SUSSER PETROLEUM PARTNERS LP, 10-K filed on 3/14/2014
Annual Report
Document And Entity Information (USD $)
12 Months Ended
Dec. 31, 2013
Jun. 30, 2013
Mar. 10, 2014
Common Units [Member]
Mar. 10, 2014
Subordinated Units-Affiliated [Member]
Document Information [Line Items]
 
 
 
 
Document Type
10-K 
 
 
 
Amendment Flag
false 
 
 
 
Document Period End Date
Dec. 31, 2013 
 
 
 
Document Fiscal Year Focus
2013 
 
 
 
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
Accelerated Filer 
 
 
 
Entity Common Stock, Shares Outstanding
 
 
11,020,764 
10,939,436 
Entity Current Reporting Status
Yes 
 
 
 
Entity Voluntary Filers
No 
 
 
 
Entity Public Float
 
$ 306,033,812 
 
 
Entity Well-known Seasoned Issuer
No 
 
 
 
Consolidated Balance Sheets (USD $)
Dec. 31, 2013
Dec. 31, 2012
Current assets:
 
 
Cash and cash equivalents
$ 8,150,000 
$ 6,752,000 
Accounts receivable, net of allowance for doubtful accounts of $103 at December 31, 2012, and $323 at December 31, 2013
69,005,000 
33,008,000 
Receivables from affiliates
49,879,000 
59,543,000 
Inventories, net
11,122,000 
2,981,000 
Other current assets
66,000 
821,000 
Total current assets
138,222,000 
103,105,000 
Property and equipment, net
180,127,000 
68,173,000 
Other assets:
 
 
Marketable Securities, Noncurrent
25,952,000 
148,264,000 
Goodwill
22,823,000 
12,936,000 
Intangible assets, net
22,772,000 
23,131,000 
Other noncurrent assets
188,000 
191,000 
Total assets
390,084,000 
355,800,000 
Current liabilities:
 
 
Accounts payable
110,432,000 
88,884,000 
Accrued expenses and other current liabilities
11,427,000 
1,101,000 
Current maturities of long-term debt
525,000 
24,000 
Total current liabilities
122,384,000 
90,009,000 
Revolving line of credit
156,210,000 
35,590,000 
Long-term debt
29,416,000 
149,241,000 
Deferred tax liability, long-term portion
222,000 
152,000 
Other noncurrent liabilities
2,159,000 
2,476,000 
Total liabilities
310,391,000 
277,468,000 
Partner's equity:
 
 
Unitholders' equity
79,693,000 
78,332,000 
Total liabilities and unitholder's equity
390,084,000 
355,800,000 
Common Units - Public [Member]
 
 
Partner's equity:
 
 
Unitholders' equity
210,269,000 
210,462,000 
Common Units - Affiliated [Member]
 
 
Partner's equity:
 
 
Unitholders' equity
1,562,000 
(175,000)
Subordinated Units-Affiliated [Member]
 
 
Partner's equity:
 
 
Unitholders' equity
$ (132,138,000)
$ (131,955,000)
Consolidated Balance Sheets (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Allowance for doubtful accounts
$ 323 
$ 103 
Common Units - Public [Member]
 
 
Partner's equity:
 
 
Limited Partners' Capital Account, Units Issued
10,936,352 
10,925,000 
Limited Partners' Capital Account, Units Outstanding
10,936,352 
10,925,000 
Common Units - Affiliated [Member]
 
 
Partner's equity:
 
 
Limited Partners' Capital Account, Units Issued
79,308 
14,436 
Limited Partners' Capital Account, Units Outstanding
79,308 
14,436 
Subordinated Units-Affiliated [Member]
 
 
Partner's equity:
 
 
Limited Partners' Capital Account, Units Issued
10,939,436 
10,939,436 
Limited Partners' Capital Account, Units Outstanding
10,939,436 
10,939,436 
Consolidated Statements Of Operations (USD $)
In Thousands, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2013
Common Units - Public [Member]
Dec. 31, 2012
Common Units - Public [Member]
Dec. 31, 2013
Common Units - Affiliated [Member]
Dec. 31, 2012
Common Units - Affiliated [Member]
Revenues:
 
 
 
 
 
 
 
Motor fuel sales to third parties
$ 1,502,786 
$ 1,738,096 
$ 1,603,745 
 
 
 
 
Motor fuel sales to affiliates
2,974,122 
2,570,757 
2,257,788 
 
 
 
 
Rental Income
10,060 
5,045 
5,467 
 
 
 
 
Other income
5,611 
7,514 
7,980 
 
 
 
 
Total revenues
4,492,579 
4,321,412 
3,874,980 
 
 
 
 
Cost of sales:
 
 
 
 
 
 
 
Motor fuel cost of sales to third parties
1,476,479 
1,704,804 
1,572,528 
 
 
 
 
Motor fuel cost sales to affiliates
2,942,525 
2,562,976 
2,257,788 
 
 
 
 
Other
2,611 
2,130 
1,641 
 
 
 
 
Total cost of sales
4,421,615 
4,269,910 
3,831,957 
 
 
 
 
Gross profit
70,964 
51,502 
43,023 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
General and administrative
16,814 
12,013 
10,559 
 
 
 
 
Other operating
3,187 
5,178 
4,870 
 
 
 
 
Rent
1,014 
3,527 
4,322 
 
 
 
 
Loss on disposal of assets
324 
341 
221 
 
 
 
 
Depreciation, amortization and accretion
8,687 
7,031 
6,090 
 
 
 
 
Total operating expenses
30,026 
28,090 
26,062 
 
 
 
 
Income from operations
40,938 
23,412 
16,961 
 
 
 
 
Interest expense, net
(3,471)
(809)
(324)
 
 
 
 
Income before income taxes
37,467 
22,603 
16,637 
 
 
 
 
Income tax expense
(440)
(5,033)
(6,039)
 
 
 
 
Net Income (Loss) Attributable to Parent
 
17,570 
10,598 
 
 
 
 
Net income and comprehensive income
37,027 
9,150 
 
 
 
 
 
Net Income (Loss) attributable to Predecessor
 
$ 8,420 
 
 
 
 
 
Weighted average limited partner units outstanding:
 
 
 
 
 
 
 
Weighted Average Limited Partnership Units Outstanding, Diluted
 
 
 
10,928,198 
10,925,000 
36,060 
14,436 
Cash distributions per unit
$ 1.8441 
$ 0.4660 
 
 
 
 
 
Consolidated Statements of Unitholders' Equity (USD $)
Total
Common Units - Public [Member]
Common Units - Affiliated [Member]
Subordinated Units-Affiliated [Member]
Predecessor [Member]
Successor [Member]
Successor [Member]
Common Units - Public [Member]
Successor [Member]
Common Units - Affiliated [Member]
Successor [Member]
Subordinated Units-Affiliated [Member]
Partners' Capital Beginning Balance at Dec. 31, 2010
 
 
 
 
$ 105,215,000 
 
 
 
 
Net Income (Loss) Attributable to Parent
 
 
 
 
10,598,000 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Distributions to Unitholders
 
 
 
 
 
 
 
 
Partners' Capital Ending Balance at Dec. 31, 2011
 
 
 
 
115,813,000 
 
 
 
 
Net Income (Loss) attributable to Predecessor
 
 
 
 
8,420,000 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Distributions to Unitholders
 
 
 
 
 
 
 
 
Partners' Capital Ending Balance at Sep. 24, 2012
 
 
 
 
124,233,000 
 
 
 
 
Partners' Capital Beginning Balance at Dec. 31, 2011
 
 
 
 
 
 
 
 
 
Net Income (Loss) Attributable to Parent
17,570,000 
 
 
 
 
 
 
 
 
Net Income (Loss) attributable to Predecessor
8,420,000 
 
 
 
 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net Income (Loss) Allocated to Limited Partners
9,150,000 
 
 
4,575,000 
 
 
 
 
 
Distributions to Unitholders
311,000 
 
 
 
 
 
 
 
 
Partners' Capital Ending Balance at Dec. 31, 2012
78,332,000 
210,462,000 
(175,000)
(131,955,000)
 
 
 
 
 
Partners' Capital Beginning Balance at Sep. 25, 2012
 
 
 
 
 
 
 
 
 
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net Income (Loss) Allocated to Limited Partners
9,150,000 
 
 
 
 
9,150,000 
4,568,000 
7,000 
4,575,000 
Net liabilities not assumed by the Partnership
 
 
 
 
(54,653,000)
 
 
 
 
Allocation of net Parent investment to unitholders
 
 
 
(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)
Distributions 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 
(175,000)
(131,955,000)
78,332,000 
210,462,000 
(175,000)
(131,955,000)
Increase (Decrease) in Partners' Capital [Roll Forward]
 
 
 
 
 
 
 
 
 
Net Income (Loss) Allocated to Limited Partners
37,027,000 
 
 
18,493,000 
 
37,027,000 
18,474,000 
50,000 
18,503,000 
Cash distributions to Parent
(19,969,000)
 
 
 
 
(19,969,000)
 
(316,000)
(19,653,000)
Distributions to Unitholders
19,632,000 
 
 
 
 
19,632,000 
19,632,000 
 
 
Unit-based compensation
1,935,000 
 
 
 
 
1,935,000 
965,000 
3,000 
967,000 
Monetary Value Of Issuance Of Units To Parent For Net Assets
2,000,000 
 
 
 
 
2,000,000 
 
2,000,000 
 
Partners' Capital Ending Balance at Dec. 31, 2013
$ 79,693,000 
$ 210,269,000 
$ 1,562,000 
$ (132,138,000)
 
$ 79,693,000 
$ 210,269,000 
$ 1,562,000 
$ (132,138,000)
Consolidated Statements Of Cash Flows (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Cash flows from operating activities:
 
 
 
Net Income (Loss) Attributable to Parent
 
$ 17,570 
$ 10,598 
Net Income (Loss) Allocated to Limited Partners
37,027 
9,150 
 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation, amortization and accretion
8,687 
7,031 
6,090 
Amortization of deferred financing fees
381 
102 
Loss on disposal of assets and impairment charge
324 
341 
221 
Non-cash stock based compensation
1,935 
911 
707 
Deferred income tax
70 
2,428 
1,250 
Changes in operating assets and liabilities, net of acquisitions:
 
 
 
Accounts receivable
(16,087)
(57,745)
(12,512)
Accounts receivable from affiliates
9,664 
(36,366)
(8,198)
Inventories
(7,777)
(7,912)
(1,091)
Other assets
757 
(63)
1,295 
Accounts payable
9,691 
93,193 
18,474 
Accrued liabilities
6,326 
(2,272)
(1,708)
Other noncurrent liabilities
(318)
(730)
(461)
Net cash provided by operating activities
50,680 
16,488 
14,665 
Cash flows from investing activities:
 
 
 
Capital expenditures
(113,590)
(41,493)
(7,388)
Purchase of intangibles
(2,661)
(2,513)
(12,050)
Purchase of marketable securities
(844,359)
(497,426)
Redemption of marketable securities
966,671 
349,162 
Proceeds from disposal of property and equipment
297 
1,321 
285 
Net cash provided by (used in) investing activities
6,358 
(190,949)
(19,153)
Cash flows from financing activities:
 
 
 
Cash from GFI contribution
784 
Proceeds from issuance of long-term debt
180,666 
Revolving line of credit, net
120,620 
35,590 
Loan origination costs
(270)
(1,907)
Payments on long-term debt
(137,173)
(32,523)
(21)
Proceeds from issuance of common units, net of offering costs
206,154 
Distributions to Parent
(19,969)
(206,342)
Predecessor cash retained by Parent
(354)
Distributions to Unitholders
(19,632)
(311)
Net cash provided by (used in) financing activities
(55,640)
180,973 
(21)
Net increase (decrease) in cash
1,398 
6,512 
(4,509)
Cash and cash equivalents at beginning of year
6,752 
240 
4,749 
Cash and cash equivalents at end of period
8,150 
6,752 
240 
Supplemental disclosure of non-cash activities:
 
 
 
Contribution of net assets from Parent
(69,580)
Contribution Of Debt from Parent
(21,850)
Issuance of units to Parent for net assets
(2,000)
Supplemental disclosure of cash flow information:
 
 
 
Interest paid
3,356 
940 
412 
Income Taxes Paid
$ 18 
$ 0 
$ 0 
Organization and Principles of Consolidation (Notes)
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 publicly traded 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.
In connection with the IPO and pursuant to the Contribution Agreement between the Partnership, the general partner, SUSS, Stripes LLC, Susser Holdings, L.L.C. 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 ("TCW") 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.
In September 2013, SUSS acquired Gainesville Fuel, Inc., a wholesale fuel and lubricants business that it subsequently contributed to SUSP ("GFI Contribution"). The contribution was accounted for as a transfer of net assets between entities under common control. Specifically, SUSP recognized the acquired assets and assumed liabilities at SUSS’ carrying value, including the preliminary estimated purchase accounting adjustments, as of the acquisition date. In connection with the contribution, SUSP obtained working capital of $9.2 million, property and equipment of $4.5 million, goodwill of $9.9 million, assumed certain indebtedness and other liabilities totaling $21.8 million and issued 64,872 additional SUSP common units to SUSS. The final working capital true-up of $4.5 million was paid directly by SUSP during the fourth quarter of 2013. Following this transaction, SUSS owns 50.2% of the SUSP limited partner units, all of the incentive distribution rights and 100.0% of the general partner, which has a 0.0% noneconomic general partner interest in SUSP.
SUSS is the primary beneficiary of our earnings and cash flows and therefore SUSS consolidates us into their financial results.
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 and Susser Energy Services LLC, both Texas limited liability companies, distribute motor fuels, propane and lubricating oils, primarily in Texas and Oklahoma.
Susser Petroleum Property Company LLC (“PropCo”), a Delaware limited liability company, primarily owns and leases convenience store properties.
All significant intercompany accounts and transactions have been eliminated in consolidation.
Initial Public Offering (Notes)
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 is a summary of net income for the year ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Year Ended
December 31, 2012
 
Through September 24, 2012
 
From
September 25, 2012
 
 
 
(in thousands)
Revenues (a)
$
3,240,271

 
$
1,081,141

 
$
4,321,412

Cost of sales (a)
3,204,277

 
1,065,633

 
4,269,910

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


(a) In 2013, we revised our presentation of fuel taxes on motor fuel sales at our consignment locations to present such fuel taxes gross in motor fuel sales. Prior years' motor fuel sales and cost of sales have been adjusted to reflect this revision.

