year period and employee awards vest ratably over a five-year service period. Total unrecognized compensation cost related to our nonvested phantom units totaled $0.6 million as of December 31, 2012, which is expected to be recognized over a weighted-average period of three years. The fair value of nonvested service phantom units outstanding as of December 31, 2012, totaled $0.8 million.
A summary of our phantom unit award activity for the year ended December 31, 2012, is set forth below:
 
Number of Phantom Common Units
 
Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2012
—

 
$
—

Granted
32,500

 
23.09

Nonvested at December 31, 2012
32,500

 
$
23.09

Net Income per Unit
Net Income per Unit
Net Income per Unit
Net income per unit applicable to limited partners (including subordinated unitholders) is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units. Our net income is allocated to the limited partners in accordance with their respective partnership percentages, after giving effect to priority income allocations for incentive distributions, if any, to SUSS, the holder of the IDRs, pursuant to our partnership agreement, which are declared and paid following the close of each quarter. Net income per unit is only calculated for the Partnership after the IPO as no units were outstanding prior to September 25, 2012. Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to our unitholders are determined in relation to actual distributions declared and are not based on the net income allocations used in the calculation of net income per unit. As of December 31, 2012, the weighted-average number of units outstanding equals the total number of units outstanding.
In addition to the common and subordinated units, we have also identified the IDRs as participating securities and use the two-class method when calculating the net income per unit applicable to limited partners, which is based on the weighted-average number of common units outstanding during the period. Diluted net income per unit includes the effects of potentially dilutive units on our common units, consisting of unvested phantom units. Basic and diluted net income per unit applicable to subordinated limited partners are the same because there are no potentially dilutive subordinated units outstanding.
We also disclose limited partner units issued and outstanding. There have been no additional changes to the outstanding shares after the closing of the IPO.

 
Twelve Months Ended
December 31, 2012
 
(dollars in thousands, except units and per unit amounts)
Net income subsequent to initial public offering
$
9,150

Less: General partner's interest in net income subsequent to initial public offering
—

Limited partners' interest in net income subsequent to initial public offering
$
9,150

 
 
Weighted average limited partner units outstanding:
 
Common - basic
10,939,436

Common - equivalents
3,723

Common - diluted
10,943,159

 
 
Subordinated - SUSS (basic and diluted)
10,939,436

 
 
Net income per limited partner unit:
 
Common - basic
$
0.42

Common - diluted
$
0.42

Subordinated - SUSS (basic and diluted)
$
0.42

Quarterly Results of Operations (Unaudited) (Notes)
Quarterly Results of Operations (unaudited)
Quarterly Results of Operations (unaudited)

The following table sets forth certain unaudited financial and operating data for each quarter during 2010, 2011 and 2012. The unaudited quarterly information includes all normal recurring adjustments that we consider necessary for a fair presentation of the information shown.
 
 
2010
 
2011
 
2012 (a)
 
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
 
Predecessor
 
Predecessor
 
 
 
 
 
 
 
 
 
 
(dollars and gallons in thousands)
Motor fuel sales
 
$
637,813

 
$
687,053

 
$
639,623

 
$
708,437

 
$
848,719

 
$
1,008,380

 
$
987,738

 
$
962,094

 
$
1,069,244

 
$
1,083,470

 
$
1,106,118

 
$
1,005,948

Rental and Other income
 
2,498

 
2,353

 
2,603

 
3,412

 
3,011

 
2,966

 
4,125

 
3,345

 
3,409

 
3,041

 
3,499

 
2,611

Total revenue
 
640,311

 
689,406

 
642,226

 
711,849

 
851,730

 
1,011,346

 
991,863

 
965,439

 
1,072,653

 
1,086,511

 
1,109,617

 
1,008,559

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel gross profit
 
5,210

 
7,330

 
7,277

 
6,248

 
6,217

 
9,841

 
7,720

 
7,439

 
7,112

 
11,570

 
9,799

 
12,591

Other gross profit
 
2,207

 
2,183

 
2,489

 
3,155

 
2,617

 
2,348

 
3,816

 
3,025

 
2,771

 
2,610

 
3,029

 
2,020

Total gross profit
 
7,417

 
9,513

 
9,766

 
9,403

 
8,834

 
12,189

 
11,536

 
10,464

 
9,883

 
14,180

 
12,828

 
14,611

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
2,341

 
4,120

 
4,390

 
3,885

 
3,006

 
5,600

 
5,002

 
3,353

 
2,734

 
5,897

 
5,469

 
9,312

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
1,447

 
$
2,588

 
$
2,761

 
$
2,420

 
$
1,861

 
$
3,527

 
$
3,136

 
$
2,074

 
$
1,674

 
$
3,703

 
$
3,617

 
$
8,576

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited partners interest in net income subsequent to IPO:
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
574

 
8,576

Net income per limited Partner unit: (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common (basic and diluted)
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
0.03

 
0.39

Subordinated (basic and diluted)
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
0.03

 
0.39

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fuel gallons
 
300,962

 
315,312

 
307,771

 
309,268

 
311,098

 
322,641

 
330,903

 
347,768

 
351,368

 
369,028

 
367,362

 
362,188

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel margin - third party (b)
 
4.3¢
 
5.7¢
 
6.0¢
 
5.1¢
 
5.1¢
 
7.7¢
 
5.9¢
 
5.2¢
 
5.0¢
 
7.5¢
 
6.3¢
 
4.5¢
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a)
The information presented includes the results of operations of Predecessor for periods presented through September 24, 2012 and of SUSP for the period beginning September 25, 2012, the date SUSP commenced operations.
(b)
Excludes the impact of motor fuel sold to affiliates.
(c)
Net income per unit is only calculated for the Partnership after the IPO as no units were outstanding prior to September 25, 2012.
Summary of Significant Accounting Policies (Policies)
Use of Estimates, Policy 
Use of Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Fair Value Measurement, Policy 
Fair Value Measurements
We use fair value measurements to measure, among other items, purchased assets and investments, leases and derivative contracts. We also use them to assess impairment of properties, equipment, intangible assets, and goodwill.
Where available, fair value is based on observable market prices or parameters, or is derived from such prices or parameters. Where observable prices or inputs are not available, use of unobservable prices or inputs are used to estimate the current fair value, often using an internal valuation model. These valuation techniques involve some level of management estimation and judgment, the degree of which is dependent on the item being valued.
Business Combinations Policy 
Acquisition Accounting
Acquisitions of assets or entities that include inputs and processes and have the ability to create outputs are accounted for as business combinations. The purchase price is recorded for tangible and intangible assets acquired and liabilities assumed based on fair value. The excess of fair value of the consideration conveyed over the fair value of the net assets acquired is recorded as goodwill. The Consolidated Statements of Operations for the years presented include the results of operations for each acquisition from their respective date of acquisition.
Cash and Cash Equivalents 
Cash and Cash Equivalents

Cash and cash equivalents include cash on hand, demand deposits, and short-term investments with original maturities of three months or less, but exclude debt or equity securities classified as marketable securities.
Marketable Securities 
Marketable Securities

Debt or equity securities are classified into the following reporting categories: held-to-maturity, trading or available-for-sale securities. The investments in debt securities, which typically mature in one year or less, are currently classified as held-to-maturity and valued at amortized cost, which approximates fair value. The fair value of marketable securities is measured using Level 1 inputs (See Note 9 for more information concerning fair value measurements). The maturity dates range from January 10, 2013 to March 22, 2013 and are classified on the balance sheet in other assets. Included in the marketable securities classification on the Consolidated Balance Sheets are approximately $3.4 million in money market funds. The carrying value of these approximates fair value and are measured using Level 1 inputs. The gross unrecognized holding gains and losses as of
Accounts Receivable 
Accounts Receivable

The majority of the trade receivables are from wholesale fuel customers. Credit is extended based on evaluation of the customer's financial condition. Receivables are recorded at face value, without interest or discount. The Partnership provides an allowance for doubtful accounts based on historical experience and on a specific identification basis. Credit losses are recorded when accounts are deemed uncollectible.

Receivables from affiliates have risen from transactions with non-consolidated affiliates and are primarily due to the sale of fuel and other miscellaneous transactions with SUSS. Predecessor receivables from affiliates also included the concentration of excess cash to SUSS. These receivables are recorded at face value, without interest or discount.

Inventories
Fuel inventories are stated a
Inventory, Policy 
Inventories
Fuel inventories are stated at the lower of average cost or market. Shipping and handling costs are included in the cost of inventories.
Property, Plant and Equipment, Policy 
Property and Equipment
Property and equipment are recorded at cost. Depreciation is computed on a straight-line basis over the useful lives of the assets, estimated to be forty years for buildings, three to fifteen years for equipment and thirty years for underground storage tanks.
Amortization of leasehold improvements is based upon the shorter of the remaining terms of the leases including renewal periods that are reasonably assured, or the estimated useful lives, which approximate twenty years. Expenditures for major renewals and betterments that extend the useful lives of property and equipment are capitalized. Maintenance and repairs are charged to operations as incurred. Gains or losses on the disposition of property and equipment are recorded in the period incurred.
Impairment or Disposal of Long-Lived Assets, Policy 
Long-Lived Assets
Long-lived assets (including intangible assets) are tested for possible impairment whenever events or changes in circumstances indicate the carrying amount of the asset may not be recoverable. If indicators exist, the estimated undiscounted future cash flows related to the asset are compared to the carrying value of the asset. If the carrying value is greater than the estimated undiscounted future cash flow amount, an impairment charge is recorded within loss on disposal of assets and impairment charge in the statement of operations for amounts necessary to reduce the corresponding carrying value of the asset to fair value. The impairment loss calculations require management to apply judgment in estimating future cash flows and the discount rates that reflect the risk inherent in future cash flows.
Goodwill and Intangible Assets, Policy 
Goodwill

Goodwill represents the excess of cost over fair value of assets of businesses acquired. Goodwill and intangible assets acquired in a purchase business combination are recorded at fair value as of the date acquired. Acquired intangibles determined to have an indefinite useful life are not amortized, but are instead tested for impairment at least annually, and are tested for impairment more frequently if events and circumstances indicate that the asset might be impaired. The annual impairment test of goodwill is performed as of the first day of the fourth quarter of the fiscal year.

The Partnership uses qualitative factors to determine whether it is more likely than not (likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount, including goodwill.

During the IPO, an independent valuation of the assets to be contributed to the Partnership was obtained which indicated the value of the goodwill was in excess of the carrying value. Based on this and other qualitative factors, the Partnership determined that it is more likely than not that the goodwill had a fair value which exceeded the carrying value. Some of the qualitative factors considered in applying this test include the consideration of macroeconomic conditions, industry and market considerations, cost factors affecting the business, the overall financial performance of the business and the performance of the unit price of the Partnership.

If qualitative factors were not deemed sufficient to conclude that the fair value of goodwill more likely than not exceeded the carrying value of goodwill, then the two-step approach would be applied in making an evaluation. In step one, multiple valuation methodologies, including a market approach (market price multiples of comparable companies) and an income approach (discounted cash flow analysis) would be used. The computations require management to make significant estimates and assumptions.  Critical estimates and assumptions that are used as part of these evaluations would include, among other things, selection of comparable publicly traded companies, the discount rate applied to future earnings reflecting a weighted average cost of capital rate, and earnings growth assumptions. A discounted cash flow analysis requires management to make various judgmental assumptions about sales, operating margins, capital expenditures, working capital and growth rates.