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

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Year 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
)
Payments on long-term debt
(17
)
 
(32,506
)
 
(32,523
)
Proceeds from issuance of common units, net of offering costs

 
206,154

 
206,154

Distributions to Parent

 
(206,342
)
 
(206,342
)
Predecessor cash retained by Parent
(354
)
 
 
 
(354
)
Distributions to Unitholders

 
(311
)
 
(311
)
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 (Notes)
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 and Comprehensive Income 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 marketable securities matured on January 10, 2014 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 and $16.0 million in money market funds at December 31, 2012 and 2013, respectively. The carrying value of these money market funds approximate fair value and are measured using Level 1 inputs. The gross unrecognized holding gains and losses as of December 31, 2012 and December 31, 2013 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. 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 and motor fuel taxes 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.

Based upon the analysis of qualitative factors, the Partnership determined that it is more likely than not that the reporting unit 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 the reporting unit more likely than not exceeded the carrying value of the reporting unit, 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.
Debt issuance costs are being amortized using the straight-line method, over the term of the debt. 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 on a straight line basis.
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. Items are removed from inventory and are included in cost of sales based on average cost. 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 and Comprehensive Income. 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:
 
2011
 
2012
 
2013
Valero
37
%
 
36
%
 
34
%
Chevron
20
%
 
19
%
 
17
%


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 for direct sales to dealer and commercial customers is to exclude the motor fuel tax collected from motor fuel sales and motor fuel cost of sales. For locations where the Partnership holds inventory, including consignment arrangements, motor fuel sales and motor fuel cost of sales include motor fuel taxes and such amounts for 2011, 2012 and 2013 were $54.6 million, $44.1 million and $18.3 million, respectively.
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 fifteen years, along with options that permit renewals for additional periods. Minimum rent is 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.
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, mostly in Texas, represented approximately 60% of the total motor fuel sales for the years ended December 31, 2011 and 2012 and 67% for 2013. Prior to the IPO, these sales included only SUSS' retail locations and were at cost and no profit was reflected on these sales. Subsequent to the IPO, these sales include both SUSS' retail locations and consignment locations. Pursuant to the Distribution Contract, sales subsequent to the IPO reflect a margin of approximately three cents per gallon.
The Partnership has contracts with Valero and Chevron that expire in July 2018 and August 2014, respectively.
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.

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 $0.7 million, $0.8 million and $1.4 million for the years ended December 31, 2011, 2012 and 2013, 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 the years ended December 31, 2012 and 2013 we recognized $0.1 million and $0.5 million, respectively, 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.

Our 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 recognizes deferred income tax liabilities and assets related to its subsidiary, PropCo.

Our Predecessor recognized 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 of Prior Year Amounts

Certain line items have been reclassified for presentation purposes. Predecessor non-cash stock based compensation on the 2011 and 2012 Consolidated Statements of Cash flows has been reclassified from changes in accounts receivable to non-cash stock based compensation to include all non-cash stock based compensation together and be consistent with the presentation in Note 18.

In 2013, the Partnership revised its presentation of fuel taxes on motor fuel sales at its consignment locations to present such fuel taxes gross in motor fuel sales and motor fuel cost of sales to be consistent with its Parent’s presentation of retail motor fuel sales. The effect of this immaterial error was to increase motor fuel sales and motor fuel cost of sales by $54.6 million and $44.1 million for 2011 and 2012, respectively. This revision had no impact on gross profit, income from operations, net income and comprehensive income, the balance sheets, or statements of cash flows.


New Accounting Pronouncements

FASB ASU No. 2013-11. In July 2013, the FASB issued ASU No. 2013-11, "Income Taxes - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists- Subtopic 740-10." An unrecognized tax benefit, or a portion of an unrecognized tax benefit, shall be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The ASU is effective for annual and interim periods beginning after December 15, 2013 but early adoption is permitted. The adoption of this guidance is not expected to have an impact on the presentation of our financial statements.
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 affected our impairment steps only but did not have an effect on our results of operations, cash flows or related disclosures.
Accounts Receivable (Notes)
Loans, Notes, Trade and Other Receivables Disclosure
Accounts Receivable

Accounts receivable, excluding receivables from affiliates, consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Accounts receivable, trade
$
32,906

 
$
68,473

Other receivables
205

 
855

Allowance for uncollectible accounts, trade
(103
)
 
(323
)
Accounts receivable, net
$
33,008

 
$
69,005


Accounts receivable from affiliates are $59.5 million and $49.9 million as of December 31, 2012 and 2013, 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 2011 are for our 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, 2011
$
346

 
$
(58
)
 
$
121

 
$

 
$
167

December 31, 2012
167

 
103

 

 
167

 
103

December 31, 2013
103

 
360

 
140

 

 
323

Inventories (Notes)
Inventories
Inventories

Inventories consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Fuel-consignment
$
1,960

 
$
2,103

Fuel-other wholesale
340

 
8,160

Other
681

 
859

Inventories, net
$
2,981

 
$
11,122

Property And Equipment (Notes)
Property and Equipment
Property and Equipment

Property and equipment consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Land
$
34,122

 
$
68,213

Buildings and leasehold improvements
23,589

 
83,328

Equipment
16,049

 
34,703

Construction in progress
2,905

 
7,322

Total property and equipment
76,665

 
193,566

Less: Accumulated depreciation
(8,492
)
 
(13,439
)
Property and equipment, net
$
68,173

 
$
180,127



 Depreciation expense on property and equipment was $3.9 million, $3.7 million and $5.3 million for 2011, 2012 and 2013, respectively.

During 2011, our Predecessor recorded a net loss of $0.2 million on disposal of assets. During 2012, our Predecessor prior to the IPO and the Partnership post IPO recorded a net loss of $0.3 million on disposal of assets. During 2013, the Partnership recorded a net loss of $0.3 million on disposal of assets.
Goodwill and Other Intangible Assets (Notes)
Goodwill and Other Intangible Assets
Intangible Assets

Goodwill
The following table reflects goodwill balances and activity for the years ended December 31, 2012 and 2013:
 
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

Goodwill related to GFI Contribution

 
9,887

 
9,887

Balance at December 31, 2013
$

 
$
22,823

 
$
22,823


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, noncompetes 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 five years. Favorable/unfavorable leasehold arrangements are being amortized over an average period of approximately ten years. Noncompetes are being amortized over the terms of the agreement and are included in other intangibles below. Loan origination costs are amortized over the life of the underlying debt as an increase to interest expense.
The following table presents the gross carrying amount and accumulated amortization for each major class of intangible assets, excluding goodwill, at December 31, 2012 and 2013:
 
 
December 31, 2012
 
December 31, 2013
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
(in thousands)
Finite Lived
 
 
 
 
 
 
 
 
 
 
 
Supply agreements
$
29,803

 
$
8,674

 
$
21,129

 
$
31,982

 
$
11,705

 
$
20,277

Favorable leasehold arrangements, net
236

 
39

 
197

 
236

 
51

 
185

Loan origination costs
1,907

 
102

 
1,805

 
2,437

 
483

 
1,954

Other intangibles
63

 
63

 

 
389

 
33

 
356

Intangible assets, net
$
32,009

 
$
8,878

 
$
23,131

 
$
35,044

 
$
12,272

 
$
22,772



 Total amortization expense on finite‑lived intangibles included in depreciation, amortization and accretion for 2011, 2012 and 2013 was $2.2 million, $3.3 million and $3.4 million, respectively. The amortization of deferred financing fees included in interest expense for 2012 and 2013 was $0.1 million and $0.4 million, respectively. We had no amortization of deferred financing fees in 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, 2013 (in thousands):
 
Amortization
 
Interest
2014
$
3,126

 
$
523

2015
2,943

 
523

2016
2,611

 
523

2017
2,275

 
386

2018
1,907

 

Accrued Expenses (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, 2012
 
December 31, 2013
 
 
 
 
 
(in thousands)
Accrued taxes
$
370

 
$
5,817

Deposits and other
731

 
5,610

Total
$
1,101

 
$
11,427


At December 31, 2012 and 2013, the Partnership had approximately $2.4 million and $2.0 million, respectively, of deferred incentives related to branding agreements with fuel suppliers, of which $2.4 million and $2.0 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 four to ten years.
Long-Term Debt (Notes)
Long-Term Debt
Long-Term Debt

Long-term debt consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
SUSP Term loan, bearing interest at Prime or LIBOR plus an applicable margin
$
148,166

 
$
25,866

SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin
35,590

 
156,210

Notes payable, bearing interest at 6% and 4%
1,099

 
4,075

Total debt
184,855

 
186,151

Less: current maturities
24

 
525

Long-term debt, net of current maturities
$
184,831

 
$
185,626


At December 31, 2013, scheduled future debt maturities are as follows (in thousands):
2014
 
$
525

2015
 
26,393

2016
 
1,523

2017
 
157,710

Total
 
$
186,151


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 “SUSP Term Loan”).  Borrowings under the SUSP Term Loan 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, 2013, the interest rate on the SUSP Term Loan was 0.42%.
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”). As of December 31, 2013, $26.0 million of commercial paper and money market fund investments collateralized the SUSP Term Loan. These investments are intended to be used to fund future capital expenditures. 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 $250.0 million revolving credit agreement with a syndicate of banks (the “SUSP Revolver”) 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 bear interest at (i) a base rate plus an applicable margin ranging from 1.00% to 2.25% or (ii) LIBOR plus an applicable margin ranging from 2.00% to 3.25%, (determined with reference to our consolidated total leverage ratio). In addition, the unused portion of our revolving credit facility is subject to a commitment fee ranging from 0.375% to 0.50%, based on our consolidated total leverage ratio. At December 31, 2013, the interest rate on the SUSP Revolver was 2.17%.
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.
In December 2013, the SUSP Revolver commitments were increased by $150 million to a total of $400 million while retaining the ability to increase the SUSP Revolver by an additional $100 million. As of December 31, 2013, the balance on the SUSP Revolver was $156.2 million, and $10.0 million in standby letters of credit were outstanding. The unused availability on the SUSP Revolver at December 31, 2013 was $233.8 million. SUSP was in compliance with all financial covenants at December 31, 2013.
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, 2012 and 2013 was $1.1 million. 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.
In September 2013, as part of the GFI Contribution, SUSS entered into two term loans of $14.9 million and $3.0 million.  We assumed the term loan obligations from SUSS as part of the net asset transfer for equity as part of the GFI Contribution.  The $14.9 million term loan had an interest rate of 3.25% and was paid off prior to December 31, 2013. The $3.0 million term loan had an outstanding balance of $3.0 million as of December 31, 2013 and bears a 4.0% fixed rate.  
The estimated fair value of long-term debt is calculated using Level 3 inputs. The fair value of debt as of December 31, 2013, is estimated to be approximately $186.6 million, based on the current balance of the SUSP Term Loan, the current balance of the SUSP Revolver and an analysis of the net present value of remaining payments on the other notes payable 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.
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. Included in the marketable securities classification on the Consolidated Balance Sheets are approximately $16.0 million in money market funds as of December 31, 2013. The carrying value of these money market funds approximates fair value and are measured using Level 1 inputs. The gross unrecognized holding gains and losses as of December 31, 2012 and December 31, 2013 were not material. These investments are used as collateral to secure the SUSP Term Loan and are intended to be used only for funding future capital expenditures.
Other Noncurrent Liabilities (Notes)
Other Liabilities Disclosure
Other Noncurrent Liabilities

Other noncurrent liabilities consisted of the following:
 