If after assessing the totality of events or circumstances an entity determines that it is more likely than not that the fair value of a reporting unit is greater than its carrying amount then performing the two-step test is unnecessary.

If the estimated fair value of a reporting unit is less than the carrying value, a second step is performed to compute the amount of the impairment by determining an “implied fair value” of goodwill. The determination of the Partnership's “implied fair value” requires the Partnership to allocate the estimated fair value of the reporting unit to the assets and liabilities of the reporting unit. Any unallocated fair value represents the “implied fair value” of goodwill, which is compared to the corresponding carrying value. If the "implied fair value" is less than the carrying value, an impairment charge would be recorded.

Other Intangible Assets
Other intangible assets consist of supply agreements with customers, customer intangibles and favorable/unfavorable lease arrangements. Separable intangible assets that are not determined to have an indefinite life are amortized over their useful lives and assessed for impairment. The determination of the fair market value of the intangible asset and the estimated useful life are based on an analysis of all pertinent factors including (1) the use of widely‑accepted valuation approaches, the income approach or the cost approach, (2) the expected use of the asset by the Partnership, (3) the expected useful life of related assets, (4) any legal, regulatory or contractual provisions, including renewal or extension period that would cause substantial costs or modifications to existing agreements, and (5) the effects of obsolescence, demand, competition, and other economic factors. Should any of the underlying assumptions indicate that the value of the intangible assets might be impaired, we may be required to reduce the carrying value and subsequent useful life of the asset. If the underlying assumptions governing the amortization of an intangible asset were later determined to have significantly changed, we may be required to adjust the amortization period of such asset to reflect any new estimate of its useful life. Any write-down of the value or unfavorable change in the useful life of an intangible asset would increase expense at that time.
Supply agreements are being amortized on a straight-line basis over the remaining terms of the agreements, which generally range from five to fifteen years. Favorable/unfavorable lease arrangements are amortized on a straight-line basis over the remaining lease terms.
Environmental Cost, Expense Policy 
Environmental Liabilities
Environmental expenditures related to existing conditions, resulting from past or current operations and from which no current or future benefit is discernible, are expensed by the Partnership. Expenditures that extend the life of the related property or prevent future environmental contamination are capitalized.
Revenue Recognition, Sales of Goods 
Revenue Recognition
Revenues from motor fuel sales are recognized at the time that fuel is delivered to the customer, with the exception of consignment sales, which are discussed in greater detail below. Shipment and delivery of motor fuel generally occurs on the same day. The Partnership charges its wholesale customers for third‑party transportation costs, which are recorded net in cost of sales. Through PropCo, our wholly owned corporate subsidiary, we may sell motor fuel to wholesale customers on a consignment basis, in which we retain title to inventory, control access to and sale of fuel inventory, and recognize revenue at the time the fuel is sold to the ultimate customer. We derive other income from rental income, propane and lubricating oils and other ancillary product and service offerings.
Rental Income from Operating Leases 
Rental Income
Rental income from operating leases is recognized over the term of the lease.
Cost of Sales, Policy 
Cost of Sales
We include in “Cost of Sales” all costs we incur to acquire wholesale fuel, including the costs of purchasing, storing and transporting inventory prior to delivery to our wholesale customers. Cost of sales does not include any depreciation of our property, plant and equipment, as any amounts attributed to cost of sales would not be significant. Depreciation is separately classified in our Consolidated Statements of Operations. The portion of fuel volumes purchased from suppliers who accounted for 10% or more of our total combined volume during the years ended December 31 are as follows:
 
2010
 
2011
 
2012
Valero
41
%
 
37
%
 
36
%
Chevron
16
%
 
20
%
 
19
%
Motor Fuel and Sales Taxes 
Motor Fuel Taxes
Certain motor fuel and sales taxes are collected from customers and remitted to governmental agencies either directly or through suppliers by the Partnership. The Partnership's accounting policy is to exclude the tax collected and remitted from revenues and cost of sales and account for them as liabilities.
Deferred Branding Incentives 
Deferred Branding Incentives
We receive payments for deferred branding incentives related to our fuel supply contracts. Unearned branding incentives are deferred and amortized as earned over the term of the respective agreement. Deferred branding incentives are amortized on a straight line basis over the term of the agreement as a credit to cost of sales.
Lease, Policy 
Lease Accounting
The Partnership leases a portion of its properties under non-cancelable operating leases, whose initial terms are typically five to ten years, along with options that permit renewals for additional periods. Minimum rent is typically expensed on a straight-line basis over the term of the lease including renewal periods that are reasonably assured at the inception of the lease. The Partnership is typically responsible for payment of real estate taxes, maintenance expenses and insurance. The Partnership also leases certain vehicles, which are typically less than five years.
Derivatives, Policy 
Derivative Instruments and Hedging Activities
All derivative financial instruments are reported on the balance sheet at fair value. Changes in the fair value are recognized either in earnings or as other comprehensive income in equity, depending on whether the derivative has been designated as a fair value or cash flow hedge and qualifies as part of a hedging relationship, the nature of the exposure being hedged, and how effective the derivative is at offsetting movements in underlying exposure. The Partnership does not engage in the trading of derivatives. All such financial instruments are used to manage risk.
The Partnership periodically enters into derivatives, such as futures and options, to manage its fuel price risk. Net proceeds received and the change in value of the derivatives are recorded as increases or decreases to fuel cost of sales. See Note 9 for additional information.
Fair Value of Financial Instruments, Policy 
Fair Value of Financial Instruments
Cash, accounts receivable, certain other current assets, marketable securities, accounts payable, accrued expenses and other current liabilities are reflected in the consolidated financial statements at fair value because of the short-term maturity of the instruments.
Concentration Risk, Credit Risk, Policy 
Concentration Risk
Motor fuel sold to SUSS represented approximately 60% of the total motor fuel sales for each of the years ended December 31, 2010, 2011 and 2012. Prior to the IPO, these sales were at cost and no profit was reflected on these sales. Pursuant to the Distribution Contract, sales subsequent to the IPO reflect a margin of approximately three cents per gallon.
Earnings Per Unit 
Earnings Per Unit

In addition to the common and subordinated units, we have identified the incentive distribution rights ("IDRs") as participating securities and compute income per unit using the two-class method under which any excess of distributions declared over net income shall be allocated to the partners based on their respective sharing of income specified in the partnership agreement. Net income per unit applicable to limited partners (including common and subordinated unitholders) is computed by dividing limited partners' interest in net income, after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units.

Prior to September 25, 2012, we were wholly owned by SUSS and, accordingly, we did not calculate or report earnings per unit.
Comprehensive Income 
Comprehensive Income

We had no transactions which affect comprehensive income and, accordingly, comprehensive income equals net income for all periods presented.
Stock-based Compensation 
Stock and Unit-based Compensation

Certain employees supporting our Predecessor's operations were historically granted long-term incentive compensation awards under the SUSS stock-based compensation programs, which primarily consist of stock options and restricted common stock. Our Predecessor was allocated expenses for stock-based compensation costs, which are included in general and administrative expenses. The allocated expense was $0.6 million, $0.7 million and $0.8 million and for the years ended December 31, 2010, 2011 and 2012, respectively.

In connection with our IPO, our general partner adopted the Susser Petroleum Partners LP 2012 Long-Term Incentive Plan (“2012 LTIP"), under which various types of awards may be granted to employees, consultants and directors of our general partner who provide services for us. We amortize the grant-date fair value of these awards over the vesting period using the straight-line method. Expenses related to unit-based compensation are included in general and administrative expenses. During 2012 we recognized $0.1 million of stock compensation expense related to SUSP unit awards.

Income Tax 
Income Tax

We are organized as a pass-through for federal income tax purposes. As a result, our partners are responsible for federal income taxes based on their respective share of taxable income. Net income for financial statement purposes may differ significantly from taxable income reportable to unitholders as a result of differences between the tax bases and financial reporting bases of assets and liabilities and the taxable income allocation requirements under the partnership agreement. We are subject to the Texas franchise tax that is based on our Texas sourced taxable gross margin for federal income tax purposes.

The Predecessor recognized deferred income tax liabilities and assets for the expected future income tax consequences of temporary differences between financial statement carrying amounts and the related income tax basis. The Partnership recognized deferred income tax liabilities and assets related to its subsidiary, PropCo.

The Predecessor recognizes the impact of a tax position in the financial statements, if that position is not more likely than not of being sustained, based on the technical merits of the position. See Note 16 for additional information regarding de-recognition, classification, interest and penalties, accounting in interim periods and disclosure.

Reclassification, Policy 
Reclassifications

Certain line items have been reclassified for presentation purposes. On the Consolidated Statements of Cash Flows, changes in notes receivable have been reclassified from a financing activity to an operating activity to better reflect the purpose of these notes receivable.
New Accounting Pronouncements 
New Accounting Pronouncements

FASB ASU No. 2011-04. In May 2011, the FASB issued ASU No. 2011-04, "Fair Value Measurement, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRS (ASC 820—Fair Value Measurement)." This guidance amends ASC 820 on fair value measurements and disclosures to (1) clarify the board's intent in respect of existing measurement guidance, (2) revise certain measurement guidance that changes or modifies a principle for measuring fair value, and (3) add disclosure requirements concerning the measurement uncertainty of Level 3 measurements. The ASU is effective for interim and annual periods beginning after December 15, 2011. The adoption of this amended guidance did not have a material effect on our consolidated financial position, results of operations, cash flows or related disclosures.

FASB ASU No. 2011-05. In June 2011, the FASB issued ASU No. 2011-05, "Comprehensive Income: Presentation of Comprehensive Income (ASC 220—Comprehensive Income)." This guidance removes the presentation options in ASC 220 and requires entities to report components of comprehensive income in either (1) a continuous statement of comprehensive income or (2) two separate but consecutive statements. The ASU does not change the items that must be reported in other comprehensive income. It is effective for fiscal years beginning after December 15, 2011 (and for interim periods within such years). In December 2011, the FASB issued ASU No. 2011-12, which deferred certain aspects of ASU No. 2011-05. Our Predecessor adopted this accounting standard in the first quarter of Fiscal 2012. This standard affects presentation and disclosure, and therefore will not affect our consolidated financial position, results of operations or cash flows.

FASB ASU No. 2012-02. In July 2012, the FASB issued ASU No. 2012-02, "Intangibles—Goodwill and Other." This guidance permits an entity to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired as a basis for determining whether it is necessary to perform the quantitative impairment test in accordance with Subtopic 350. The ASU is effective for annual and interim impairment tests performed for fiscal years beginning after September 15, 2012. The adoption of this guidance will affect our impairment steps only but will not have an effect on our results of operations, cash flows or related disclosures.
Initial Public Offering (Tables)
Schedule of Cash Reconciliation from IPO 
The following table is a reconciliation of cash proceeds from the IPO (in millions):

Gross proceeds
 
$
224

Less: Underwriting and structuring fees and other offering expenses
 
(18
)
Proceeds from the IPO, net of offering costs
 
206

Reimbursement to SUSS for capital expenditures during prior 24 months
 
(25
)
Investment in marketable securities
 
(181
)
Net use of IPO proceeds
 
$
(206
)
Term loan proceeds
 
$
181

Proceeds of term loan distributed to SUSS
 
$
(181
)
Summary of Net Income, Disaggregated Between Predecessor and Parntership 
The following is a summary of net income for the twelve months ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Twelve Months Ended
December 31, 2012
 
Through September 24, 2012
 
From
September 25, 2012
 
 
 
(in thousands)
Revenues
$
3,198,422

 
$
1,078,919

 
$
4,277,341

Cost of sales
3,162,428

 
1,063,411

 
4,225,839

Gross profit
35,994

 
15,508

 
51,502

Total operating expenses
22,496

 
5,594

 
28,090

Income from operations
13,498

 
9,914

 
23,412

Interest expense, net
(269
)
 
(540
)
 
(809
)
Income before income taxes
13,229

 
9,374

 
22,603

Income tax expense
(4,809
)
 
(224
)
 
(5,033
)
Net income
$
8,420

 
$
9,150

 
$
17,570

Summary of Cash Flows, Disaggregated Between Predecessor and Parntership 
The following is a summary of cash flow for the twelve months ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Twelve Months Ended
December 31, 2012
 
Through September 24, 2012
 
From
September 25, 2012
 
 
 
(in thousands)
Cash flows from operating activities:
 
 
 
 
 
Net cash provided by operating activities
$
9,183

 
$
7,305

 
$
16,488

Cash flows from investing activities:
 
 
 
 
 
Purchase of intangibles and capital expenditures
(9,806
)
 
(34,200
)
 
(44,006
)
Purchase of marketable securities
—

 
(497,426
)
 
(497,426
)
Redemption of marketable securities
—

 
349,162

 
349,162

Proceeds from disposal of property and equipment
754

 
567

 
1,321

Net cash used in investing activities
(9,052
)
 
(181,897
)
 
(190,949
)
Cash flows from financing activities:
 
 
 
 
 
Proceeds from issuance of long-term debt
—

 
216,256

 
216,256

Loan origination costs
—

 
(1,907
)
 
(1,907
)
Proceeds from issuance of common units, net of offering costs
—

 
206,154

 
206,154

Distributions to Parent
—

 
(206,342
)
 
(206,342
)
Distributions to Unitholders
—

 
(311
)
 
(311
)
Predecessor cash retained by Parent
(354
)
 


 
(354
)
Payments on long-term debt
(17
)
 
(32,506
)
 
(32,523
)
Net cash provided by (used in) financing activities
(371
)
 
181,344

 
180,973

Net increase (decrease) in cash
(240
)
 
6,752

 
6,512

Cash and cash equivalents at beginning of year
240

 
—

 
240

Cash and cash equivalents at end of period
$
—

 
$
6,752

 
$
6,752

Summary of Significant Accounting Policies Fuel Volume (Tables)
Fuel Volume Purchased from Suppliers in Excess 10%
 
2010
 
2011
 
2012
Valero
41
%
 
37
%
 
36
%
Chevron
16
%
 
20
%
 
19
%
Accounts Receivable (Tables)
Schedule of Accounts, Notes, Loans and Financing Receivable
Accounts receivable, excluding receivables from affiliates, consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Accounts receivable, trade
$
30,963

 
$
32,906

Other receivables
964

 
205

Allowance for uncollectible accounts, trade
(167
)
 
(103
)
Accounts receivable, net
$
31,760

 
$
33,008

Accounts receivable from affiliates are $106.6 million and $59.5 million as of December 31, 2011 and December 31, 2012, respectively. For additional information regarding our affiliated receivables, see Note 12.
An allowance for uncollectible accounts is provided based on management's evaluation of outstanding accounts receivable. Following is a summary of the valuation accounts related to accounts and notes receivable (balances for 2010 and 2011 are for the Predecessor):
 
Balance at
Beginning of
Period
 
Additions
Charged to Costs
and Expenses
 
Amounts Written
Off, Net of
Recoveries
 
Allowance Retained by Parent
 
Balance at
End of Period
 
(in thousands)
Allowance for doubtful accounts:
 
 
 
 
 
 
 
 
 
December 31, 2010
$
327

 
$
214

 
$
195

 
$
—

 
$
346

December 31, 2011
346

 
(58
)
 
121

 
—

 
167

December 31, 2012
167

 
103

 
—

 
167

 
103

Inventories (Tables)
Schedule of Inventories
Inventories consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Fuel-consignment and dealers
$
3,538

 
$
1,960

Fuel-wholesale and bulk
2,947

 
340

Other
538

 
681

Inventories, net
$
7,023

 
$
2,981

Property And Equipment (Tables)
Schedule of Property and Equipment
Property and equipment consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Land
$
19,552

 
$
34,122

Buildings and leasehold improvements
8,315

 
23,589

Equipment
27,943

 
16,049

Construction in progress
1,116

 
2,905

Total property and equipment
56,926

 
76,665

Less: Accumulated depreciation
(17,877
)
 
(8,492
)
Property and equipment, net
$
39,049

 
$
68,173

Goodwill and Other Intangible Assets (Tables)
Schedule of Goodwill 
The following table reflects goodwill balances and activity for the twelve months ended December 31, 2012:
 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Total
 
(in thousands)
Balance at December 31, 2011
$
20,661

 
$
—

 
$
20,661

Goodwill contributed to the Partnership
(12,936
)
 
12,936

 
—

Goodwill retained by the Parent
(7,725
)
 
—

 
(7,725
)
Balance at December 31, 2012
$
—

 
$
12,936

 
$
12,936

Schedule of Finite-Lived and Indefinite-Lived Intangible Assets 
The following table presents the gross carrying amount and accumulated amortization for each major class of intangible assets, excluding goodwill, at December 31, 2011 and December 31, 2012:
 
 
December 31, 2011
 
December 31, 2012
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
Predecessor
 
 
 
 
 
 
 
(in thousands)
Amortized
 
 
 
 
 
 
 
 
 
 
 
Supply agreements
$
29,654

 
$
6,432

 
$
23,222

 
$
29,803

 
$
8,674

 
$
21,129

(Unfavorable) favorable leasehold arrangements, net
(950
)
 
(391
)
 
(559
)
 
236

 
39

 
197

Loan origination costs
—

 
—

 
—

 
1,907

 
102

 
1,805

Other
690

 
44

 
646

 
63

 
63

 
—

Intangible assets, net
$
29,394

 
$
6,085

 
$
23,309

 
$
32,009

 
$
8,878

 
$
23,131

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense 
Total amortization expense on finite‑lived intangibles included in depreciation, amortization and accretion for 2010, 2011 and 2012 was $1.2 million, $2.2 million and $3.3 million, respectively. The loan origination cost amortization included in interest expense for 2012 was $0.1 million. We had no loan cost amortization in 2010 or 2011. The following table presents the Partnership's estimate of amortization includable in amortization expense and interest expense for each of the five succeeding fiscal years for finite‑lived intangibles as of December 31, 2012 (in thousands):
 
Amortization
 
Interest
2013
$
3,106

 
$
381

2014
2,775

 
381

2015
2,595

 
381

2016
2,264

 
381

2017
1,950

 
280

Accrued Expenses (Tables)
Accrued expenses and other current liabilities
Current accrued expenses and other current liabilities consisted of the following:
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
 
 
(in thousands)
Accrued federal and state income taxes
$
4,788

 
$
71

Property and sales tax
1,042

 
299

Payroll and employee benefits
1,417

 
—

Deposits and other
763

 
731

Total
$
8,010

 
$
1,101

Long-Term Debt (Tables)
Schedule of Long-term Debt 
Long-term debt consisted of the following:
 
December 31,
2011
 
December 31,
2012
 
Predecessor
 
 
 
(in thousands)
Term loan, bearing interest at Prime or LIBOR plus an applicable margin
$
—

 
$
148,166

SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin
—

 
35,590

Notes payable, bearing interest at 6%
1,120

 
1,099

Total debt
1,120

 
184,855

Less: Current maturities
22

 
24

Long-term debt, net of current maturities
$
1,098

 
$
184,831

Schedule of Maturities of Long-term Debt 
At December 31, 2012, scheduled future debt maturities are as follows (in thousands):
2013
 
$
24

2014
 
25

2015
 
148,192

2016
 
1,023

2017
 
35,591

Thereafter
 
—

Total
 
$
184,855

Other Noncurrent Liabilities (Tables)
Schedule of Other Noncurrent Liabilities
Other noncurrent liabilities consisted of the following:
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
 
 
(in thousands)
Deferred branding incentives, long-term portion
$
4,812

 
$
2,442

Reserve for underground storage tank removal
600

 
34

Reserve for environmental remediation, long-term
50

 
—

Total
$
5,462

 
$
2,476

Commitments And Contingencies (Tables)
Schedule of Rent Expense 
The components of net rent expense are as follows:
 
 
 
 
 
December 31,
2010
 
December 30,
2011
 
December 31,
2012
 
Predecessor
 
Predecessor
 
 
 
(in thousands)
Store base rent
$
3,351

 
$
3,729

 
$
3,074

Equipment rent
446

 
593

 
453

Net rent expense
$
3,797

 
$
4,322

 
$
3,527

Schedule of Future Minimum Rental Payments for Operating Leases 
Future minimum lease payments for future fiscal years are as follows (in thousands):
2013
 
$
801

2014
 
803

2015
 
773

2016
 
782

2017
 
793

Thereafter
 
4,983

Total
 
$
8,935

Rental Income under Operating Leases (Tables)
3 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2012
Operating Leased Assets [Line Items]
 
 
Schedule of Property Subject to or Available for Operating Lease
 
Text Block 
Schedule of Minimum Future Rental Income
Text Block 
 
Schedule of Property Subject to or Available for Operating Lease 
The following schedule details our investment in property under operating leases as of December 31, 2012 (in thousands):
Land
 
$
33,646

Buildings and improvements
 
18,282

Equipment
 
14,691

Total property and equipment
 
66,619

Less: Accumulated depreciation
 
4,344

Property and equipment, net
 
$
62,275

Schedule of Minimum Future Rental Income 
The following is a schedule by years of minimum future rental income under noncancelable operating leases as of December 31, 2012 (in thousands):
Year Ended December 31,
 
2013
$
5,592

2014
5,289

2015
4,671

2016
3,987

2017
3,451

Thereafter
28,293

Total minimum future rentals
$
51,283


See Note 12 for information regarding rental income and operating leases with SUSS.
Interest Expense And Interest Income (Tables)
Schedule of Interest Expense and Interest Income
The components of net interest expense are as follows:
 
Year Ended
 
December 31,
2010
 
December 30,
2011
 
December 31,
2012
 
Predecessor
 
Predecessor
 
 
 
(in thousands)
Cash interest expense
$
332

 
$
412

 
$
940

Amortization of loan costs
—

 
—

 
102

Cash interest income
(48
)
 
(88
)
 
(233
)
Interest expense, net
$
284

 
$
324

 
$
809

Income Tax Income Tax (Tables)
Schedule of Components of Income Tax Expense (Benefit) 
Components of income tax expense for fiscal years ended December 31, 2010, December 31, 2011, and December 31, 2012 are as follows:
 
Year Ended
 
December 31, 2010
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
Predecessor
 
 
 