December 31, 2012
 
December 31, 2013
 
(in thousands)
Deferred branding incentives, long-term portion
$
2,442

 
$
2,017

Reserve for underground storage tank removal
34

 
37

Reserve for environmental remediation, long-term

 
105

Total
$
2,476

 
$
2,159

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 allocates 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 2011, 2012 and 2013, was approximately $0.2 million, $0.7 million and $0.7 million, respectively.
Related-Party Transactions (Notes)
Related-Party Transactions
Related-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 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 IDRs 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, our Predecessor sold motor fuel to affiliates at zero gross profit. Motor fuel sales to affiliates for the year ended December 31, 2013 were $3.0 billion and resulted in a gross profit of $31.6 million. 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 $1.6 million, $1.6 million and $2.2 million for the years ended December 31, 2011, 2012 and 2013, respectively, including non-cash stock based compensation. SUSS allocated to our Predecessor non-cash stock based compensation of $0.7 million and $0.8 million for December 31, 2011 and 2012, respectively.
We reimbursed SUSS for costs of employees supporting our operations of $2.9 million and $11.4 million for the years ended December 31, 2012 and 2013, respectively. Prior to the IPO, these expenses were incurred directly by our Predecessor.
We distributed $0.3 million and $20.0 million for the years ended December 31, 2012 and 2013, respectively, to SUSS as 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 and $50.0 million for the years ended December 31, 2012 and 2013. Prior to the IPO, these expenses were incurred directly by our Predecessor.
SUSS charged our Predecessor for rent expense on certain real estate, which was in turn subleased by our Predecessor to dealers, of $1.1 million and $0.8 million for each of the years ended December 31, 2011 and 2012, respectively. No rent expense was incurred subsequent to the IPO.
We acquired 25 convenience store properties from SUSS for $104.2 million, including final true-ups, during the year ended December 31, 2013. Since our IPO through the end of 2013, we have acquired a total of 33 convenience store properties from SUSS for a total cost of $133.2 million, which also includes final true-up adjustments. 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 years ended December 31, 2012 and 2013, we charged $0.1 million and $6.4 million, respectively, to SUSS on these leases.
Net accounts receivable from SUSS were $59.5 million and $49.9 million at December 31, 2012 and December 31, 2013, respectively, which are primarily related to fuel purchases from us.
In connection with the GFI Contribution, SUSP issued 64,872 additional SUSP common units to SUSS with a value of $2.0 million and indirectly assumed $21.8 million of indebtedness and other liabilities.
Commitments And Contingencies (Notes)
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 15 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:
 
Year Ended
 
December 31,
2011
 
December 31,
2012
 
December 31,
2013
 
Predecessor
 
 
 
 
 
(in thousands)
Cash rent:
 
 
 
 
 
Store base rent
$
3,729

 
$
3,074

 
$
819

Equipment rent
593

 
453

 
175

Total cash rent
4,322

 
3,527

 
994

Non-cash rent:
 
 
 
 
 
Straight-line rent

 

 
20

Net rent expense
$
4,322

 
$
3,527

 
$
1,014



Equipment rent consists primarily of store equipment and vehicles. Sublease rental income for 2011, 2012 and 2013 was $2.5 million, $2.1 million and $0.9 million, respectively, and is included in other income.

Future minimum lease payments for future fiscal years are as follows (in thousands):
2014
 
$
847

2015
 
866

2016
 
875

2017
 
886

2018
 
898

Thereafter
 
5,059

Total
 
$
9,431



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 2013, 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. We had no accrued liabilities for remediation activities as of December 31, 2012 and 2013. 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.
We have additional reserves of less than $0.1 million at December 31, 2012 and 2013 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, 2013, the estimated amount of deferred branding incentives that would have to be repaid upon de-branding at these locations was $16.8 million. Of this amount, approximately $11.4 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 as no such dealer default is considered probable at December 31, 2013. We have $2.0 million recorded for deferred branding incentives, net of accumulated amortization, on the balance sheet as of December 31, 2013, 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:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Land
$
33,646

 
$
66,931

Buildings and improvements
18,282

 
69,313

Equipment
14,691

 
38,644

Total property and equipment
66,619

 
174,888

Less: Accumulated depreciation
4,344

 
8,872

Property and equipment, net
$
62,275

 
$
166,016


Rental income for 2011, 2012 and 2013 was $5.5 million, $5.0 million and $10.1 million, respectively.
The following is a schedule by years of minimum future rental income under noncancelable operating leases as of December 31, 2013 (in thousands):
2014
$
13,451

2015
12,625

2016
11,918

2017
11,319

2018
10,668

Thereafter
96,629

Total minimum future rentals
$
156,610


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

The components of net interest expense are as follows:
 
Year Ended
 
December 31,
2011
 
December 31,
2012
 
December 31,
2013
 
Predecessor
 
 
 
 
 
(in thousands)
Cash interest expense
$
412

 
$
940

 
$
3,356

Amortization of loan costs

 
102

 
381

Cash interest income
(88
)
 
(233
)
 
(266
)
Interest expense, net
$
324

 
$
809

 
$
3,471

Income Tax (Notes)
Income Tax
Income 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 and Comprehensive Income, 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, 2013, 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 and $10.0 million as of December 31, 2012 and 2013 respectively.
Our Predecessor was subject to income tax and was included in the consolidated income tax returns of SUSS. Income taxes were allocated to our Predecessor based on separate-company computations of income or loss. The income tax expense for fiscal year ended 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, 2011, 2012, and 2013 are as follows:
 
Year Ended
 
December 31, 2011
 
December 31, 2012
 
December 31, 2013
 
Predecessor
 
 
 
 
 
(in thousands)
Current:
 
 
 
 
 
Federal
$
4,524

 
$
2,321

 
$
68

State
265

 
284

 
302

Total current income tax expense
4,789

 
2,605

 
370

Deferred:
 
 
 
 
 
Federal
1,245

 
2,416

 
70

State
5

 
12

 

Total deferred tax expense
1,250

 
2,428

 
70

Net income tax expense
$
6,039

 
$
5,033

 
$
440


A reconciliation of the statutory federal income tax rate to the effective tax rate for the fiscal years ended December 31, 2011, 2012, and 2013 are as follows:
 
Year Ended
 
December 31, 2011
 
December 31, 2012
 
December 31, 2013
 
Predecessor
 
 
 
 
 
 
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
Tax at statutory federal rate
$
5,823

 
35.0
%
 
$
7,911

 
35.0
%
 
$
13,113

 
35.0
 %
Partnership earnings not subject to tax

 
%
 
(3,128
)
 
(13.8
%)
 
(13,028
)
 
(34.8
)%
State and local tax, net of federal benefit
176

 
1.0
%
 
217

 
1.0
%
 
301

 
0.8
 %
Other
40

 
0.3
%
 
33

 
0.1
%
 
54

 
0.2
 %
Net income tax expense
$
6,039

 
36.3
%
 
$
5,033

 
22.3
%
 
$
440

 
1.2
%


Components of deferred tax assets and liabilities are as follows:
 
December 31, 2012
 
December 31, 2013
 
(in thousands)
Deferred tax assets:
 
 
 
Net operating loss carry forwards
$
35

 
$
1,174

Total deferred tax assets
35

 
1,174

Deferred tax liabilities:
 
 
 
Fixed assets
187

 
1,381

Intangible assets

 
15

Total deferred tax liabilities
187

 
1,396

Net deferred income tax assets (liabilities)
$
(152
)
 
$
(222
)
Current net deferred tax assets (liabilities)
$

 
$

Noncurrent net deferred tax assets (liabilities)
$
(152
)
 
$
(222
)

PropCo has net operating losses of $3.4 million as of December 31, 2013. These losses expire as of 2033. 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, 2012 or 2013.
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 2011, 2012 or 2013. 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 2013 tax years.
As of December 31, 2013, 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 (Notes)
Equity
Equity
As of December 31, 2013, SUSS owned 79,308 common units and 10,939,436 subordinated units, which together constitute a 50.2% ownership interest in us. In September 2013, in conjunction with the GFI Contribution and related transfer, we issued 64,872 common units to SUSS. As of December 31, 2013, the public owned 10,936,352 units.
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):
Attributable to Common Units
 
Year Ended
 
December 31, 2012
 
December 31, 2013
Distributions (a)
$
5,098

 
$
20,251

Distributions in excess of net income
(523
)
 
(1,717
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
$
18,534

 
 
 
 
Attributable to Subordinated Units
 
Year Ended
 
December 31, 2012
 
December 31, 2013
Distributions (a)
$
5,098

 
$
20,167

Distributions in excess of net income
(523
)
 
(1,674
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
$
18,493

 
 
 
 
(a) Distributions declared per unit to unitholders as of record date
$0.4660
 
$1.8441


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.
The following table presents our cash distributions paid in 2013 and 2012:
Payment Date
 
Per Unit Distribution
 
Total Cash Distribution
 
 
 
 
( in thousands)
November 29, 2013
 
$
0.4687

 
$
10,290

August 29, 2013
 
$
0.4528

 
$
9,907

May 30, 2013
 
$
0.4375

 
$
9,572

March 1, 2013
 
$
0.4375

 
$
9,572

November 29, 2012
 
$
0.0285

 
$
624

Equity-Based Compensation (Notes)
Share-Based Compensation
Equity-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 and Comprehensive Income was as follows (in thousands):
 
Year Ended December 31,
 
2011
 
2012
 
2013
 
Predecessor
 
 
 
 
Phantom common units
$

 
$
101

 
$
530

Predecessor allocated expense
707

 
810

 

SUSS allocated expense

 

 
1,406

Total equity-based compensation expense
$
707

 
$
911

 
$
1,936



Phantom Common Unit Awards
During 2012, 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. During 2013, our general partner issued a total of 15,815 phantom award units to certain directors and employees. Recipients have no distribution or voting rights on these awards until they vest, and are settled in common units representing limited partner interests. 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 one-to-three year period and employee awards vest ratably over a two-to-five year service period. Total unrecognized compensation cost related to our nonvested phantom units totaled $0.4 million as of December 31, 2013, 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, 2013, totaled $0.8 million. The fair value of phantom units which vested during 2013 was $0.2 million.
A summary of our phantom unit award activity for the years ended December 31, 2012 and 2013, is set forth below:
 
Number of Phantom Common Units
 
Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2012

 
$

Granted
32,500

 
18.93

Nonvested at December 31, 2012
32,500

 
18.93

Granted
15,815

 
27.15

Vested
(11,352
)
 
21.50

Nonvested at December 31, 2013
36,963

 
$
21.66

Net Income per Unit (Notes)
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.
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. A reconciliation of the numerators and denominators of the basic and diluted per unit computations as follows:

 
Year Ended
 
December 31, 2012
 
December 31, 2013
 
(dollars in thousands, except units and per unit amounts)
Net income subsequent to initial public offering
$
9,150

 
$
37,027

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

 
$
37,027

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

 
10,964,258

Common - equivalents
3,723

 
21,844

Common - diluted
10,943,159

 
10,986,102

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

 
10,939,436

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

 
$
1.69

Subordinated - SUSS (basic and diluted)
$
0.42

 
$
1.69

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 2012 and 2013. The unaudited quarterly information includes all normal recurring adjustments that we consider necessary for a fair presentation of the information shown.
 
 
2012 (a)
 
2013
 
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
 
Predecessor
 
 
 
 
 
 
 
 
 
 
 
 
(dollars and gallons in thousands)
Motor fuel sales (b)
 
$
1,082,996

 
$
1,097,534

 
$
1,120,298

 
$
1,008,025

 
$
1,087,489

 
$
1,117,414

 
$
1,162,746

 
$
1,109,259

Rental and other income
 
3,409

 
3,041

 
3,499

 
2,610

 
2,928

 
3,483

 
4,051

 
5,209

Total revenue (b)
 
1,086,405

 
1,100,575

 
1,123,797

 
1,010,635

 
1,090,417

 
1,120,897

 
1,166,797

 
1,114,468

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel gross profit
 
7,112

 
11,570

 
9,799

 
12,592

 
13,215

 
14,012

 
14,903

 
15,774

Other gross profit
 
2,771

 
2,610

 
3,029

 
2,019

 
2,341

 
2,944

 
3,500

 
4,275

Total gross profit
 
9,883

 
14,180

 
12,828

 
14,611

 
15,556

 
16,956

 
18,403

 
20,049

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
2,734

 
5,897

 
5,469

 
9,312

 
8,979

 
10,530

 
10,663

 
10,766

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
1,674

 
$
3,703

 
$
3,617

 
$
8,576

 
$
8,227

 
$
9,680

 
$
9,597

 
$
9,523

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited partners interest in net income subsequent to IPO:
 
 
 
 
 
574

 
8,576

 
8,227

 
9,680

 
9,597

 
9,523

Net income per limited Partner unit: (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common (basic)
 
 
 
 
 
$
0.03

 
$
0.39

 
$
0.38

 
$
0.44

 
$
0.44

 
$
0.43

Common (diluted)
 
 
 
 
 
$
0.03

 
$
0.39

 
$
0.38

 
$
0.44

 
$
0.44

 
$
0.43

Subordinated (basic and diluted)
 
 
 
 
 
$
0.03

 
$
0.39

 
$
0.38

 
$
0.44

 
$
0.44

 
$
0.43

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fuel gallons
 
351,368

 
369,027

 
367,362

 
362,189

 
366,882

 
389,041

 
399,524

 
415,587

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel margin - third party (d)
 
5.0¢
 
7.5¢
 
6.3¢
 
4.5¢
 
5.0¢
 
4.9¢
 
5.2¢
 
5.2¢
Motor fuel margin - affiliated (e)
 
 
 
 
 
3.0¢
 
3.0¢
 
3.0¢
 
3.0¢
 
3.0¢
 
3.0¢
(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)
In 2013, we revised our presentation of fuel taxes on motor fuel sales at our consignment locations to present such fuel taxes gross in motor fuel sales. Prior years' motor fuel sales have been adjusted to reflect this revision.
(c)
Net income per unit is only calculated for the Partnership after the IPO as no units were outstanding prior to September 25, 2012.
(d)
Excludes the impact of motor fuel sold to affiliates.
(e)
Prior to September 25, 2012, there was no mark-up on gallons sold to affiliates. This only includes mark-up on gallons sold after September 24, 2012.
Summary of Significant Accounting Policies (Policies)
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 and Comprehensive Income 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 marketable securities matured on January 10, 2014 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 and $16.0 million in money market funds at December 31, 2012 and 2013, respectively. The carrying value of these money market funds approximate fair value and are measured using Level 1 inputs. The gross unrecognized holding gains and losses as of December 31, 2012 and December 31, 2013 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. 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 and motor fuel taxes 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.