(in thousands)
Current:
 
 
 
 
 
Federal
$
6,527

 
$
4,524

 
$
2,321

State
236

 
265

 
284

Total current income tax expense
6,763

 
4,789

 
2,605

Deferred:
 
 
 
 
 
Federal
(1,519
)
 
1,245

 
2,416

State
(8
)
 
5

 
12

Total deferred tax expense (benefit)
(1,527
)
 
1,250

 
2,428

Net income tax expense
$
5,236

 
$
6,039

 
$
5,033

Schedule of Effective Income Tax Rate Reconciliation 
A reconciliation of the statutory federal income tax rate to the effective tax rate for the fiscal years ended December 31, 2010, December 31, 2011, and December 31, 2012 are as follows:
 
Year Ended
 
December 31, 2010
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
Predecessor
 
 
 
 
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
Tax at statutory federal rate
$
5,058

 
35.0
%
 
$
5,823

 
35.0
%
 
$
7,911

 
35.0
 %
Partnership earnings not subject to tax
—

 
—
%
 
—

 
—
%
 
(3,281
)
 
(14.5
)%
Corporate subsidiary earnings subject to tax
—

 
—
%
 
—

 
—
%
 
153

 
0.7
 %
State and local tax, net of federal benefit
149

 
1.0
%
 
176

 
1.0
%
 
217

 
1.0
 %
Other
29

 
0.2
%
 
40

 
0.3
%
 
33

 
0.1
 %
Tax expense per financial statement
$
5,236

 
36.2
%
 
$
6,039

 
36.3
%
 
$
5,033

 
22.3
%
Schedule of Deferred Tax Assets and Liabilities 
Components of deferred tax assets and liabilities are as follows:
 
December 31, 2011
 
December 31, 2012
 
Predecessor
 
 
 
(in thousands)
Deferred tax assets:
 
 
 
Allowance for doubtful accounts
$
112

 
$
—

Environmental reserves
73

 
—

Intangible assets
1,047

 
—

Deferred revenue
1,747

 
—

Accrued bonuses
517

 
—

Net operating loss carry forwards
—

 
35

Total deferred tax assets
3,496

 
35

Deferred tax liabilities:
 
 
 
Fixed assets
5,297

 
187

Prepaid assets
20

 
—

Other accruals and reserves
164

 
—

Total deferred tax liabilities
5,481

 
187

Net deferred income tax assets (liabilities)
$
(1,985
)
 
$
(152
)
Current net deferred tax assets (liabilities)
$
610

 
$
—

Noncurrent net deferred tax assets (liabilities)
$
(2,595
)
 
$
(152
)
Equity (Tables)
Schedule of Net Income Allocation By Partners 
The calculation of net income allocated to the partners is as follows (in thousands, except per unit amounts):
Net Income Attributable to Susser Petroleum Partners LP Limited Partner Unit - Common Units
 
Year Ended December 31, 2012
Distributions (a)
$
5,098

Distributions in excess of net income
(523
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
 
Net Income Attributable to Susser Petroleum Partners LP Limited Partner Unit - Subordinated Units
 
Year Ended December 31, 2012
Distributions (a)
$
5,098

Distributions in excess of net income
(523
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
 
(a) Distributions declared per unit
$0.466
Schedule of Incentive Distribution Rights to Limited Partners 
 
 
 
Marginal percentage interest in distributions
 
Total quarterly distribution per unit target amount
 
Unitholders
 
SUSS
Minimum Quarterly Distribution
$
0.4375

 
100
%
 
—

First Target Distribution
Above $0.4375 up to $0.503125

 
100
%
 
—

Second Target Distribution
Above $0.503125 up to $0.546875

 
85
%
 
15
%
Third Target Distribution
Above $0.546875 up to $0.656250

 
75
%
 
25
%
Thereafter
Above $0.656250

 
50
%
 
50
%
Equity-Based Compensation (Tables)
Schedule of Equity Based Compensation Expense 
Unit-based compensation expense related to the Partnership and stock-based compensation expense allocated to our Predecessor that was included in our condensed consolidated statements of operations was as follows (in thousands):
 
Year Ended
December 31, 2012
 
2011
 
2012
 
Predecessor
 
 
Phantom common units
$
—

 
$
101

Predecessor allocated expense
707

 
810

Total equity-based compensation expense
$
707

 
$
911

Schedule of Nonvested Share Activity 
A summary of our phantom unit award activity for the year ended December 31, 2012, is set forth below:
 
Number of Phantom Common Units
 
Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2012
—

 
$
—

Granted
32,500

 
23.09

Nonvested at December 31, 2012
32,500

 
$
23.09

Net Income per Unit Earnings per Share (Tables)
Schedule of Earnings Per Share, Basic and Diluted

 
Twelve Months Ended
December 31, 2012
 
(dollars in thousands, except units and per unit amounts)
Net income subsequent to initial public offering
$
9,150

Less: General partner's interest in net income subsequent to initial public offering
—

Limited partners' interest in net income subsequent to initial public offering
$
9,150

 
 
Weighted average limited partner units outstanding:
 
Common - basic
10,939,436

Common - equivalents
3,723

Common - diluted
10,943,159

 
 
Subordinated - SUSS (basic and diluted)
10,939,436

 
 
Net income per limited partner unit:
 
Common - basic
$
0.42

Common - diluted
$
0.42

Subordinated - SUSS (basic and diluted)
$
0.42

Quarterly Results of Operations (Unaudited) Quarterly Results of Operations (Tables)
Schedule of Quarterly Financial Information
The following table sets forth certain unaudited financial and operating data for each quarter during 2010, 2011 and 2012. The unaudited quarterly information includes all normal recurring adjustments that we consider necessary for a fair presentation of the information shown.
 
 
2010
 
2011
 
2012 (a)
 
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
 
Predecessor
 
Predecessor
 
 
 
 
 
 
 
 
 
 
(dollars and gallons in thousands)
Motor fuel sales
 
$
637,813

 
$
687,053

 
$
639,623

 
$
708,437

 
$
848,719

 
$
1,008,380

 
$
987,738

 
$
962,094

 
$
1,069,244

 
$
1,083,470

 
$
1,106,118

 
$
1,005,948

Rental and Other income
 
2,498

 
2,353

 
2,603

 
3,412

 
3,011

 
2,966

 
4,125

 
3,345

 
3,409

 
3,041

 
3,499

 
2,611

Total revenue
 
640,311

 
689,406

 
642,226

 
711,849

 
851,730

 
1,011,346

 
991,863

 
965,439

 
1,072,653

 
1,086,511

 
1,109,617

 
1,008,559

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel gross profit
 
5,210

 
7,330

 
7,277

 
6,248

 
6,217

 
9,841

 
7,720

 
7,439

 
7,112

 
11,570

 
9,799

 
12,591

Other gross profit
 
2,207

 
2,183

 
2,489

 
3,155

 
2,617

 
2,348

 
3,816

 
3,025

 
2,771

 
2,610

 
3,029

 
2,020

Total gross profit
 
7,417

 
9,513

 
9,766

 
9,403

 
8,834

 
12,189

 
11,536

 
10,464

 
9,883

 
14,180

 
12,828

 
14,611

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
2,341

 
4,120

 
4,390

 
3,885

 
3,006

 
5,600

 
5,002

 
3,353

 
2,734

 
5,897

 
5,469

 
9,312

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
1,447

 
$
2,588

 
$
2,761

 
$
2,420

 
$
1,861

 
$
3,527

 
$
3,136

 
$
2,074

 
$
1,674

 
$
3,703

 
$
3,617

 
$
8,576

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited partners interest in net income subsequent to IPO:
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
574

 
8,576

Net income per limited Partner unit: (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common (basic and diluted)
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
0.03

 
0.39

Subordinated (basic and diluted)
 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
—

 
0.03

 
0.39

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fuel gallons
 
300,962

 
315,312

 
307,771

 
309,268

 
311,098

 
322,641

 
330,903

 
347,768

 
351,368

 
369,028

 
367,362

 
362,188

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel margin - third party (b)
 
4.3¢
 
5.7¢
 
6.0¢
 
5.1¢
 
5.1¢
 
7.7¢
 
5.9¢
 
5.2¢
 
5.0¢
 
7.5¢
 
6.3¢
 
4.5¢
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a)
The information presented includes the results of operations of Predecessor for periods presented through September 24, 2012 and of SUSP for the period beginning September 25, 2012, the date SUSP commenced operations.
(b)
Excludes the impact of motor fuel sold to affiliates.
(c)
Net income per unit is only calculated for the Partnership after the IPO as no units were outstanding prior to September 25, 2012.
Organization and Principles of Consolidation (Details)
1 Months Ended
Sep. 24, 2012
Sep. 29, 2012
SUSS [Member]
Dec. 31, 2012
SUSS [Member]
Common Units [Member]
IPO [Member]
Sep. 29, 2012
SUSS [Member]
Common Units [Member]
IPO [Member]
Dec. 31, 2012
SUSS [Member]
Subordinated Units [Member]
IPO [Member]
Sep. 29, 2012
SUSS [Member]
Subordinated Units [Member]
IPO [Member]
Organization, Consolidation and Presentation of Financial Statements [Line Items]
 
 
 
 
 
 
Units sold in IPO
10,925,000 
 
 
 
 
 
Limited Partners' Capital Account, Units Outstanding
 
 
14,436 
14,436 
10,939,436 
10,939,436 
Limited partner interest in partnership, Percentage Common Units
 
0.07% 
 
 
 
 
Limited partner units issued Percentage ownership, subordinate units
 
50.00% 
 
 
 
 
Initial Public Offering (Details) (USD $)
0 Months Ended 1 Months Ended 12 Months Ended 1 Months Ended
Sep. 30, 2012
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2012
SUSP Term Loan [Member]
Term Loan [Member]
Sep. 29, 2012
SUSP Term Loan [Member]
Term Loan [Member]
Dec. 31, 2012
Susser Petroleum Partners Revolver [Member]
Revolving Credit Agreement [Member]
Sep. 29, 2012
Susser Petroleum Partners Revolver [Member]
Revolving Credit Agreement [Member]
Sep. 24, 2012
Exercise of Underwriters' Over-allotment Option [Member]
Sep. 24, 2012
SUSS [Member]
Dec. 31, 2012
SUSS [Member]
Sep. 29, 2012
SUSS [Member]
Dec. 31, 2012
SUSS [Member]
Susser Petroleum Partners Revolver [Member]
Term Loan [Member]
Dec. 31, 2012
IPO [Member]
Common Units [Member]
SUSS [Member]
Sep. 29, 2012
IPO [Member]
Common Units [Member]
SUSS [Member]
Dec. 31, 2012
IPO [Member]
Subordinated Units [Member]
SUSS [Member]
Sep. 29, 2012
IPO [Member]
Subordinated Units [Member]
SUSS [Member]
Initial Public Offering [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Units sold in IPO
 
10,925,000 
 
 
 
 
 
1,425,000 
 
 
 
 
 
 
 
 
IPO Price per Share
 
$ 20.50 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Outstanding
 
 
 
 
 
 
 
 
 
 
 
 
14,436 
14,436 
10,939,436 
10,939,436 
Ownership Percentage
 
 
 
 
 
 
 
 
 
50.10% 
50.10% 
 
 
 
 
 
Aggregate cash distribution
 
 
 
 
 
 
 
 
$ 206,000,000 
 
 
 
 
 
 
 
Proceeds from issuance of common units, net of offering costs
206,154,000 
206,200,000 
206,154,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Face amount
 
 
 
180,700,000 
180,700,000 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capactiy
 
 
 
 
 
250,000,000 
250,000,000 
 
 
 
 
 
 
 
 
 
Amount of debt guaranteed
 
 
 
 
 
 
 
 
 
 
 
180,700,000 
 
 
 
 
Cash Reconciliation [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross proceeds
 
224,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: Underwriting and structuring fees and other offering expenses
 
(18,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from the IPO, net of offering costs
 
206,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital expenditures
 
(25,000,000)
(41,493,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
Investment in marketable securities
 
(181,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Use of Proceeds from Public Sale of Units
 
(206,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of long-term debt
 
181,000,000 
180,666,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds of term loan distributed to SUSS
 
$ (181,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Initial Public Offering (Summary of Net Income) (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2012
Sep. 30, 2012
Dec. 31, 2012
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Sep. 30, 2010
Jun. 30, 2010
Mar. 31, 2010
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Revenues
$ 1,078,919 
 
$ 1,008,559 
 
$ 1,109,617 
$ 1,086,511 
$ 1,072,653 
$ 965,439 
$ 991,863 
$ 1,011,346 
$ 851,730 
$ 711,849 
$ 642,226 
$ 689,406 
$ 640,311 
 
$ 4,277,341 
 
 
 
 
$ 3,198,422 
$ 3,820,378 
$ 2,683,792 
Cost of sales
1,063,411 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4,225,839 
 
 
 
 
3,162,428 
3,777,355 
2,647,693 
Gross profit
15,508 
 
14,611 
 
12,828 
14,180 
9,883 
10,464 
11,536 
12,189 
8,834 
9,403 
9,766 
9,513 
7,417 
 
51,502 
 
 
 
 
35,994 
43,023 
36,099 
Total operating expenses
5,594 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
28,090 
 
 
 
 
22,496 
26,062 
21,363 
Income from operations
9,914 
 
9,312 
 
5,469 
5,897 
2,734 
3,353 
5,002 
5,600 
3,006 
3,885 
4,390 
4,120 
2,341 
 
23,412 
 
 
 
 
13,498 
16,961 
14,736 
Interest expense, net
(540)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(809)
 
 
 
(324)
(269)
(324)
(284)
Income before income taxes
9,374 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
22,603 
 
 
 
 
13,229 
16,637 
14,452 
Income tax expense
(224)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(5,033)
(6,039)
(5,236)
 
 
(4,809)
(6,039)
(5,236)
Net income and comprehensive income
$ 9,150 
$ 574 
$ 8,576 
$ 9,150 
$ 3,617 
$ 3,703 
$ 1,674 
$ 2,074 
$ 3,136 
$ 3,527 
$ 1,861 
$ 2,420 
$ 2,761 
$ 2,588 
$ 1,447 
$ 8,420 
$ 17,570 
$ 10,598 
$ 9,216 
$ 8,420 
 
$ 8,420 
$ 10,598 
$ 9,216 
Initial Public Offering (Summary of Cash Flow) (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 1 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2012
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 28, 2011
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Dec. 28, 2011
Predecessor [Member]
Cash flows from operating activities:
 
 
 
 
 
 
 
 
 
 
Net cash provided by operating activities
$ 7,305 
 
$ 16,488 
 
 
 
$ 9,183 
$ 14,665 
$ 17,058 
 
Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Purchase of intangibles and capital expenditures
(34,200)
 
(44,006)
 
 
 
(9,806)
 
 
 
Purchase of marketable securities
(497,426)
 
(497,426)
 
 
 
0 
0 
0 
 
Redemption of short term investments
349,162 
 
349,162 
 
 
 
0 
0 
0 
 
Proceeds from disposal of property and equipment
567 
 
1,321 
 
 
 
754 
285 
66 
 
Net cash used in investing activities
(181,897)
 
(190,949)
 
 
 
(9,052)
(19,153)
(13,897)
 
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of long-term debt
 
181,000 
180,666 
 
 
 
0 
0 
1,150 
 
Proceeds from issuance of long-term debt, including Revolving Credit Facility
216,256 
 
216,256 
 
 
 
 
 
 
 
Loan origination costs
(1,907)
 
(1,907)
 
 
 
0 
0 
0 
 
Proceeds from issuance of common units, net of offering costs
206,154 
206,200 
206,154 
 
 
 
0 
0 
0 
 
Distributions to Parent
(206,342)
 
(206,342)
 
 
 
0 
0 
0 
 
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders
 
 
(311)
0 
0 
 
 
 
 
 
Predecessor cash retained by Parent
   
 
(354)
 
 
 
(354)
0 
0 
 
Payments on long-term debt
32,506 
 
(32,523)
 
 
 
17 
(21)
(8)
 
Net cash provided by financing activities
181,344 
 
180,973 
 
 
 
(371)
(21)
1,142 
 
Net increase (decrease) in cash
6,752 
 
6,512 
 
 
 
(240)
(4,509)
4,303 
 
Cash and cash equivalents at beginning of year
 
 
240 
 
 
240 
240 
4,749 
446 
240 
Cash and cash equivalents at end of period
 
$ 0 
$ 6,752 
$ 240 
 
$ 240 
$ 0 
$ 240 
$ 4,749 
$ 240 
Summary of Significant Accounting Policies (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2012
Minimum [Member]
Dec. 31, 2012
Maximum [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2012
General and Administrative Expense [Member]
Dec. 31, 2010
General and Administrative Expense [Member]
Dec. 31, 2011
General and Administrative Expense [Member]
Predecessor [Member]
Dec. 31, 2012
Supplier Concentration Risk [Member]
Cost of Goods [Member]
Motor Fuel [Member]
Dec. 31, 2012
Vehicles [Member]
Dec. 31, 2012
Phantom Share Units (PSUs) [Member]
Dec. 31, 2011
Phantom Share Units (PSUs) [Member]
Predecessor [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Money market funds
$ 3,400,000 
 
 
 
 
 
 
 
 
 
 
Lease term
 
5 years 
10 years 
 
 
 
 
 
5 years 
 
 
Percentage purchased
 
 
 
 
 
 
 
60.00% 
 
 
 
Allocated stock-based compensation
$ 911,000 
 
 
$ 707,000 
$ 800,000 
$ 600,000 
$ 700,000 
 
 
$ 101,000 
$ 0 
Summary of Significant Accounting Policies Fuel Volume Purchased (Details)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Valero [Member]
 
 
 
Fuel Volume [Line Items]
 
 
 
Fuel volume purchased from suppliers
36.00% 
37.00% 
41.00% 
Chevron [Member]
 
 
 
Fuel Volume [Line Items]
 
 
 
Fuel volume purchased from suppliers
19.00% 
20.00% 
16.00% 
Summary of Significant Accounting Policies Property and Equipment (Details)
12 Months Ended
Dec. 31, 2012
Building [Member]
 
Property, Plant and Equipment [Line Items]
 
Property, Plant and Equipment, Useful Life
40 years 
Equipment [Member] |
Minimum [Member]
 
Property, Plant and Equipment [Line Items]
 
Property, Plant and Equipment, Useful Life
3 years 
Equipment [Member] |
Maximum [Member]
 
Property, Plant and Equipment [Line Items]
 
Property, Plant and Equipment, Useful Life
15 years 
Underground Storage Tanks [Member]
 
Property, Plant and Equipment [Line Items]
 
Property, Plant and Equipment, Useful Life
30 years 
Land Improvements [Member]
 
Property, Plant and Equipment [Line Items]
 
Property, Plant and Equipment, Useful Life
20 years 
Accounts Receivable (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2012
Trade Accounts Receivable [Member]
Dec. 31, 2012
Other Receivables [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 28, 2011
Predecessor [Member]
Dec. 28, 2011
Predecessor [Member]
Trade Accounts Receivable [Member]
Dec. 28, 2011
Predecessor [Member]
Other Receivables [Member]
Accounts, Notes, Loans and Financing Receivable [Line Items]
 
 
 
 
 
 
 
Accounts receivable, gross, current
 
$ 32,906 
$ 205 
 
 
$ 30,963 
$ 964 
Accounts receivable, allowance for doubtful accounts
(103)
(103)
 
 
(167)
(167)
 
Accounts receivables, net
33,008 
 
 
31,760 
 
 
 
Receivables from affiliates
$ 59,543 
 
 
$ 106,553 
$ 106,553 
 
 
Accounts Receivable Allowance for doubtful accounts (Details) (Allowance for Doubtful Accounts [Member], USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 28, 2011
Dec. 31, 2009
Allowance for Doubtful Accounts [Member]
 
 
 
 
 
Accounts, Notes, Loans and Financing Receivable [Line Items]
 
 
 
 
 
Allowance for Doubtful Accounts Receivable
$ 103 
 
$ 346 
$ 167 
$ 327 
Allowance for Doubtful Accounts Receivable, Additions Charged to Costs and Expenses
103 
(58)
214 
 
 
Allowance for Doubtful Accounts Receivable, Write-offs, Net of Recoveries
0 
121 
195 
 
 
Allowance for doubtful accounts retained by parent
$ 167 
$ 0 
$ 0 
 
 
Inventories (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Schedule Of Inventory [Line Items]
 
 
Fuel-consignment and dealers
$ 1,960 
$ 3,538 
Fuel-wholesale and bulk
340 
2,947 
Other
681 
538 
Inventories, net
$ 2,981 
$ 7,023 
Property And Equipment (Details) (USD $)
12 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2012
Land [Member]
Dec. 31, 2012
Buildings and leasehold improvements [Member]
Dec. 31, 2012
Equipment [Member]
Dec. 31, 2012
Construction in progress [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Land [Member]
Dec. 31, 2011
Predecessor [Member]
Buildings and leasehold improvements [Member]
Dec. 31, 2011
Predecessor [Member]
Equipment [Member]
Dec. 31, 2011
Predecessor [Member]
Construction in progress [Member]
Property, Plant and Equipment [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Depreciation
$ 3,700,000 
 
 
 
 
$ 3,900,000 
$ 3,500,000 
 
 
 
 
Total property and equipment
76,665,000 
34,122,000 
23,589,000 
16,049,000 
2,905,000 
56,926,000 
 
19,552,000 
8,315,000 
27,943,000 
1,116,000 
Accumulated depreciation
(8,492,000)
 
 
 
 
(17,877,000)
 
 
 
 
 
Property and equipment, net
68,173,000 
 
 
 
 
39,049,000 
 
 
 
 
 
Gain (Loss) on Sale of Property Plant Equipment
$ (341,000)
 
 
 
 
$ (221,000)
$ (86,000)
 
 
 
 
Depreciation (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Property, Plant and Equipment [Line Items]
 
 
 
Depreciation
$ 3,700,000 
$ 3,900,000 
$ 3,500,000 
Gain (Loss) on Sale of Property Plant Equipment
$ (341,000)
$ (221,000)
$ (86,000)
Goodwill and Other Intangible Assets (Goodwill) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Goodwill [Roll Forward]
 