Based upon the analysis of qualitative factors, the Partnership determined that it is more likely than not that the reporting unit 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 the reporting unit more likely than not exceeded the carrying value of the reporting unit, 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.
Debt issuance costs are being amortized using the straight-line method, over the term of the debt. 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 on a straight line basis.
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. Items are removed from inventory and are included in cost of sales based on average cost. 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 and Comprehensive Income. 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:
 
2011
 
2012
 
2013
Valero
37
%
 
36
%
 
34
%
Chevron
20
%
 
19
%
 
17
%
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 for direct sales to dealer and commercial customers is to exclude the motor fuel tax collected from motor fuel sales and motor fuel cost of sales. For locations where the Partnership holds inventory, including consignment arrangements, motor fuel sales and motor fuel cost of sales include motor fuel taxes and such amounts for 2011, 2012 and 2013 were $54.6 million, $44.1 million and $18.3 million, respectively.
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 fifteen years, along with options that permit renewals for additional periods. Minimum rent is 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.
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, mostly in Texas, represented approximately 60% of the total motor fuel sales for the years ended December 31, 2011 and 2012 and 67% for 2013. Prior to the IPO, these sales included only SUSS' retail locations and were at cost and no profit was reflected on these sales. Subsequent to the IPO, these sales include both SUSS' retail locations and consignment locations. Pursuant to the Distribution Contract, sales subsequent to the IPO reflect a margin of approximately three cents per gallon.
The Partnership has contracts with Valero and Chevron that expire in July 2018 and August 2014, respectively.
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.
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 $0.7 million, $0.8 million and $1.4 million for the years ended December 31, 2011, 2012 and 2013, 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 the years ended December 31, 2012 and 2013 we recognized $0.1 million and $0.5 million, respectively, 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.

Our 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 recognizes deferred income tax liabilities and assets related to its subsidiary, PropCo.

Our Predecessor recognized 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 of Prior Year Amounts

Certain line items have been reclassified for presentation purposes. Predecessor non-cash stock based compensation on the 2011 and 2012 Consolidated Statements of Cash flows has been reclassified from changes in accounts receivable to non-cash stock based compensation to include all non-cash stock based compensation together and be consistent with the presentation in Note 18.

In 2013, the Partnership revised its presentation of fuel taxes on motor fuel sales at its consignment locations to present such fuel taxes gross in motor fuel sales and motor fuel cost of sales to be consistent with its Parent’s presentation of retail motor fuel sales. The effect of this immaterial error was to increase motor fuel sales and motor fuel cost of sales by $54.6 million and $44.1 million for 2011 and 2012, respectively. This revision had no impact on gross profit, income from operations, net income and comprehensive income, the balance sheets, or statements of cash flows.

New Accounting Pronouncements

FASB ASU No. 2013-11. In July 2013, the FASB issued ASU No. 2013-11, "Income Taxes - Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists- Subtopic 740-10." An unrecognized tax benefit, or a portion of an unrecognized tax benefit, shall be presented in the financial statements as a reduction to a deferred tax asset for a net operating loss carryforward, a similar tax loss, or a tax credit carryforward. To the extent a net operating loss carryforward, a similar tax loss, or a tax credit carryforward is not available at the reporting date, the unrecognized tax benefit should be presented in the financial statements as a liability and should not be combined with deferred tax assets. The ASU is effective for annual and interim periods beginning after December 15, 2013 but early adoption is permitted. The adoption of this guidance is not expected to have an impact on the presentation of our financial statements.
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 affected our impairment steps only but did not have an effect on our results of operations, cash flows or related disclosures.
Initial Public Offering (Tables)
The following is a summary of net income for the year ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Year Ended
December 31, 2012
 
Through September 24, 2012
 
From
September 25, 2012
 
 
 
(in thousands)
Revenues (a)
$
3,240,271

 
$
1,081,141

 
$
4,321,412

Cost of sales (a)
3,204,277

 
1,065,633

 
4,269,910

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


(a) In 2013, we revised our presentation of fuel taxes on motor fuel sales at our consignment locations to present such fuel taxes gross in motor fuel sales. Prior years' motor fuel sales and cost of sales have been adjusted to reflect this revision.
The following is a summary of cash flow for the year ended December 31, 2012 disaggregated between Predecessor and the Partnership:

 
Susser Petroleum Company LLC Predecessor
 
Susser Petroleum Partners LP
 
Year 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
)
Payments on long-term debt
(17
)
 
(32,506
)
 
(32,523
)
Proceeds from issuance of common units, net of offering costs

 
206,154

 
206,154

Distributions to Parent

 
(206,342
)
 
(206,342
)
Predecessor cash retained by Parent
(354
)
 
 
 
(354
)
Distributions to Unitholders

 
(311
)
 
(311
)
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%
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:
 
2011
 
2012
 
2013
Valero
37
%
 
36
%
 
34
%
Chevron
20
%
 
19
%
 
17
%
Accounts Receivable (Tables)
Accounts receivable, excluding receivables from affiliates, consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Accounts receivable, trade
$
32,906

 
$
68,473

Other receivables
205

 
855

Allowance for uncollectible accounts, trade
(103
)
 
(323
)
Accounts receivable, net
$
33,008

 
$
69,005

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 2011 are for our 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, 2011
$
346

 
$
(58
)
 
$
121

 
$

 
$
167

December 31, 2012
167

 
103

 

 
167

 
103

December 31, 2013
103

 
360

 
140

 

 
323

Inventories (Tables)
Schedule of Inventories
Inventories consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Fuel-consignment
$
1,960

 
$
2,103

Fuel-other wholesale
340

 
8,160

Other
681

 
859

Inventories, net
$
2,981

 
$
11,122

Property And Equipment (Tables)
Schedule of Property and Equipment
Property and equipment consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Land
$
34,122

 
$
68,213

Buildings and leasehold improvements
23,589

 
83,328

Equipment
16,049

 
34,703

Construction in progress
2,905

 
7,322

Total property and equipment
76,665

 
193,566

Less: Accumulated depreciation
(8,492
)
 
(13,439
)
Property and equipment, net
$
68,173

 
$
180,127

Goodwill and Other Intangible Assets (Tables)
The following table reflects goodwill balances and activity for the years ended December 31, 2012 and 2013:
 
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

Goodwill related to GFI Contribution

 
9,887

 
9,887

Balance at December 31, 2013
$

 
$
22,823

 
$
22,823

The following table presents the gross carrying amount and accumulated amortization for each major class of intangible assets, excluding goodwill, at December 31, 2012 and 2013:
 
 
December 31, 2012
 
December 31, 2013
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Net
Amount
 
(in thousands)
Finite Lived
 
 
 
 
 
 
 
 
 
 
 
Supply agreements
$
29,803

 
$
8,674

 
$
21,129

 
$
31,982

 
$
11,705

 
$
20,277

Favorable leasehold arrangements, net
236

 
39

 
197

 
236

 
51

 
185

Loan origination costs
1,907

 
102

 
1,805

 
2,437

 
483

 
1,954

Other intangibles
63

 
63

 

 
389

 
33

 
356

Intangible assets, net
$
32,009

 
$
8,878

 
$
23,131

 
$
35,044

 
$
12,272

 
$
22,772

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, 2013 (in thousands):
 
Amortization
 
Interest
2014
$
3,126

 
$
523

2015
2,943

 
523

2016
2,611

 
523

2017
2,275

 
386

2018
1,907

 

Accrued Expenses (Tables)
Accrued expenses and other current liabilities
Current accrued expenses and other current liabilities consisted of the following:
 
December 31, 2012
 
December 31, 2013
 
 
 
 
 
(in thousands)
Accrued taxes
$
370

 
$
5,817

Deposits and other
731

 
5,610

Total
$
1,101

 
$
11,427

Long-Term Debt (Tables)
Long-term debt consisted of the following:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
SUSP Term loan, bearing interest at Prime or LIBOR plus an applicable margin
$
148,166

 
$
25,866

SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin
35,590

 
156,210

Notes payable, bearing interest at 6% and 4%
1,099

 
4,075

Total debt
184,855

 
186,151

Less: current maturities
24

 
525

Long-term debt, net of current maturities
$
184,831

 
$
185,626

At December 31, 2013, scheduled future debt maturities are as follows (in thousands):
2014
 
$
525

2015
 
26,393

2016
 
1,523

2017
 
157,710

Total
 
$
186,151

Other Noncurrent Liabilities (Tables)
Schedule of Other Noncurrent Liabilities
Other noncurrent liabilities consisted of the following:
 
December 31, 2012
 
December 31, 2013
 
(in thousands)
Deferred branding incentives, long-term portion
$
2,442

 
$
2,017

Reserve for underground storage tank removal
34

 
37

Reserve for environmental remediation, long-term

 
105

Total
$
2,476

 
$
2,159

Commitments And Contingencies (Tables)
The components of net rent expense are as follows:
 
Year Ended
 
December 31,
2011
 
December 31,
2012
 
December 31,
2013
 
Predecessor
 
 
 
 
 
(in thousands)
Cash rent:
 
 
 
 
 
Store base rent
$
3,729

 
$
3,074

 
$
819

Equipment rent
593

 
453

 
175

Total cash rent
4,322

 
3,527

 
994

Non-cash rent:
 
 
 
 
 
Straight-line rent

 

 
20

Net rent expense
$
4,322

 
$
3,527

 
$
1,014

Future minimum lease payments for future fiscal years are as follows (in thousands):
2014
 
$
847

2015
 
866

2016
 
875

2017
 
886

2018
 
898

Thereafter
 
5,059

Total
 
$
9,431

Rental Income under Operating Leases (Tables)
The following schedule details our investment in property under operating leases:
 
December 31,
2012
 
December 31,
2013
 
(in thousands)
Land
$
33,646

 
$
66,931

Buildings and improvements
18,282

 
69,313

Equipment
14,691

 
38,644

Total property and equipment
66,619

 
174,888

Less: Accumulated depreciation
4,344

 
8,872

Property and equipment, net
$
62,275

 
$
166,016

The following is a schedule by years of minimum future rental income under noncancelable operating leases as of December 31, 2013 (in thousands):
2014
$
13,451

2015
12,625

2016
11,918

2017
11,319

2018
10,668

Thereafter
96,629

Total minimum future rentals
$
156,610


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,
2011
 
December 31,
2012
 
December 31,
2013
 
Predecessor
 
 
 
 
 
(in thousands)
Cash interest expense
$
412

 
$
940

 
$
3,356

Amortization of loan costs

 
102

 
381

Cash interest income
(88
)
 
(233
)
 
(266
)
Interest expense, net
$
324

 
$
809

 
$
3,471

Income Tax (Tables)
Components of income tax expense for fiscal years ended December 31, 2011, 2012, and 2013 are as follows:
 
Year Ended
 
December 31, 2011
 
December 31, 2012
 
December 31, 2013
 
Predecessor
 
 
 
 
 
(in thousands)
Current:
 
 
 
 
 
Federal
$
4,524

 
$
2,321

 
$
68

State
265

 
284

 
302

Total current income tax expense
4,789

 
2,605

 
370

Deferred:
 
 
 
 
 
Federal
1,245

 
2,416

 
70

State
5

 
12

 

Total deferred tax expense
1,250

 
2,428

 
70

Net income tax expense
$
6,039

 
$
5,033

 
$
440

A reconciliation of the statutory federal income tax rate to the effective tax rate for the fiscal years ended December 31, 2011, 2012, and 2013 are as follows:
 
Year Ended
 
December 31, 2011
 
December 31, 2012
 
December 31, 2013
 
Predecessor
 
 
 
 
 
 
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
 
(in
thousands)
 
Tax
Rate %
Tax at statutory federal rate
$
5,823

 
35.0
%
 
$
7,911

 
35.0
%
 
$
13,113

 
35.0
 %
Partnership earnings not subject to tax

 
%
 
(3,128
)
 
(13.8
%)
 
(13,028
)
 
(34.8
)%
State and local tax, net of federal benefit
176

 
1.0
%
 
217

 
1.0
%
 
301

 
0.8
 %
Other
40

 
0.3
%
 
33

 
0.1
%
 
54

 
0.2
 %
Net income tax expense
$
6,039

 
36.3
%
 
$
5,033

 
22.3
%
 
$
440

 
1.2
%
Components of deferred tax assets and liabilities are as follows:
 
December 31, 2012
 
December 31, 2013
 
(in thousands)
Deferred tax assets:
 
 
 
Net operating loss carry forwards
$
35

 
$
1,174

Total deferred tax assets
35

 
1,174

Deferred tax liabilities:
 
 
 
Fixed assets
187

 
1,381

Intangible assets

 
15

Total deferred tax liabilities
187

 
1,396

Net deferred income tax assets (liabilities)
$
(152
)
 
$
(222
)
Current net deferred tax assets (liabilities)
$

 
$

Noncurrent net deferred tax assets (liabilities)
$
(152
)
 