Goodwill, beginning balance
$ 20,661 
Goodwill contributed to the Partnership
0 
Goodwill retained by Parent
(7,725)
Goodwill, ending balance
12,936 
Successor [Member]
 
Goodwill [Roll Forward]
 
Goodwill, beginning balance
0 
Goodwill contributed to the Partnership
12,936 
Goodwill retained by Parent
0 
Goodwill, ending balance
12,936 
Predecessor [Member]
 
Goodwill [Roll Forward]
 
Goodwill, beginning balance
20,661 
Goodwill contributed to the Partnership
(12,936)
Goodwill retained by Parent
(7,725)
Goodwill, ending balance
$ 0 
Goodwill and Other Intangible Assets (Intangible Assets) (Details) (USD $)
12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2012
Supply agreements [Member]
Dec. 31, 2012
(Unfavorable) favorable leasehold arrangements, net [Member]
Dec. 31, 2012
Loan origination commitments [Member]
Dec. 31, 2012
Other [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Dec. 28, 2011
Predecessor [Member]
Dec. 28, 2011
Predecessor [Member]
Supply agreements [Member]
Dec. 28, 2011
Predecessor [Member]
(Unfavorable) favorable leasehold arrangements, net [Member]
Dec. 28, 2011
Predecessor [Member]
Loan origination commitments [Member]
Dec. 28, 2011
Predecessor [Member]
Other [Member]
Finite and Indefinite-Lived Intangible Asset by Major Class [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of Intangible Assets
$ 3,300,000 
$ 2,200,000 
$ 1,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months
3,106,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average amortization period
 
 
 
7 years 
10 years 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-lived intangible assets, Gross carrying amount
32,009,000 
 
 
29,803,000 
236,000 
1,907,000 
63,000 
 
 
 
29,394,000 
29,654,000 
(950,000)
0 
690,000 
Finite-lived intangible assets, Accumulated amortization
8,878,000 
 
 
8,674,000 
39,000 
102,000 
63,000 
 
 
 
6,085,000 
6,432,000 
(391,000)
0 
44,000 
Finite-lived intangible assets, Net
 
 
 
21,129,000 
197,000 
1,805,000 
0 
 
 
 
 
23,222,000 
(559,000)
0 
646,000 
Intangible assets, net
23,131,000 
 
 
 
 
 
 
23,309,000 
23,309,000 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Interest Expense, Next Twelve Months
381,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Amortization Expense, Year Two
2,775,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Interest Expense, Year Two
381,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Amortization Expense, Year Three
2,595,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Interest Expense, Year Three
381,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Amortization Expense, Year Four
2,264,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Interest Expense, Year Four
381,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Amortization Expense, Year Five
1,950,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Interest Expense, Year Five
280,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Amortization of Financing Costs
102,000 
 
 
 
 
 
 
0 
0 
0 
 
 
 
 
 
Fuel Supply contracts and other commercial accounts
 
$ 10,400,000 
$ 7,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
Accrued Expenses (Details) (USD $)
Dec. 31, 2012
Dec. 31, 2011
Dec. 28, 2011
Accrued Expenses And Other Current Liabilities [Line Items]
 
 
 
Deferred Revenue
$ 2,400,000 
 
$ 5,000,000 
Accrued Income Taxes, Current
71,000 
 
4,788,000 
Accrued Property and Sales Tax, Current
299,000 
 
1,042,000 
Employee-related Liabilities, Current
0 
 
1,417,000 
Deposits and Other Liabilities, Current
731,000 
 
763,000 
Accrued Expenses And Other Current Liabilities
1,101,000 
 
8,010,000 
Deferred Revenue, Noncurrent
2,442,000 
4,812,000 
 
Other Noncurrent Liabilities [Member]
 
 
 
Accrued Expenses And Other Current Liabilities [Line Items]
 
 
 
Deferred Revenue, Noncurrent
$ 2,400,000 
 
$ 4,800,000 
Long-Term Debt (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2012
SUSP Term Loan [Member]
Term Loan [Member]
Dec. 31, 2011
SUSP Term Loan [Member]
Predecessor [Member]
Term Loan [Member]
Dec. 31, 2012
Susser Petroleum Partners Revolver [Member]
Revolving Credit Agreement [Member]
Dec. 31, 2011
Susser Petroleum Partners Revolver [Member]
Predecessor [Member]
Revolving Credit Agreement [Member]
Dec. 31, 2012
Notes Payable - 6% [Member]
Other Notes Payables [Member]
Dec. 28, 2011
Notes Payable - 6% [Member]
Other Notes Payables [Member]
Dec. 31, 2012
Notes Payable - 6% [Member]
Predecessor [Member]
Other Notes Payables [Member]
Dec. 31, 2011
Notes Payable - 6% [Member]
Predecessor [Member]
Other Notes Payables [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin
 
 
 
 
$ 35,590 
$ 0 
 
 
 
 
Notes payable, bearing interest at 6%
 
 
 
 
 
 
1,099 
1,120 
1,099 
1,120 
Total debt
184,855 
1,120 
148,166 
0 
 
 
 
 
 
 
Less: Current maturities
24 
22 
 
 
 
 
 
 
 
 
Long-term debt
149,241 
1,098 
 
 
 
 
 
 
 
 
Long-term debt, net of current maturities
$ 184,831 
 
 
 
 
 
 
 
 
 
Long-Term Debt (Term Loans) (Details) (SUSP Term Loan [Member], Term Loan [Member], USD $)
In Millions, unless otherwise specified
Dec. 31, 2012
Sep. 29, 2012
Debt Instrument [Line Items]
 
 
Face amount
$ 180.7 
$ 180.7 
Interest rate at end of period
0.46% 
 
Covenant collateral percentage amount
98.00% 
 
Federal Funds Rate [Member]
 
 
Debt Instrument [Line Items]
 
 
Basis spread on variable rate
 
0.50% 
LIBOR [Member]
 
 
Debt Instrument [Line Items]
 
 
Basis spread on variable rate
 
1.00% 
LIBOR plus Federal Funds Rate or LIBOR plus Prime Rate [Member]
 
 
Debt Instrument [Line Items]
 
 
Basis spread on variable rate
 
0.25% 
Long-Term Debt (Credit Facilities) (Details) (USD $)
0 Months Ended 0 Months Ended 0 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Sep. 24, 2012
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Dec. 31, 2012
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 29, 2012
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Dec. 31, 2012
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Standby Letters of Credit [Member]
Sep. 29, 2012
Federal Funds Rate [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 29, 2012
LIBOR [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 24, 2012
Minimum [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Dec. 31, 2012
Minimum [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 29, 2012
Minimum [Member]
Applicable Margin Range [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 29, 2012
Minimum [Member]
LIBOR plus Base Rate Loans [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 24, 2012
Maximum [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Dec. 31, 2012
Maximum [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 29, 2012
Maximum [Member]
Applicable Margin Range [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Sep. 29, 2012
Maximum [Member]
LIBOR plus Base Rate Loans [Member]
Revolving Credit Agreement [Member]
Susser Petroleum Partners Revolver [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum borrowing capactiy
 
 
 
$ 250,000,000 
$ 250,000,000 
 
 
 
 
 
 
 
 
 
 
 
Increase in additional borrowings
 
 
100,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basis spread on variable rate
 
 
 
 
 
 
0.50% 
1.00% 
 
 
2.00% 
1.00% 
 
 
3.25% 
2.25% 
Commitment fee percentage
 
 
 
 
 
 
 
 
0.375% 
 
 
 
0.50% 
 
 
 
Revolving line of credit
35,590,000 
0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated interest coverage ratio
 
 
 
 
 
 
 
 
 
2.50 
 
 
 
1.00 
 
 
Consolidated total leverage ratio
 
 
 
 
 
 
 
 
 
4.50 
 
 
 
1.00 
 
 
Consolidated total leverage ratio at end of fiscal quarter
 
 
 
 
 
 
 
 
 
3.00 
 
 
 
1.00 
 
 
Letters of credit outstanding
 
 
 
 
 
12,800,000 
 
 
 
 
 
 
 
 
 
 
Current borrowing capacity
 
 
 
$ 201,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
Long-Term Debt (Guaranty of Debt) (Details) (SUSS [Member], Revolving Credit Facility and Term Loan [Member], Guaranty of Collection [Member], USD $)
In Millions, unless otherwise specified
Sep. 29, 2012
SUSS [Member] |
Revolving Credit Facility and Term Loan [Member] |
Guaranty of Collection [Member]
 
Debt Instrument [Line Items]
 
Amount of debt guaranteed
$ 180.7 
Long-Term Debt (Other Debt) (Details) (USD $)
Dec. 31, 2012
Dec. 31, 2012
Notes Payable - 6% [Member]
Mortgage Note Payable [Member]
Dec. 28, 2011
Notes Payable - 6% [Member]
Mortgage Note Payable [Member]
Dec. 31, 2012
Notes Payable - 6% [Member]
Predecessor [Member]
Mortgage Note Payable [Member]
Dec. 31, 2011
Notes Payable - 6% [Member]
Predecessor [Member]
Mortgage Note Payable [Member]
Aug. 31, 2010
Notes Payable - 6% [Member]
Predecessor [Member]
Mortgage Note Payable [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
Face amount
 
 
 
 
 
$ 1,200,000 
Notes payable
 
1,099,000 
1,120,000 
1,099,000 
1,120,000 
 
Stated interest rate
 
6.00% 
 
 
 
 
Debt at fair value
$ 184,900,000 
 
 
 
 
 
Long-Term Debt (Fair Value Measurements) (Details) (Predecessor [Member], Fuel Futures Contracts [Member], Designated as Hedging Instrument [Member], USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
contracts
gal
Dec. 31, 2010
Predecessor [Member] |
Fuel Futures Contracts [Member] |
Designated as Hedging Instrument [Member]
 
 
 
Derivatives, Fair Value [Line Items]
 
 
 
Fair value of contract
 
$ 12,800 
 
Number of contracts
 
16 
 
Gallons in contract
 
600,000 
 
Gain/(Loss) on contracts
$ 1,900,000 
$ 800,000 
$ 100,000 
Long-Term Debt (Long Term Debt) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Debt Instrument [Line Items]
 
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months
$ 24 
Long-term Debt, Maturities, Repayments of Principal in Year Two
25 
Long-term Debt, Maturities, Repayments of Principal in Year Three
148,192 
Long-term Debt, Maturities, Repayments of Principal in Year Four
1,023 
Long-term Debt, Maturities, Repayments of Principal in Year Five
35,591 
Long-term Debt, Maturities, Repayments of Principal after Year Five
0 
Long-term Debt, Maturities, Before Unamortized Discount or Premium
$ 184,855 
Other Noncurrent Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Class of Warrant or Right [Line Items]
 
 
Deferred Revenue, Noncurrent
$ 2,442 
$ 4,812 
Asset Retirement Obligations, Noncurrent
34 
600 
Accrued Environmental Loss Contingencies, Noncurrent
0 
50 
Other Liabilities, Noncurrent
$ 2,476 
$ 5,462 
Benefit Plans (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items]
 
 
 