$
(222
)
Equity (Tables)
The calculation of net income allocated to the partners is as follows (in thousands, except per unit amounts):
Attributable to Common Units
 
Year Ended
 
December 31, 2012
 
December 31, 2013
Distributions (a)
$
5,098

 
$
20,251

Distributions in excess of net income
(523
)
 
(1,717
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
$
18,534

 
 
 
 
Attributable to Subordinated Units
 
Year Ended
 
December 31, 2012
 
December 31, 2013
Distributions (a)
$
5,098

 
$
20,167

Distributions in excess of net income
(523
)
 
(1,674
)
Limited partners' interest in net income subsequent to initial public offering
$
4,575

 
$
18,493

 
 
 
 
(a) Distributions declared per unit to unitholders as of record date
$0.4660
 
$1.8441
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
%
The following table presents our cash distributions paid in 2013 and 2012:
Payment Date
 
Per Unit Distribution
 
Total Cash Distribution
 
 
 
 
( in thousands)
November 29, 2013
 
$
0.4687

 
$
10,290

August 29, 2013
 
$
0.4528

 
$
9,907

May 30, 2013
 
$
0.4375

 
$
9,572

March 1, 2013
 
$
0.4375

 
$
9,572

November 29, 2012
 
$
0.0285

 
$
624

Equity-Based Compensation (Tables)
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 and Comprehensive Income was as follows (in thousands):
 
Year Ended December 31,
 
2011
 
2012
 
2013
 
Predecessor
 
 
 
 
Phantom common units
$

 
$
101

 
$
530

Predecessor allocated expense
707

 
810

 

SUSS allocated expense

 

 
1,406

Total equity-based compensation expense
$
707

 
$
911

 
$
1,936

A summary of our phantom unit award activity for the years ended December 31, 2012 and 2013, is set forth below:
 
Number of Phantom Common Units
 
Weighted-Average Grant Date Fair Value
Nonvested at January 1, 2012

 
$

Granted
32,500

 
18.93

Nonvested at December 31, 2012
32,500

 
18.93

Granted
15,815

 
27.15

Vested
(11,352
)
 
21.50

Nonvested at December 31, 2013
36,963

 
$
21.66

Net Income per Unit (Tables)
Schedule of Net Income Per Unit, Basic and Diluted
A reconciliation of the numerators and denominators of the basic and diluted per unit computations as follows:

 
Year Ended
 
December 31, 2012
 
December 31, 2013
 
(dollars in thousands, except units and per unit amounts)
Net income subsequent to initial public offering
$
9,150

 
$
37,027

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

 
$
37,027

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

 
10,964,258

Common - equivalents
3,723

 
21,844

Common - diluted
10,943,159

 
10,986,102

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

 
10,939,436

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

 
$
1.69

Subordinated - SUSS (basic and diluted)
$
0.42

 
$
1.69

Quarterly Results of Operations (Unaudited) (Tables)
Schedule of Quarterly Financial Information
The following table sets forth certain unaudited financial and operating data for each quarter during 2012 and 2013. The unaudited quarterly information includes all normal recurring adjustments that we consider necessary for a fair presentation of the information shown.
 
 
2012 (a)
 
2013
 
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
1st
QTR
 
2nd
QTR
 
3rd
QTR
 
4th
QTR
 
 
Predecessor
 
 
 
 
 
 
 
 
 
 
 
 
(dollars and gallons in thousands)
Motor fuel sales (b)
 
$
1,082,996

 
$
1,097,534

 
$
1,120,298

 
$
1,008,025

 
$
1,087,489

 
$
1,117,414

 
$
1,162,746

 
$
1,109,259

Rental and other income
 
3,409

 
3,041

 
3,499

 
2,610

 
2,928

 
3,483

 
4,051

 
5,209

Total revenue (b)
 
1,086,405

 
1,100,575

 
1,123,797

 
1,010,635

 
1,090,417

 
1,120,897

 
1,166,797

 
1,114,468

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel gross profit
 
7,112

 
11,570

 
9,799

 
12,592

 
13,215

 
14,012

 
14,903

 
15,774

Other gross profit
 
2,771

 
2,610

 
3,029

 
2,019

 
2,341

 
2,944

 
3,500

 
4,275

Total gross profit
 
9,883

 
14,180

 
12,828

 
14,611

 
15,556

 
16,956

 
18,403

 
20,049

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
2,734

 
5,897

 
5,469

 
9,312

 
8,979

 
10,530

 
10,663

 
10,766

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income
 
$
1,674

 
$
3,703

 
$
3,617

 
$
8,576

 
$
8,227

 
$
9,680

 
$
9,597

 
$
9,523

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited partners interest in net income subsequent to IPO:
 
 
 
 
 
574

 
8,576

 
8,227

 
9,680

 
9,597

 
9,523

Net income per limited Partner unit: (c)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common (basic)
 
 
 
 
 
$
0.03

 
$
0.39

 
$
0.38

 
$
0.44

 
$
0.44

 
$
0.43

Common (diluted)
 
 
 
 
 
$
0.03

 
$
0.39

 
$
0.38

 
$
0.44

 
$
0.44

 
$
0.43

Subordinated (basic and diluted)
 
 
 
 
 
$
0.03

 
$
0.39

 
$
0.38

 
$
0.44

 
$
0.44

 
$
0.43

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fuel gallons
 
351,368

 
369,027

 
367,362

 
362,189

 
366,882

 
389,041

 
399,524

 
415,587

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Motor fuel margin - third party (d)
 
5.0¢
 
7.5¢
 
6.3¢
 
4.5¢
 
5.0¢
 
4.9¢
 
5.2¢
 
5.2¢
Motor fuel margin - affiliated (e)
 
 
 
 
 
3.0¢
 
3.0¢
 
3.0¢
 
3.0¢
 
3.0¢
 
3.0¢
(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)
In 2013, we revised our presentation of fuel taxes on motor fuel sales at our consignment locations to present such fuel taxes gross in motor fuel sales. Prior years' motor fuel sales have been adjusted to reflect this revision.
(c)
Net income per unit is only calculated for the Partnership after the IPO as no units were outstanding prior to September 25, 2012.
(d)
Excludes the impact of motor fuel sold to affiliates.
(e)
Prior to September 25, 2012, there was no mark-up on gallons sold to affiliates. This only includes mark-up on gallons sold after September 24, 2012.
Organization and Principles of Consolidation (Details) (USD $)
3 Months Ended 12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
Dec. 31, 2012
Subordinated Units-Affiliated [Member]
Dec. 31, 2013
SUSS [Member]
Sep. 25, 2012
SUSS [Member]
Sep. 25, 2012
SUSS [Member]
Common Units [Member]
IPO [Member]
Dec. 31, 2013
SUSS [Member]
Subordinated Units-Affiliated [Member]
Sep. 25, 2012
SUSS [Member]
Subordinated Units-Affiliated [Member]
IPO [Member]
Sep. 25, 2012
Affiliated Entity [Member]
Dec. 31, 2013
Affiliated Entity [Member]
GFI Acquisition [Member]
Sep. 25, 2012
Affiliated Entity [Member]
Common Units [Member]
IPO [Member]
Sep. 6, 2013
Affiliated Entity [Member]
Common Units [Member]
GFI Acquisition [Member]
Sep. 25, 2012
Affiliated Entity [Member]
Subordinated Units-Affiliated [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
 
 
 
10,939,436 
10,939,436 
 
 
14,436 
10,939,436 
10,939,436 
 
 
14,436 
 
10,939,436 
Limited partner interest in partnership, Percentage Common Units
 
 
 
 
 
 
 
 
 
 
0.07% 
 
 
 
 
Limited partner units issued Percentage ownership, subordinate units
 
 
 
 
 
 
 
 
 
 
50.00% 
 
 
 
 
Working Capital Obtained from Contribution of Parent
 
 
$ 9,200,000 
 
 
 
 
 
 
 
 
 
 
 
 
Property, plant and equipment obtained from Contribution of Parent
 
 
4,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill, Acquired During Period
 
 
9,887,000 
 
 
 
 
 
 
 
 
 
 
 
 
Indebtedness and Other Liabilities Assumed in Contribution from Parent
 
 
 
 
 
 
 
 
 
 
 
21,800,000 
 
 
 
Limited Partners' Capital Account, Units Issued
 
 
 
10,939,436 
10,939,436 
 
 
 
 
 
 
 
 
64,872 
 
Working Capital Adjustment, Obtained from Contribution of Parent
$ 4,500,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Limited Partner Units Issued Parent Percentage Ownership After All Transactions
 
 
 
 
 
50.20% 
50.10% 
 
 
 
 
 
 
 
 
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions
 
 
 
 
 
100.00% 
 
 
 
 
 
 
 
 
 
Limited Liability Company (LLC) or Limited Partnership (LP), Managing Member or General Partner, Ownership Interest
 
 
 
 
 
0.00% 
 
 
 
 
 
 
 
 
 
Initial Public Offering (Details) (USD $)
3 Months Ended 12 Months Ended 3 Months Ended
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Sep. 25, 2012
SUSP Term Loan [Member]
Term Loan [Member]
Dec. 31, 2013
SUSP Revolver [Member]
Term Loan [Member]
Dec. 31, 2013
SUSP Revolver [Member]
Revolving Credit Agreement [Member]
Sep. 25, 2012
SUSP Revolver [Member]
Revolving Credit Agreement [Member]
Dec. 31, 2012
Exercise of Underwriters' Over-allotment Option [Member]
Dec. 31, 2013
SUSS [Member]
Sep. 25, 2012
SUSS [Member]
Sep. 25, 2012
SUSS [Member]
SUSP Revolver [Member]
Term Loan [Member]
Sep. 25, 2012
Common Units [Member]
IPO [Member]
SUSS [Member]
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
Dec. 31, 2012
Subordinated Units-Affiliated [Member]
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
SUSS [Member]
Sep. 25, 2012
Subordinated Units-Affiliated [Member]
IPO [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 
10,939,436 
10,939,436 
10,939,436 
10,939,436 
Ownership Percentage
 
 
 
 
 
 
 
 
50.20% 
50.10% 
 
 
 
 
 
 
Aggregate cash distribution
$ 206,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of common units, net of offering costs
206,154,000 
206,154,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
Face amount
 
 
 
180,700,000 
 
 
 
 
 
 
 
 
 
 
 
 
Line of Credit Facility, Maximum Borrowing Capacity
 
 
 
 
 
400,000,000 
250,000,000 
 
 
 
 
 
 
 
 
 
Amount of debt guaranteed
 
 
 
 
$ 180,700,000 
 
 
 
 
 
$ 180,700,000 
 
 
 
 
 
Initial Public Offering (Summary of Net Income) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Revenues
$ 1,114,468 
$ 1,166,797 
$ 1,120,897 
$ 1,090,417 
$ 1,010,635 
$ 1,081,141 
$ 1,123,797 
$ 1,100,575 
$ 1,086,405 
$ 4,492,579 
$ 4,321,412 
$ 3,240,271 
$ 3,874,980 
Cost of sales
 
 
 
 
 
1,065,633 
 
 
 
4,421,615 
4,269,910 
3,204,277 
3,831,957 
Gross Profit
20,049 
18,403 
16,956 
15,556 
14,611 
15,508 
12,828 
14,180 
9,883 
70,964 
51,502 
35,994 
43,023 
Total operating expenses
 
 
 
 
 
5,594 
 
 
 
30,026 
28,090 
22,496 
26,062 
Income from operations
10,766 
10,663 
10,530 
8,979 
9,312 
9,914 
5,469 
5,897 
2,734 
40,938 
23,412 
13,498 
16,961 
Interest expense, net
 
 
 
 
 
540 
 
 
 
3,471 
809 
269 
324 
Income before income taxes
 
 
 
 
 
9,374 
 
 
 
37,467 
22,603 
13,229 
16,637 
Income tax expense
 
 
 
 
 
(224)
 
 
 
(440)
(5,033)
(4,809)
(6,039)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest
 
 
 
 
 
 
574 
 
 
 
8,420 
8,420 
 
Net Income (Loss) Allocated to Limited Partners
9,523 
9,597 
9,680 
8,227 
8,576 
9,150 
 
 
 
37,027 
9,150 
 
 
Net Income (Loss) Attributable to Parent
 
 
 
 
$ 8,576 
 
$ 3,617 
$ 3,703 
$ 1,674 
 
$ 17,570 
 
$ 10,598 
Initial Public Offering (Summary of Cash Flow) (Details) (USD $)
In Thousands, unless otherwise specified
0 Months Ended 3 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended
Nov. 29, 2013
Aug. 29, 2013
May 30, 2013
Mar. 1, 2013
Nov. 29, 2012
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Cash flows from operating activities:
 
 
 
 
 
 
 
 
 
 
Net Cash Provided by (Used in) Operating Activities, Continuing Operations
 
 
 
 
 
$ 7,305 
$ 50,680 
$ 16,488 
$ 9,183 
$ 14,665 
Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
 
Purchase of intangibles and capital expenditures
 
 
 
 
 
(34,200)
 
(44,006)
(9,806)
 
Purchase of marketable securities
 
 
 
 
 
(497,426)
(844,359)
(497,426)
Redemption of short term investments
 
 
 
 
 
349,162 
966,671 
349,162 
Proceeds from disposal of property and equipment
 
 
 
 
 
567 
297 
1,321 
754 
285 
Net cash provided by (used in) investing activities
 
 
 
 
 
(181,897)
6,358 
(190,949)
(9,052)
(19,153)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
 
Proceeds from issuance of long-term debt, including Revolving Credit Facility
 
 
 
 
 
216,256 
 
216,256 
 
Loan origination costs
 
 
 
 
 
(1,907)
(270)
(1,907)
Payments on long-term debt
 
 
 
 
 
(32,506)
(137,173)
(32,523)
(17)
(21)
Proceeds from issuance of common units, net of offering costs
 
 
 
 
 
206,154 
206,154 
Distributions to Parent
 
 
 
 
 
(206,342)
(19,969)
(206,342)
Predecessor cash retained by Parent
 
 
 
 
 
 
(354)
(354)
Distributions to Unitholders
10,290 
9,907 
9,572 
9,572 
624 
311 
19,632 
311 
Net Cash Provided by (Used in) Financing Activities, Continuing Operations
 
 
 
 
 
181,344 
(55,640)
180,973 
(371)
(21)
Cash and Cash Equivalents, Period Increase (Decrease)
 
 
 
 
 
6,752 
1,398 
6,512 
(240)
(4,509)
Cash and cash equivalents at beginning of year
 
 
 
 
 
 
6,752 
240 
240 
4,749 
Cash and cash equivalents at end of period
 
 
 
 
 
$ 6,752 
$ 8,150 
$ 6,752 
$ 0 
$ 240 
Summary of Significant Accounting Policies (Details) (USD $)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Minimum [Member]
Dec. 31, 2013
Maximum [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2013
Supplier Concentration Risk [Member]
Cost of Goods [Member]
Motor Fuel [Member]
Dec. 31, 2012
Supplier Concentration Risk [Member]
Cost of Goods [Member]
Motor Fuel [Member]
Predecessor [Member]
Dec. 31, 2013
Vehicles [Member]
Dec. 31, 2013
Allocated From Predecessor [Member]
Dec. 31, 2012
Allocated From Predecessor [Member]
Dec. 31, 2011
Allocated From Predecessor [Member]
Predecessor [Member]
Dec. 31, 2013
Allocated From SUSS [Member]
Dec. 31, 2012
Allocated From SUSS [Member]
Dec. 31, 2011
Allocated From SUSS [Member]
Predecessor [Member]
Dec. 31, 2013
Phantom Share Units (PSUs) [Member]
Dec. 31, 2012
Phantom Share Units (PSUs) [Member]
Dec. 31, 2011
Phantom Share Units (PSUs) [Member]
Predecessor [Member]
Dec. 31, 2013
Supply agreements [Member]
Dec. 31, 2013
Supply agreements [Member]
Minimum [Member]
Dec. 31, 2013
Supply agreements [Member]
Maximum [Member]
Summary of Significant Accounting Policies [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average amortization period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5 years 
5 years 
15 years 
Excise Taxes
$ 18,300,000 
$ 44,100,000 
 
 
$ 54,600,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Money Market Funds, at Carrying Value
16,000,000 
3,400,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Lease term
 
 
5 years 
15 years 
 
 
 
5 years 
 
 
 
 
 
 
 
 
 
 
 
 
Percentage purchased
 
 
 
 
 
67.00% 
60.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allocated Share-based Compensation Expense
$ 1,936,000 
$ 911,000 
 
 
$ 707,000 
 
 
 
$ 0 
$ 810,000 
$ 707,000 
$ 1,406,000 
$ 0 
$ 0 
$ 530,000 
$ 101,000 
$ 0 
 
 
 
Summary of Significant Accounting Policies (Fuel Volume Purchased) (Details)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2010
Valero [Member]
 
 
 
Fuel Volume [Line Items]
 
 
 
Fuel volume purchased from suppliers
34.00% 
36.00% 
37.00% 
Chevron [Member]
 
 
 
Fuel Volume [Line Items]
 
 
 
Fuel volume purchased from suppliers
17.00% 
19.00% 
20.00% 
Summary of Significant Accounting Policies (Property and Equipment) (Details)
12 Months Ended
Dec. 31, 2013
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, 2013
Dec. 31, 2012
Accounts, Notes, Loans and Financing Receivable [Line Items]
 
 
Allowance for uncollectible accounts, trade
$ (323)
$ (103)
Accounts receivables, net
69,005 
33,008 
Receivables from affiliates
49,879 
59,543 
Trade Accounts Receivable [Member]
 
 
Accounts, Notes, Loans and Financing Receivable [Line Items]
 
 
Accounts receivable, gross, current
68,473 
32,906 
Allowance for uncollectible accounts, trade
(323)
(103)
Other Receivables [Member]
 
 
Accounts, Notes, Loans and Financing Receivable [Line Items]
 
 
Accounts receivable, gross, current
$ 855 
$ 205 
Accounts Receivable (Allowance for doubtful accounts) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Dec. 31, 2010
Allowance for Credit Losses on Financing Receivables [Line Items]
 
 
 
 
Allowance for Doubtful Accounts Receivable
$ 323 
$ 103 
$ 167 
$ 346 
Allowance for Doubtful Accounts Receivable, Additions Charged to Costs and Expenses
360 
103 
(58)
 
Allowance for Doubtful Accounts Receivable, Write-offs, Net of Recoveries
140 
121 
 
Allowance for doubtful accounts retained by parent
$ 0 
$ 167 
$ 0 
 
Inventories (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Schedule Of Inventory [Line Items]
 
 
Fuel-consignment
$ 2,103 
$ 1,960 
Fuel-other wholesale
8,160 
340 
Other
859 
681 
Inventories, net
$ 11,122 
$ 2,981 
Property And Equipment (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Property, Plant and Equipment [Line Items]
 
 
Total property and equipment
$ 193,566 
$ 76,665 
Accumulated depreciation
(13,439)
(8,492)
Property and equipment, net
180,127 
68,173 
Land [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Total property and equipment
68,213 
34,122 
Buildings and leasehold improvements [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Total property and equipment
83,328 
23,589 
Equipment [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Total property and equipment
34,703 
16,049 
Construction in progress [Member]
 
 
Property, Plant and Equipment [Line Items]
 
 
Total property and equipment
$ 7,322 
$ 2,905 
Property And Equipment (Depreciation) (Details) (USD $)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Property, Plant and Equipment [Line Items]
 
 
 
Depreciation expense
$ 5,300,000 
$ 3,700,000 
$ 3,900,000 
Gain (Loss) on Sale of Property Plant Equipment
$ (324,000)
$ (341,000)
$ (221,000)
Goodwill (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Goodwill [Roll Forward]
 
 
Goodwill, beginning balance
$ 12,936 
$ 20,661 
Goodwill contributed to the Partnership
 
Goodwill retained by Parent
 
(7,725)
Goodwill, Acquired During Period
9,887 
 
Goodwill, ending balance
22,823 
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, Acquired During Period
 
Goodwill, ending balance
Successor [Member]
 
 
Goodwill [Roll Forward]
 
 
Goodwill, beginning balance
12,936 
Goodwill contributed to the Partnership
 
12,936 
Goodwill retained by Parent
 
Goodwill, Acquired During Period
9,887 
 
Goodwill, ending balance
$ 22,823 
$ 12,936 
Intangible Assets (Details) (USD $)
12 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Supply agreements [Member]
Dec. 31, 2012
Supply agreements [Member]
Dec. 31, 2013
Leasehold Arrangements [Member]
Dec. 31, 2012
Leasehold Arrangements [Member]
Dec. 31, 2013
Loan origination commitments [Member]
Dec. 31, 2012
Loan origination commitments [Member]
Dec. 31, 2013
Other [Member]
Dec. 31, 2012
Other [Member]
Dec. 31, 2011
Predecessor [Member]
Finite and Indefinite-Lived Intangible Asset by Major Class [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Average amortization period
 
 
5 years 
 
10 years 
 
 
 
 
 
 
Amortization of Intangible Assets
$ 3,400,000 
$ 3,300,000 
 
 
 
 
 
 
 
 
$ 2,200,000 
Amortization of deferred financing fees
381,000 
102,000 
 
 
 
 
 
 
 
 
Finite-Lived Intangible Assets, Net [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Finite-lived intangible assets, Gross carrying amount
35,044,000 
32,009,000 
31,982,000 
29,803,000 
236,000 
236,000 
2,437,000 
1,907,000 
389,000 
63,000 
 
Finite-lived intangible assets, Accumulated amortization
12,272,000 
8,878,000 
11,705,000 
8,674,000 
51,000 
39,000 
483,000 
102,000 
33,000 
63,000 
 
Finite-lived intangible assets, Net
 
 
20,277,000 
21,129,000 
185,000 
197,000 
1,954,000 
1,805,000 
356,000 
 
Intangible assets, net
22,772,000 
23,131,000 
 
 
 
 
 
 
 
 
 
Amortization 2014
3,126,000 
 
 
 
 
 
 
 
 
 
 
Amortization 2015
2,943,000 
 
 
 
 
 
 
 
 
 
 
Amortization 2016
2,611,000 
 
 
 
 
 
 
 
 
 
 
Amortization 2017
2,275,000 
 
 
 
 
 
 
 
 
 
 
Amortization 2018
1,907,000 
 
 
 
 
 
 
 
 
 
 
Interest 2014
523,000 
 
 
 
 
 
 
 
 
 
 
Interest 2015
523,000 
 
 
 
 
 
 
 
 
 
 
Interest 2016
523,000 
 
 
 
 
 
 
 
 
 
 
Interest 2017
386,000 
 
 
 
 
 
 
 
 
 
 
Interest 2018
$ 0 
 
 
 
 
 
 
 
 
 
 
Accrued Expenses (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Accrued Expenses And Other Current Liabilities [Line Items]
 
 
Accrued Income Taxes, Current
$ 5,817 
$ 370 
Deposits and Other Liabilities, Current
5,610 
731 
Accrued expenses and other current liabilities
$ 11,427 
$ 1,101 
Accrued Expenses Narrative (Details) (USD $)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Minimum [Member]
Dec. 31, 2013
Maximum [Member]
Deferred Revenue
$ 2,000,000 
$ 2,400,000 
 
 
Deferred Revenue, Noncurrent
$ 2,017,000 
$ 2,442,000 
 
 
Revenue Recognition, Branding Incentives, Straight Line Basis Period
 
 
4 years 
10 years 
Long-Term Debt (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Debt Instrument [Line Items]
 
 
Total debt
$ 186,151 
$ 184,855 
Less: Current maturities
525 
24 
Long-term debt, net of current maturities
185,626 
184,831 
SUSP Term Loan [Member] |
Term Loan [Member]
 
 
Debt Instrument [Line Items]
 
 
Total debt
25,866 
148,166 
SUSP Revolver [Member] |
Revolving Credit Agreement [Member]
 
 
Debt Instrument [Line Items]
 
 
SUSP Revolver, bearing interest at Prime or LIBOR plus an applicable margin
156,210 
35,590 
Notes Payable, Six and Four Percent [Member] |
Other Notes Payables [Member]
 
 
Debt Instrument [Line Items]
 
 
Notes payable, bearing interest at 6% and 4%
$ 4,075 
$ 1,099 
Long-Term Debt (Maturities) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Debt Instrument [Line Items]
 
Debt Maturities-2014
$ 525 
Debt Maturities-2015
26,393 
Debt Maturities-2016
1,523 
Debt Maturities-2017
157,710 
Debt Maturities-Total
$ 186,151 
Long-Term Debt (Term Loans) (Details) (USD $)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
SUSP Term Loan [Member]
Term Loan [Member]
Sep. 25, 2012
SUSP Term Loan [Member]
Term Loan [Member]
Dec. 31, 2013
SUSP Term Loan [Member]
Federal Funds Rate [Member]
Term Loan [Member]
Dec. 31, 2013
SUSP Term Loan [Member]
LIBOR [Member]
Term Loan [Member]
Dec. 31, 2013
SUSP Term Loan [Member]
LIBOR plus Federal Funds Rate or LIBOR plus Prime Rate [Member]
Term Loan [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
Face amount
 
 
 
$ 180,700,000 
 
 
 
Basis spread on variable rate
 
 
 
 
0.50% 
1.00% 
0.25% 
Interest rate at end of period
 
 
0.42% 
 
 
 
 
Covenant collateral percentage amount
 
 
98.00% 
 
 
 
 
Marketable Securities, Noncurrent
$ 25,952,000 
$ 148,264,000 
 
 
 
 
 
Long-Term Debt (Revolving Credit Agreement) (Details) (USD $)
12 Months Ended 12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Sep. 25, 2012
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Dec. 31, 2013
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Standby Letters of Credit [Member]
Dec. 31, 2013
Minimum [Member]
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Dec. 31, 2013
Minimum [Member]
LIBOR [Member]
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Dec. 31, 2013
Minimum [Member]
Applicable Margin Range [Member]
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Dec. 31, 2013
Maximum [Member]
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Dec. 31, 2013
Maximum [Member]
LIBOR [Member]
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Dec. 31, 2013
Maximum [Member]
Applicable Margin Range [Member]
Revolving Credit Agreement [Member]
SUSP Revolver [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Line of Credit Facility, Maximum Borrowing Capacity
 
 
$ 400,000,000 
$ 250,000,000 
 
 
 
 
 
 
 
Increase in additional borrowings
 
 
100,000,000 
 
 
 
 
 
 
 
 
Basis spread on variable rate
 
 
 