Deferred Compensation Arrangement with Individual, Compensation Expense
$ 0.7 
$ 0.2 
$ 0.1 
Related-Party Transactions (Details) (USD $)
1 Months Ended 3 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 12 Months Ended 3 Months Ended
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2012
stores
Sep. 30, 2012
SUSS [Member]
Dec. 31, 2012
SUSS [Member]
stores
agreement
Dec. 31, 2011
SUSS [Member]
Dec. 31, 2010
SUSS [Member]
Sep. 29, 2012
SUSS [Member]
Dec. 31, 2012
Successor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Dec. 28, 2011
Predecessor [Member]
Dec. 31, 2012
Predecessor [Member]
SUSS [Member]
Dec. 31, 2011
Predecessor [Member]
SUSS [Member]
Dec. 31, 2010
Predecessor [Member]
SUSS [Member]
Dec. 31, 2012
IPO [Member]
Common Units [Member]
SUSS [Member]
Sep. 29, 2012
IPO [Member]
Common Units [Member]
SUSS [Member]
Dec. 31, 2012
IPO [Member]
Subordinated Units [Member]
SUSS [Member]
Sep. 29, 2012
IPO [Member]
Subordinated Units [Member]
SUSS [Member]
Dec. 31, 2012
Common Unitholders [Member]
Successor [Member]
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of long-term commercial agreements
 
 
 
 
2 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distribution agreement term
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Margin on transportation costs
 
 
 
 
0.03 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Transportation agreement term
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Purchase option term
 
 
 
 
3 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of convenience stores
 
 
 
 
75 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Leaseback lease term
 
 
 
 
15 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Exclusive distributor term
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Participation in acquisitions term
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
14,436 
14,436 
10,939,436 
10,939,436 
 
Limited partner interest in partnership, Percentage Common Units
 
 
 
 
 
 
 
0.07% 
 
 
 
 
 
 
 
 
 
 
 
 
Limited partner units issued Percentage ownership, subordinate units
 
 
 
 
 
 
 
50.00% 
 
 
 
 
 
 
 
 
 
 
 
 
Ownership Percentage
 
 
 
 
50.10% 
 
 
50.10% 
 
 
 
 
 
 
 
 
 
 
 
 
Units sold in IPO
10,925,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel sales to affiliates
 
 
$ 2,570,757,000 
$ 722,100,000 
 
 
 
 
 
$ 2,257,788,000 
$ 1,578,653,000 
 
 
 
 
 
 
 
 
 
Gross profit from related parties
 
 
 
7,800,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General and administrative expenses from related parties
 
 
 
 
1,600,000 
1,600,000 
1,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reimbursement costs of employees supporting operations
 
 
2,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General Partners' Capital Account, Period Distribution Amount
 
206,342,000 
 
 
 
 
 
 
206,342,000 
 
 
 
 
 
 
 
 
 
 
273,000 
Charge for Transportation Services
 
 
11,900,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Rent expenses from related party
 
 
100,000 
 
 
 
 
 
 
 
 
 
800,000 
1,100,000 
1,000,000 
 
 
 
 
 
Commercial Agreement, Number of Convenience Store Properties Acquired
 
 
8 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Commercial Agreement,Cost for Convenience Stores Acquired
 
 
29,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Receivables from affiliates
 
$ 59,543,000 
$ 59,543,000 
 
 
 
 
 
 
$ 106,553,000 
 
$ 106,553,000 
 
 
 
 
 
 
 
 
Commitments And Contingencies (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Operating Leased Assets [Line Items]
 
 
 
Operating Leases, Rent Expense, Sublease Rentals
$ 2,100,000 
$ 2,500,000 
$ 2,300,000 
Store base rent
3,074,000 
 
 
Equipment rent
453,000 
 
 
Net rent expense
3,527,000 
 
 
Minimum [Member]
 
 
 
Operating Leased Assets [Line Items]
 
 
 
Lease term
5 years 
 
 
Maximum [Member]
 
 
 
Operating Leased Assets [Line Items]
 
 
 
Lease term
10 years 
 
 
Predecessor [Member]
 
 
 
Operating Leased Assets [Line Items]
 
 
 
Store base rent
 
3,729,000 
3,351,000 
Equipment rent
 
593,000 
446,000 
Net rent expense
 
$ 4,322,000 
$ 3,797,000 
Commitments And Contingencies Commitments and Contingencies (Leases, Future Minimum Payments) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Loss Contingencies [Line Items]
 
Operating Leases, Future Minimum Payments Due, Next Twelve Months
$ 801 
Operating Leases, Future Minimum Payments, Due in Two Years
803 
Operating Leases, Future Minimum Payments, Due in Three Years
773 
Operating Leases, Future Minimum Payments, Due in Four Years
782 
Operating Leases, Future Minimum Payments, Due in Five Years
793 
Operating Leases, Future Minimum Payments, Due Thereafter
4,983 
Operating Leases, Future Minimum Payments Due
$ 8,935 
Commitments And Contingencies Site Contingencies (Details) (USD $)
12 Months Ended
Dec. 31, 2012
Dec. 31, 2011
Site Contingency [Line Items]
 
 
Environmental Remediation Insurance per Occurence
$ 1,000,000 
 
Environmental Remediations Aggregate Insurance Amount
2,000,000 
 
Environmental Remediation Self-Insurance Retention
500,000 
 
Accrued Environmental Loss Contingencies, Current
 
100,000 
Recorded Third-Party Environmental Recoveries Receivable
 
$ 61,000 
Commitments And Contingencies Deferred Branding Incentives (Details) (USD $)
Dec. 31, 2012
Dec. 31, 2011
Deferred Revenue Arrangement [Line Items]
 
 
Deferred Branding Incentives Possibility Of Repayment
$ 16,500,000 
 
Deferred Branding Incentives Possibility Of Repayment by Branded Dealers
11,300,000 
 
Deferred Revenue, Noncurrent
$ 2,442,000 
$ 4,812,000 
Rental Income under Operating Leases Minimum Future Rental Income (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2012
Operating Leases [Abstract]
 
 
Minimum Future Rental Income Twelve Months
$ 5,592 
 
Minimum Future Rental Income Year Two
5,289 
 
Minimum Future Rental Income Year Three
 
4,671 
Minimum Future Rental Income Year Four
3,987 
 
Minimum Future Rental Income Year Five
3,451 
 
Minimum Future Rental Income After Year Five
28,293 
 
Minimum Future Rental Income, Total
$ 51,283 
 
Rental Income under Operating Leases (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Land [Member]
 
Operating Leased Assets [Line Items]
 
Operating Leases, Income Statement, Lease Revenue
$ (33,646)
Accumulated Depreciation [Member]
 
Operating Leased Assets [Line Items]
 
Operating Leases, Income Statement, Lease Revenue
4,344 
Land, Buildings and Improvements [Member]
 
Operating Leased Assets [Line Items]
 
Operating Leases, Income Statement, Lease Revenue
(18,282)
Equipment [Member]
 
Operating Leased Assets [Line Items]
 
Operating Leases, Income Statement, Lease Revenue
(14,691)
Property and Equipment [Member]
 
Operating Leased Assets [Line Items]
 
Operating Leases, Income Statement, Lease Revenue
(66,619)
Property and Equipment, Net [Member]
 
Operating Leased Assets [Line Items]
 
Operating Leases, Income Statement, Lease Revenue
$ (62,275)
Interest Expense And Interest Income (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 12 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2012
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Interest Expense and Interest Income [Line Items]
 
 
 
 
 
 
Cash interest expense
 
$ 940 
$ 412 
 
 
$ 332 
Amortization of Financing Costs
 
102 
0 
 
0 
0 
Cash Interest Income
 
(233)
(88)
 
 
(48)
Interest expense, net
$ 540 
$ 809 
$ 324 
$ 269 
$ 324 
$ 284 
Income Tax (Details) (USD $)
0 Months Ended 3 Months Ended 12 Months Ended
Sep. 30, 2012
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Sep. 30, 2010
Jun. 30, 2010
Mar. 31, 2010
Dec. 31, 2012
Income Tax Contingency [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
$ 9,914,000 
$ 9,312,000 
$ 5,469,000 
$ 5,897,000 
$ 2,734,000 
$ 3,353,000 
$ 5,002,000 
$ 5,600,000 
$ 3,006,000 
$ 3,885,000 
$ 4,390,000 
$ 4,120,000 
$ 2,341,000 
$ 23,412,000 
Non-qualifying income %
 
 
 
 
 
 
 
 
 
 
 
 
 
10.00% 
Difference between Net Federal Tax Basis of non-taxable assets and liabilities and reported amounts
 
 
 
 
 
 
 
 
 
 
 
 
 
16,000,000 
Margin tax
 
 
 
 
 
 
 
 
 
 
 
 
 
0.50% 
Propco [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income Tax Contingency [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 100,000 
Income Tax Income Tax Benefit and Provision (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 12 Months Ended
Sep. 30, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Income Tax Contingency [Line Items]
 
 
 
 
Current Federal Tax Expense (Benefit)
 
$ 2,321 
$ 4,524 
$ 6,527 
Current State and Local Tax Expense (Benefit)
 
284 
265 
236 
Current Income Tax Expense (Benefit)
 
2,605 
4,789 
6,763 
Deferred Federal Income Tax Expense (Benefit)
 
2,416 
1,245 
(1,519)
Deferred State and Local Income Tax Expense (Benefit)
 
12 
5 
(8)
Deferred income tax
 
2,428 
1,250 
(1,527)
Income Tax Expense (Benefit)
$ 224 
$ 5,033 
$ 6,039 
$ 5,236 
Income Tax Reconciliation of Statutiry Federal Income Tax Rate (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 12 Months Ended
Sep. 30, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Operating Loss Carryforwards [Line Items]
 
 
 
 
Income Tax Reconciliation, Income Tax Expense (Benefit), at Federal Statutory Income Tax Rate
 
$ 7,911 
$ 5,823 
$ 5,058 
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate
 
35.00% 
35.00% 
35.00% 
Partnership earnings not subject to tax
 
(3,281)
 
 
Effective Income Tax Rate Reconciliation, Partnership earnings not subject to tax
 
(14.50%)
 
 
Corporate subsidiary earnings subject to tax
 
153 
 
 
Effective Income Tax Rate Reconciliation, Corporate Subsidiary earnings subject to tax
 
0.70% 
 
 
Income Tax Reconciliation, State and Local Income Taxes
 
217 
176 
149 
Effective Income Tax Rate Reconciliation, State and Local Income Taxes
 
1.00% 
1.00% 
1.00% 
Income Tax Reconciliation, Other Adjustments
 
33 
40 
29 
Effective Income Tax Rate Reconciliation, Other Adjustments
 
0.10% 
0.30% 
0.20% 
Income Tax Expense (Benefit)
$ 224 
$ 5,033 
$ 6,039 
$ 5,236 
Effective Income Tax Rate, Continuing Operations
 
22.30% 
36.30% 
36.20% 
Income Tax Income Tax (Deferred Tax Assets and Liabilities) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2012
Dec. 31, 2011
Tax Credit Carryforward [Line Items]
 