 
 
 
1.00% 
2.00% 
 
2.25% 
3.25% 
Commitment fee percentage
 
 
 
 
 
0.375% 
 
 
0.50% 
 
 
Interest rate at end of period
 
 
2.17% 
 
 
 
 
 
 
 
 
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 
 
 
Line of Credit Facility, Increase (Decrease), Net
 
 
150,000,000 
 
 
 
 
 
 
 
 
Revolving line of credit
156,210,000 
35,590,000 
 
 
 
 
 
 
 
 
 
Letters of credit outstanding
 
 
 
 
10,000,000 
 
 
 
 
 
 
Current borrowing capacity
 
 
$ 233,800,000 
 
 
 
 
 
 
 
 
Long-Term Debt (Guaranty of Debt) (Details) (Term Loan [Member], SUSP Revolver [Member], USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Term Loan [Member] |
SUSP Revolver [Member]
 
Debt Instrument [Line Items]
 
Amount of debt guaranteed
$ 180.7 
Long-Term Debt (Other Debt) (Details) (USD $)
Dec. 31, 2013
Debt Instrument [Line Items]
 
Debt at fair value
$ 186,600,000 
Notes Payable - 6% [Member] |
Other Notes Payables [Member]
 
Debt Instrument [Line Items]
 
Face amount
1,200,000 
Notes payable
1,100,000 
Stated interest rate
6.00% 
GFI Term Loan [Member] |
Other Notes Payables [Member]
 
Debt Instrument [Line Items]
 
Face amount
14,900,000 
Stated interest rate
3.25% 
Notes Payable, Four Percent [Member] |
Other Notes Payables [Member]
 
Debt Instrument [Line Items]
 
Face amount
3,000,000 
Notes payable
$ 3,000,000 
Stated interest rate
4.00% 
Long-Term Debt (Fair Value Measurements) (Details) (USD $)
In Millions, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Derivatives, Fair Value [Line Items]
 
 
Money Market Funds, at Carrying Value
$ 16.0 
$ 3.4 
Other Noncurrent Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Other Noncurrent Liabilities [Line Items]
 
 
Deferred branding incentives, long-term portion
$ 2,017 
$ 2,442 
Reserve for underground storage tank removal
37 
34 
Reserve for environmental remediation, long-term
105 
Other noncurrent liabilities
$ 2,159 
$ 2,476 
Benefit Plans (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Deferred Compensation Expense [Line Items]
 
 
 
Deferred Compensation Arrangement with Individual, Compensation Expense
$ 0.7 
$ 0.7 
$ 0.2 
Related-Party Transactions (Details) (USD $)
3 Months Ended 12 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 15 Months Ended 12 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
Dec. 31, 2012
Subordinated Units-Affiliated [Member]
Dec. 31, 2013
Allocated From Predecessor [Member]
Dec. 31, 2012
Allocated From Predecessor [Member]
Dec. 31, 2011
Allocated From Predecessor [Member]
Predecessor [Member]
Dec. 31, 2012
Affiliated Entity [Member]
Dec. 31, 2013
Affiliated Entity [Member]
stores
agreement
Dec. 31, 2012
Affiliated Entity [Member]
Dec. 31, 2013
Affiliated Entity [Member]
stores
Sep. 25, 2012
Affiliated Entity [Member]
Dec. 31, 2011
Affiliated Entity [Member]
Predecessor [Member]
Dec. 31, 2013
Affiliated Entity [Member]
GFI Acquisition [Member]
Sep. 6, 2013
Affiliated Entity [Member]
Common Units [Member]
GFI Acquisition [Member]
Sep. 25, 2012
Affiliated Entity [Member]
Common Units [Member]
IPO [Member]
Sep. 25, 2012
Affiliated Entity [Member]
Subordinated Units-Affiliated [Member]
IPO [Member]
Dec. 31, 2012
Affiliated Entity [Member]
Allocated From Predecessor [Member]
Dec. 31, 2011
Affiliated Entity [Member]
Allocated From Predecessor [Member]
Predecessor [Member]
Related Party Transaction [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of long-term commercial agreements
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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 
 
 
 
 
 
 
 
 
 
 
Comercial Agreement, Initial Term
 
 
 
 
 
 
 
 
 
 
15 years 
 
 
 
 
 
 
 
 
 
 
Leaseback lease term
 
 
 
 
 
 
 
 
 
 
15 years 
 
 
 
 
 
 
 
 
 
 
Exclusive distributor term
 
 
 
 
 
 
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
Participation in acquisitions term
 
 
 
 
 
 
 
 
 
 
10 years 
 
 
 
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Outstanding
 
 
 
 
10,939,436 
10,939,436 
 
 
 
 
 
 
 
 
 
 
 
14,436 
10,939,436 
 
 
Limited partner interest in partnership, Percentage Common Units
 
 
 
 
 
 
 
 
 
 
 
 
 
0.07% 
 
 
 
 
 
 
 
Limited partner units issued Percentage ownership, subordinate units
 
 
 
 
 
 
 
 
 
 
 
 
 
50.00% 
 
 
 
 
 
 
 
Motor fuel sales to affiliates
 
$ 2,974,122,000 
$ 2,570,757,000 
$ 2,257,788,000 
 
 
 
 
 
$ 722,100,000 
$ 3,000,000,000 
 
 
 
 
 
 
 
 
 
 
Gross profit from related parties
 
 
 
 
 
 
 
 
 
7,800,000 
31,600,000 
 
 
 
 
 
 
 
 
 
 
General and administrative expenses from related parties
 
 
 
 
 
 
 
 
 
 
2,200,000 
1,600,000 
 
 
1,600,000 
 
 
 
 
 
 
Allocated Share-based Compensation Expense
 
1,936,000 
911,000 
707,000 
 
 
810,000 
707,000 
 
 
 
 
 
 
 
 
 
 
800,000 
700,000 
Reimbursement costs of employees supporting operations
 
 
 
 
 
 
 
 
 
 
11,400,000 
2,900,000 
 
 
 
 
 
 
 
 
 
Cash distributions to Parent
206,342,000 
19,969,000 
 
 
 
 
 
 
 
 
20,000,000 
300,000 
 
 
 
 
 
 
 
 
 
Charge for Transportation Services
 
 
 
 
 
 
 
 
 
 
50,000,000 
11,900,000 
 
 
 
 
 
 
 
 
 
Rent expenses from related party
 
 
 
 
 
 
 
 
 
 
 
800,000 
 
 
1,100,000 
 
 
 
 
 
 
Commercial Agreement, Number of Convenience Store Properties Acquired
 
 
 
 
 
 
 
 
 
 
25 
 
33 
 
 
 
 
 
 
 
 
Commercial Agreement,Cost for Convenience Stores Acquired
 
 
 
 
 
 
 
 
 
 
104,200,000 
 
133,200,000 
 
 
 
 
 
 
 
 
Related Party Transaction, Other Revenues from Transactions with Related Party
 
 
 
 
 
 
 
 
 
 
6,400,000 
100,000 
 
 
 
 
 
 
 
 
 
Receivables from affiliates
59,543,000 
49,879,000 
59,543,000 
 
 
 
 
 
 
59,500,000 
49,900,000 
59,500,000 
49,900,000 
 
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Issued
 
 
 
 
10,939,436 
10,939,436 
 
 
 
 
 
 
 
 
 
 
64,872 
 
 
 
 
Monetary Value Of Issuance Of Units To Parent For Net Assets
 
(2,000,000)
 
 
 
 
 
 
 
 
 
 
 
 
 
2,000,000 
 
 
 
 
 
Indebtedness and Other Liabilities Assumed in Contribution from Parent
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 21,800,000 
 
 
 
 
 
Commitments And Contingencies (Details) (USD $)
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2013
Minimum [Member]
Dec. 31, 2013
Maximum [Member]
Operating Leased Assets [Line Items]
 
 
 
 
 
Lease term
 
 
 
5 years 
15 years 
Store base rent
$ 819,000 
$ 3,074,000 
$ 3,729,000 
 
 
Equipment rent
175,000 
453,000 
593,000 
 
 
Total cash rent
994,000 
3,527,000 
4,322,000 
 
 
Straight-line rent
20,000 
 
 
Net rent expense
1,014,000 
3,527,000 
4,322,000 
 
 
Operating Leases, Rent Expense, Sublease Rentals
$ 900,000 
$ 2,100,000 
$ 2,500,000 
 
 
Commitments And Contingencies (Leases, Future Minimum Payments) (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Leases, Future Minimum Payments [Line Items]
 
Operating Leases, Future Minimum Payments Due, Next Twelve Months
$ 847 
Operating Leases, Future Minimum Payments, Due in Two Years
866 
Operating Leases, Future Minimum Payments, Due in Three Years
875 
Operating Leases, Future Minimum Payments, Due in Four Years
886 
Operating Leases, Future Minimum Payments, Due in Five Years
898 
Thereafter
5,059 
Total
$ 9,431 
Commitments And Contingencies (Environmental Remediation) (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Site Contingency [Line Items]
 
Environmental Remediation Insurance per Occurrence
$ 1.0 
Environmental Remediations Aggregate Insurance Amount
2.0 
Environmental Remediation Self-Insurance Retention
0.5 
Environmental Remediation Reserve for Asset Retirement Obligations
$ 0.1 
Commitments And Contingencies (Deferred Branding Incentives) (Details) (USD $)
Dec. 31, 2013
Dec. 31, 2012
Deferred Revenue Arrangement [Line Items]
 
 
Deferred Branding Incentives Possibility Of Repayment
$ 16,800,000 
 
Deferred Branding Incentives Possibility Of Repayment by Branded Dealers
11,400,000 
 
Deferred Revenue, Noncurrent
$ 2,017,000 
$ 2,442,000 
Rental Income under Operating Leases (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Operating Leased Assets [Line Items]
 
 
Total property and equipment
$ 193,566 
$ 76,665 
Accumulated depreciation
13,439 
8,492 
Property and equipment, net
180,127 
68,173 
Land [Member]
 
 
Operating Leased Assets [Line Items]
 
 
Total property and equipment
66,931 
33,646 
Building and Building Improvements [Member]
 
 
Operating Leased Assets [Line Items]
 
 
Total property and equipment
69,313 
18,282 
Equipment [Member]
 
 
Operating Leased Assets [Line Items]
 
 
Total property and equipment
38,644 
14,691 
Property and Equipment [Member]
 
 
Operating Leased Assets [Line Items]
 
 
Total property and equipment
174,888 
66,619 
Accumulated depreciation
8,872 
4,344 
Property and equipment, net
$ 166,016 
$ 62,275 
Rental Income under Operating Leases (Rental Income) (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Rental Income Operating Leases [Abstract]
 
 
Rental Income
$ 10,060 
$ 5,045 
Rental Income under Operating Leases (Minimum Future Rental Income) (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended
Dec. 31, 2013
Operating Leases [Abstract]
 
Minimum Future Rental Income - 2014
$ 13,451 
Minimum Future Rental Income - 2015
12,625 
Minimum Future Rental Income - 2016
11,918 
Minimum Future Rental Income - 2017
11,319 
Minimum Future Rental Income - 2018
10,668 
Minimum Future Rental Income - Thereafter
96,629 
Minimum Future Rental Income, Total
$ 156,610 
Interest Expense And Interest Income (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Interest Expense and Interest Income [Line Items]
 
 
 
 
 
Cash interest expense
 
$ 3,356 
$ 940 
 
$ 412 
Amortization of loan costs
 
381 
102 
 
Cash Interest Income
 
(266)
(233)
 
(88)
Interest expense, net
$ 540 
$ 3,471 
$ 809 
$ 269 
$ 324 
Income Tax (Details) (USD $)
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Dec. 31, 2012
Sep. 30, 2012
Jun. 30, 2012
Mar. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Income Tax Contingency [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Margin tax
 
 
 
 
 
 
 
 
 
0.50% 
 
Non-qualifying income %
 
 
 
 
 
 
 
 
 
10.00% 
 
Difference between Net Federal Tax Basis of non-taxable assets and liabilities and reported amounts
 
 
 
 
 
 
 
 
 
$ 10,000,000 
$ 16,000,000 
Income from operations
10,766,000 
10,663,000 
10,530,000 
8,979,000 
9,312,000 
9,914,000 
5,469,000 
5,897,000 
2,734,000 
40,938,000 
23,412,000 
Propco [Member]
 
 
 
 
 
 
 
 
 
 
 
Income Tax Contingency [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Income from operations
 
 
 
 
 
 
 
 
 
$ 3,400,000 
 
Income Tax Benefit and Provision (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Income Tax Contingency [Line Items]
 
 
 
 
 
Current Federal Tax Expense (Benefit)
 
$ 68 
$ 2,321 
 
$ 4,524 
Current State and Local Tax Expense (Benefit)
 
302 
284 
 
265 
Current Income Tax Expense (Benefit)
 
370 
2,605 
 
4,789 
Deferred Federal Income Tax Expense (Benefit)
 
70 
2,416 
 
1,245 
Deferred State and Local Income Tax Expense (Benefit)
 
12 
 
Deferred income tax
 
70 
2,428 
 
1,250 
Income Tax Expense (Benefit)
$ 224 
$ 440 
$ 5,033 
$ 4,809 
$ 6,039 
Reconciliation of Statutory Federal Income Tax Rate (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Sep. 24, 2012
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Operating Loss Carryforwards [Line Items]
 