 
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Allowance for Doubtful Accounts
$ 0 
$ 112 
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Reserves
0 
73 
Deferred Tax Liabilities, Intangible Assets
0 
1,047 
Deferred Tax Assets, Deferred Income
0 
1,747 
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Employee Bonuses
0 
517 
Deferred Tax Assets, Operating Loss Carryforwards
35 
0 
Deferred Tax Assets, Gross
35 
3,496 
Deferred Tax Liabilities, Property, Plant and Equipment
187 
5,297 
Deferred Tax Liabilities, Prepaid Expenses
0 
20 
Deferred Tax Liabilities, Other
0 
164 
Deferred Tax Liabilities, Gross
187 
5,481 
Deferred Tax Assets, Net
(152)
(1,985)
Deferred Tax Assets, Net, Current
0 
610 
Deferred Tax Assets, Net, Noncurrent
$ (152)
$ (2,595)
Equity (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
0 Months Ended 1 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended 0 Months Ended 3 Months Ended 12 Months Ended
Feb. 7, 2013
Nov. 5, 2012
Sep. 30, 2012
Sep. 30, 2012
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Sep. 30, 2010
Jun. 30, 2010
Mar. 31, 2010
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Dec. 31, 2012
Common Unitholders [Member]
Dec. 31, 2012
Subordinated Units [Member]
Sep. 24, 2012
Predecessor [Member]
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2010
Predecessor [Member]
Dec. 31, 2012
Minimum Quarterly Distribution [Member]
Sep. 30, 2012
Minimum Quarterly Distribution, Prorated [Member]
Dec. 31, 2012
Minimum Quarterly Distribution, Prorated [Member]
Dec. 31, 2012
Minimum [Member]
First Target Distribution [Member]
Dec. 31, 2012
Minimum [Member]
Second Target Distribution [Member]
Dec. 31, 2012
Minimum [Member]
Third Target Distribution [Member]
Dec. 31, 2012
Minimum [Member]
Distributions Thereafter [Member]
Dec. 31, 2012
Maximum [Member]
First Target Distribution [Member]
Dec. 31, 2012
Maximum [Member]
Second Target Distribution [Member]
Dec. 31, 2012
Maximum [Member]
Third Target Distribution [Member]
Dec. 31, 2012
SUSS [Member]
Minimum Quarterly Distribution [Member]
Dec. 31, 2012
SUSS [Member]
First Target Distribution [Member]
Dec. 31, 2012
SUSS [Member]
Second Target Distribution [Member]
Dec. 31, 2012
SUSS [Member]
Third Target Distribution [Member]
Dec. 31, 2012
SUSS [Member]
Distributions Thereafter [Member]
Dec. 31, 2012
Common Unitholders [Member]
Minimum Quarterly Distribution [Member]
Dec. 31, 2012
Common Unitholders [Member]
First Target Distribution [Member]
Dec. 31, 2012
Common Unitholders [Member]
Second Target Distribution [Member]
Dec. 31, 2012
Common Unitholders [Member]
Third Target Distribution [Member]
Dec. 31, 2012
Common Unitholders [Member]
Distributions Thereafter [Member]
Dec. 31, 2012
SUSS [Member]
Sep. 29, 2012
SUSS [Member]
Dec. 31, 2012
IPO [Member]
SUSS [Member]
Common Units [Member]
Sep. 29, 2012
IPO [Member]
SUSS [Member]
Common Units [Member]
Dec. 31, 2012
IPO [Member]
SUSS [Member]
Subordinated Units [Member]
Sep. 29, 2012
IPO [Member]
SUSS [Member]
Subordinated Units [Member]
Schedule of Partners' Capital [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions Per Limited Partnership and General Partnership Unit, Outstanding, Basic
 
 
 
 
 
 
$ 0.466 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Outstanding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10,939,436 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
14,436 
14,436 
10,939,436 
10,939,436 
Ownership Percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
50.10% 
50.10% 
 
 
 
 
Units sold in IPO
 
 
 
 
10,925,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions Made to Members or Limited Partners [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 5,098 
$ 5,098 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions in excess of net income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(523)
(523)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
 
9,150 
574 
 
8,576 
9,150 
3,617 
3,703 
1,674 
2,074 
3,136 
3,527 
1,861 
2,420 
2,761 
2,588 
1,447 
8,420 
17,570 
10,598 
9,216 
4,575 
4,575 
8,420 
8,420 
10,598 
9,216 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Distributions declared per unit
 
$ 0.0285 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Incentive Distributions, Members or Limited Partners [Abstract]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total quarterly distribution per unit target amount
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.4375 
$ 0.4375 
$ 0.4375 
$ 0.4375 
$ 0.503125 
$ 0.546875 
$ 0.656250 
$ 0.503125 
$ 0.546875 
$ 0.656250 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Marginal percentage interest in distributions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.00% 
0.00% 
15.00% 
25.00% 
50.00% 
100.00% 
100.00% 
85.00% 
75.00% 
50.00% 
 
 
 
 
 
 
Distribution Made to Member or Limited Partner, Cash Distributions Declared
$ 9,600 
$ 624 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Equity-Based Compensation (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 31, 2012
Phantom Common Units [Member]
Dec. 31, 2012
Allocated From Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Phantom Common Units [Member]
Dec. 31, 2011
Predecessor [Member]
Allocated From Predecessor [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
Equity-based compensation expense
$ 911 
$ 101 
$ 810 
$ 707 
$ 0 
$ 707 
Equity-Based Compensation (Phantom Common Unit Awards) (Details) (Phantom Common Units [Member], USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2012
Dec. 28, 2011
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Granted, Weighted Average Grant Date Fair Value
$ 23.09 
 
2012 LTIP [Member]
 
 
Nonvested, Number of Shares [Roll Forward]
 
 
Non-vested at beginning of the period, Shares
 
0 
Granted, shares
32,500 
 
Non-vested at end of period, Shares
32,500 
0 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Non-vested at beginning of the period, Weighted Average Grant Date Fair Value
 
$ 0.00 
Non-vested at end of period, Weighted Average Grant Date Fair Value
$ 23.09 
$ 0.00 
Cost not yet recognized, share-based awards other than options
$ 0.6 
 
Cost not yet recognized, period for recognition
3 years 
 
Fair value of nonvested awards oustanding
$ 0.8 
 
Non-employee director [Member] |
2012 LTIP [Member]
 
 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Vesting period
3 years 
 
Employee [Member] |
2012 LTIP [Member]
 
 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Vesting period
5 years 
 
Net Income per Unit Net Income Per Unit (Details) (USD $)
0 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2012
Sep. 30, 2012
Dec. 31, 2012
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2011
Sep. 30, 2011
Jun. 30, 2011
Mar. 31, 2011
Dec. 31, 2010
Sep. 30, 2010
Jun. 30, 2010
Mar. 31, 2010
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
$ 9,150,000 
$ 574,000 
$ 8,576,000 
$ 9,150,000 
$ 3,617,000 
$ 3,703,000 
$ 1,674,000 
$ 2,074,000 
$ 3,136,000 
$ 3,527,000 
$ 1,861,000 
$ 2,420,000 
$ 2,761,000 
$ 2,588,000 
$ 1,447,000 
$ 8,420,000 
$ 17,570,000 
$ 10,598,000 
$ 9,216,000 
General partner's interest in net income subsequent to IPO
 
 
 
0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common Units [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Limited Partnership Units Outstanding, Basic
 
 
 
10,939,436 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Incremental Common Shares Attributable to Share-based Payment Arrangements
 
 
 
3,723 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Limited Partnership Units Outstanding, Diluted
 
 
 
10,943,159 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Subordinated Units [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
 
 
 
4,575,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Number of Limited Partnership and General Partnership Unit Outstanding, Basic and Diluted
 
 
 
10,939,436 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Per Outstanding Limited Partnership and General Partnership Unit, Basic and Diluted
 
 
$ 0.39 
$ 0.42 
$ 0.03 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common Unitholders [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
 
 
 
$ 4,575,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings Per Share, Basic and Diluted
 
 
 
$ 0.42 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings Per Share, Basic
 
 
 
$ 0.42 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Per Outstanding Limited Partnership and General Partnership Unit, Basic and Diluted
 
 
$ 0.39 
 
$ 0.03 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Quarterly Results of Operations (Unaudited) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
0 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2012
Sep. 30, 2012
Dec. 31, 2012
gal
Dec. 31, 2012
Sep. 30, 2012
gal
Jun. 30, 2012
gal
Mar. 31, 2012
gal
Dec. 31, 2011
gal
Sep. 30, 2011
gal
Jun. 30, 2011
gal
Mar. 31, 2011
gal
Dec. 31, 2010
gal
Sep. 30, 2010
gal
Jun. 30, 2010
gal
Mar. 31, 2010
gal
Sep. 24, 2012
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Effect of Fourth Quarter Events [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fuel Sales Revenue
 
 
$ 1,005,948 
 
$ 1,106,118 
$ 1,083,470 
$ 1,069,244 
$ 962,094 
$ 987,738 
$ 1,008,380 
$ 848,719 
$ 708,437 
$ 639,623 
$ 687,053 
$ 637,813 
 
 
 
 
Gross Profit, Fuel
 
 
12,591 
 
9,799 
11,570 
7,112 
7,439 
7,720 
9,841 
6,217 
6,248 
7,277 
7,330 
5,210 
 
 
 
 
Gross Profit, Other
 
 
2,020 
 
3,029 
2,610 
2,771 
3,025 
3,816 
2,348 
2,617 
3,155 
2,489 
2,183 
2,207 
 
 
 
 
Gallons of fuel
 
 
362,188,000 
 
367,362,000 
369,028,000 
351,368,000 
347,768,000 
330,903,000 
322,641,000 
311,098,000 
309,268,000 
307,771,000 
315,312,000 
300,962,000 
 
 
 
 
Motor Fuel Margin - third party
 
 
4.5 
 
6.3 
7.5 
5.0 
5.2 
5.9 
7.7 
5.1 
5.1 
6.0 
5.7 
4.3 
 
 
 
 
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
9,150 
574 
8,576 
9,150 
3,617 
3,703 
1,674 
2,074 
3,136 
3,527 
1,861 
2,420 
2,761 
2,588 
1,447 
8,420 
17,570 
10,598 
9,216 
Operating Income (Loss)
9,914 
 
9,312 
 
5,469 
5,897 
2,734 
3,353 
5,002 
5,600 
3,006 
3,885 
4,390 
4,120 
2,341 
 
23,412 
 
 
Gross Profit
15,508 
 
14,611 
 
12,828 
14,180 
9,883 
10,464 
11,536 
12,189 
8,834 
9,403 
9,766 
9,513 
7,417 
 
51,502 
 
 
Other Operating Income
 
 
2,611 
 
3,499 
3,041 
3,409 
3,345 
4,125 
2,966 
3,011 
3,412 
2,603 
2,353 
2,498 
 
7,514 
 
 
Revenues
1,078,919 
 
1,008,559 
 
1,109,617 
1,086,511 
1,072,653 
965,439 
991,863 
1,011,346 
851,730 
711,849 
642,226 
689,406 
640,311 
 
4,277,341 
 
 
Common Unitholders [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of Fourth Quarter Events [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Per Outstanding Limited Partnership and General Partnership Unit, Basic and Diluted
 
 
$ 0.39 
 
$ 0.03 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
 
 
 
4,575 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Subordinated Units [Member]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Effect of Fourth Quarter Events [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Per Outstanding Limited Partnership and General Partnership Unit, Basic and Diluted
 
 
$ 0.39 
$ 0.42 
$ 0.03 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
 
 
 
$ 4,575