 
 
 
 
Tax at statutory federal rate
 
$ 13,113 
$ 7,911 
 
$ 5,823 
Tax at statutory federal rate, Percent
 
35.00% 
35.00% 
 
35.00% 
Partnership earnings not subject to tax
 
(13,028)
(3,128)
 
Partnership earnings no subject to tax, Percent
 
(34.80%)
(13.80%)
 
0.00% 
State and local tax, net of federal benefit
 
301 
217 
 
176 
State and local tax, net of federal benefit, Percent
 
0.80% 
1.00% 
 
1.00% 
Other income tax
 
54 
33 
 
40 
Other income tax, Percent
 
0.20% 
0.10% 
 
0.30% 
Income Tax Expense (Benefit)
$ 224 
$ 440 
$ 5,033 
$ 4,809 
$ 6,039 
Effective Income Tax Rate
 
1.20% 
22.30% 
 
36.30% 
Deferred Tax Assets and Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Dec. 31, 2013
Dec. 31, 2012
Tax Credit Carryforward [Line Items]
 
 
Net operating loss carry forwards
$ 1,174 
$ 35 
Total deferred tax assets
1,174 
35 
Deferred Tax Liabilities, Fixed assets
1,381 
187 
Deferred Tax Liabilities, Intangible Assets
15 
Total deferred tax liabilities
1,396 
187 
Net deferred income tax assets (liabilities)
(222)
(152)
Current net deferred tax assets (liabilities)
Noncurrent net deferred tax assets (liabilities)
$ (222)
$ (152)
Equity (Details)
Dec. 31, 2013
Common Unitholders - Public [Member]
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
Dec. 31, 2012
Subordinated Units-Affiliated [Member]
Dec. 31, 2013
SUSS [Member]
Sep. 25, 2012
SUSS [Member]
Dec. 31, 2013
SUSS [Member]
Common Unitholders - Affiliates [Member]
Dec. 31, 2013
SUSS [Member]
Subordinated Units-Affiliated [Member]
Schedule of Partners' Capital [Line Items]
 
 
 
 
 
 
 
Limited Partners' Capital Account, Units Outstanding
10,936,352 
10,939,436 
10,939,436 
 
 
79,308 
10,939,436 
Ownership Percentage
 
 
 
50.20% 
50.10% 
 
 
Limited Partners' Capital Account, Units Issued
 
10,939,436 
10,939,436 
 
 
 
 
Equity (Allocations of Net Income) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Schedule of Partners' Capital [Line Items]
 
 
 
 
 
 
 
 
Net Income (Loss) Allocated to Limited Partners
$ 9,523 
$ 9,597 
$ 9,680 
$ 8,227 
$ 8,576 
$ 9,150 
$ 37,027 
$ 9,150 
Cash distributions per unit
$ 0.4687 
$ 0.4528 
$ 0.4375 
$ 0.4375 
$ 0.0285 
 
$ 1.8441 
$ 0.4660 
Common Units [Member]
 
 
 
 
 
 
 
 
Schedule of Partners' Capital [Line Items]
 
 
 
 
 
 
 
 
Distributed Earnings
 
 
 
 
 
 
20,251 
5,098 
Distributions in Excess of Net Income
 
 
 
 
 
 
1,717 
523 
Net Income (Loss) Allocated to Limited Partners
 
 
 
 
 
 
18,534 
4,575 
Subordinated Units-Affiliated [Member]
 
 
 
 
 
 
 
 
Schedule of Partners' Capital [Line Items]
 
 
 
 
 
 
 
 
Distributed Earnings
 
 
 
 
 
 
20,167 
5,098 
Distributions in Excess of Net Income
 
 
 
 
 
 
1,674 
523 
Net Income (Loss) Allocated to Limited Partners
 
 
 
 
 
 
$ 18,493 
$ 4,575 
Equity (Incentive Distribution Rights) (Details)
12 Months Ended
Dec. 31, 2013
Minimum Quarterly Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.4375 
Common Units [Member] |
Minimum Quarterly Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
100.00% 
Common Units [Member] |
First Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
100.00% 
Common Units [Member] |
Second Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
85.00% 
Common Units [Member] |
Third Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
75.00% 
Common Units [Member] |
Distributions Thereafter [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
50.00% 
Subordinated Units-Affiliated [Member] |
Minimum Quarterly Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
0.00% 
Subordinated Units-Affiliated [Member] |
First Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
0.00% 
Subordinated Units-Affiliated [Member] |
Second Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
15.00% 
Subordinated Units-Affiliated [Member] |
Third Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
25.00% 
Subordinated Units-Affiliated [Member] |
Distributions Thereafter [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution, Quarterly Distribution, Allocation Percentage By Party
50.00% 
Minimum [Member] |
First Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.4375 
Minimum [Member] |
Second Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.503125 
Minimum [Member] |
Third Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.546875 
Minimum [Member] |
Distributions Thereafter [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.656250 
Maximum [Member] |
First Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.503125 
Maximum [Member] |
Second Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.546875 
Maximum [Member] |
Third Target Distribution [Member]
 
Target Distribution to Limited Partner [Line Items]
 
Incentive Distribution Quarterly Distribution Target Amount
$ 0.656250 
Equity (Cash Distributions) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
0 Months Ended 3 Months Ended 12 Months Ended
Nov. 29, 2013
Aug. 29, 2013
May 30, 2013
Mar. 1, 2013
Nov. 29, 2012
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Cash Distribution Made to Limited Partner [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash distributions per unit
 
 
 
 
 
$ 0.4687 
$ 0.4528 
$ 0.4375 
$ 0.4375 
$ 0.0285 
 
$ 1.8441 
$ 0.4660 
Distributions to Unitholders
$ 10,290 
$ 9,907 
$ 9,572 
$ 9,572 
$ 624 
 
 
 
 
 
$ 311 
$ 19,632 
$ 311 
Equity-Based Compensation (Details) (USD $)
In Thousands, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Phantom Common Units [Member]
Dec. 31, 2012
Phantom Common Units [Member]
Dec. 31, 2013
Allocated From Predecessor [Member]
Dec. 31, 2012
Allocated From Predecessor [Member]
Dec. 31, 2013
Allocated From SUSS [Member]
Dec. 31, 2012
Allocated From SUSS [Member]
Dec. 31, 2011
Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Phantom Common Units [Member]
Dec. 31, 2011
Predecessor [Member]
Allocated From Predecessor [Member]
Dec. 31, 2011
Predecessor [Member]
Allocated From SUSS [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Allocated Share-based Compensation Expense
$ 1,936 
$ 911 
$ 530 
$ 101 
$ 0 
$ 810 
$ 1,406 
$ 0 
$ 707 
$ 0 
$ 707 
$ 0 
Equity-Based Compensation (Phantom Common Unit Awards) (Details) (2012 LTIP [Member], Phantom Common Units [Member], USD $)
In Millions, except Share data, unless otherwise specified
12 Months Ended
Dec. 31, 2013
Dec. 31, 2012
Nonvested, Number of Shares [Roll Forward]
 
 
Non-vested at beginning of the period, Shares
32,500 
Granted, shares
15,815 
32,500 
Vested, shares
(11,352)
 
Non-vested at end of period, Shares
36,963 
32,500 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Non-vested at beginning of the period, Weighted Average Grant Date Fair Value
$ 18.93 
$ 0 
Granted, Weighted Average Grant Date Fair Value
$ 27.15 
$ 18.93 
Vested, Weighted Average Grant Date Fair Value
$ 21.50 
 
Non-vested at end of period, Weighted Average Grant Date Fair Value
$ 21.66 
$ 18.93 
Cost not yet recognized, share-based awards other than options
$ 0.4 
 
Cost not yet recognized, period for recognition
3 years 
 
Fair value of nonvested awards oustanding
0.8 
 
Fair value of phantom units vested
$ 0.2 
 
Minimum [Member] |
Non-employee director [Member]
 
 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Vesting period
1 year 
 
Minimum [Member] |
Employee [Member]
 
 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Vesting period
2 years 
 
Maximum [Member] |
Non-employee director [Member]
 
 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Vesting period
3 years 
 
Maximum [Member] |
Employee [Member]
 
 
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward]
 
 
Vesting period
5 years 
 
Net Income per Unit (Details) (USD $)
3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended 3 Months Ended 12 Months Ended
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Dec. 31, 2012
Dec. 31, 2012
Dec. 31, 2013
Dec. 31, 2012
Dec. 31, 2013
Common Units [Member]
Sep. 30, 2013
Common Units [Member]
Jun. 30, 2013
Common Units [Member]
Mar. 31, 2013
Common Units [Member]
Dec. 31, 2012
Common Units [Member]
Sep. 30, 2012
Common Units [Member]
Dec. 31, 2013
Common Units [Member]
Dec. 31, 2012
Common Units [Member]
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
Sep. 30, 2013
Subordinated Units-Affiliated [Member]
Jun. 30, 2013
Subordinated Units-Affiliated [Member]
Mar. 31, 2013
Subordinated Units-Affiliated [Member]
Dec. 31, 2012
Subordinated Units-Affiliated [Member]
Sep. 30, 2012
Subordinated Units-Affiliated [Member]
Dec. 31, 2013
Subordinated Units-Affiliated [Member]
Dec. 31, 2012
Subordinated Units-Affiliated [Member]
Net Income (Loss) Allocated to Limited Partners
$ 9,523,000 
$ 9,597,000 
$ 9,680,000 
$ 8,227,000 
$ 8,576,000 
$ 9,150,000 
$ 37,027,000 
$ 9,150,000 
 
 
 
 
 
 
$ 18,534,000 
$ 4,575,000 
 
 
 
 
 
 
$ 18,493,000 
$ 4,575,000 
General partner's interest in net income subsequent to IPO
 
 
 
 
 
 
$ 0 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted Average Limited Partnership Units Outstanding, Basic
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10,964,258 
10,939,436 
 
 
 
 
 
 
 
 
Weighted Average Limited Partnership Units Outstanding, Equivalents
 
 
 
 
 
 
 
 
 
 
 
 
 
 
21,844 
3,723 
 
 
 
 
 
 
 
 
Weighted Average Limited Partnership Units Outstanding, Diluted
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10,986,102 
10,943,159 
 
 
 
 
 
 
 
 
Weighted Average Number of Subordinated Units Outstanding, Basic and Diluted
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
10,939,436 
10,939,436 
Net income per unit, Basic and Diluted
 
 
 
 
 
 
 
 
$ 0.43 
$ 0.44 
$ 0.44 
$ 0.38 
$ 0.39 
$ 0.03 
$ 1.69 
$ 0.42 
 
 
 
 
 
 
 
 
Net income per unit, Subordinated - basic and diluted
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 0.43 
$ 0.44 
$ 0.44 
$ 0.38 
$ 0.39 
$ 0.03 
$ 1.69 
$ 0.42 
Quarterly Results of Operations (Unaudited) (Details) (USD $)
In Thousands, except Per Share data, unless otherwise specified
3 Months Ended 12 Months Ended
Dec. 31, 2013
gal
Sep. 30, 2013
gal
Jun. 30, 2013
gal
Mar. 31, 2013
gal
Dec. 31, 2012
gal
Dec. 31, 2012
Sep. 30, 2012
gal
Jun. 30, 2012
gal
Mar. 31, 2012
gal
Dec. 31, 2013
Dec. 31, 2012
Effect of Fourth Quarter Events [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Fuel Sales Revenue
$ 1,109,259 
$ 1,162,746 
$ 1,117,414 
$ 1,087,489 
$ 1,008,025 
 
$ 1,120,298 
$ 1,097,534 
$ 1,082,996 
 
 
Rental and other income
5,209 
4,051 
3,483 
2,928 
2,610 
 
3,499 
3,041 
3,409 
 
 
Total revenues
1,114,468 
1,166,797 
1,120,897 
1,090,417 
1,010,635 
1,081,141 
1,123,797 
1,100,575 
1,086,405 
4,492,579 
4,321,412 
Gross Profit, Fuel
15,774 
14,903 
14,012 
13,215 
12,592 
 
9,799 
11,570 
7,112 
 
 
Gross Profit, Other, Including Rental Income
4,275 
3,500 
2,944 
2,341 
2,019 
 
3,029 
2,610 
2,771 
 
 
Gross profit
20,049 
18,403 
16,956 
15,556 
14,611 
15,508 
12,828 
14,180 
9,883 
70,964 
51,502 
Income from operations
10,766 
10,663 
10,530 
8,979 
9,312 
9,914 
5,469 
5,897 
2,734 
40,938 
23,412 
Net Income (Loss) Attributable to Parent
 
 
 
 
8,576 
 
3,617 
3,703 
1,674 
 
17,570 
Net Income (Loss) Allocated to Limited Partners
9,523 
9,597 
9,680 
8,227 
8,576 
9,150 
 
 
 
37,027 
9,150 
Net Income (Loss) attributable to Predecessor
 
 
 
 
 
 
574 
 
 
 
8,420 
Gallons of fuel
415,587,000 
399,524,000 
389,041,000 
366,882,000 
362,189,000 
 
367,362,000 
369,027,000 
351,368,000 
 
 
Motor Fuel Margin - third party
5.2 
5.2 
4.9 
5.0 
4.5 
 
6.3 
7.5 
5.0 
 
 
Motor Fuel Margin - affiliated
3.0 
3.0 
3.0 
3.0 
3.0 
 
3.0 
 
 
 
 
Common Units [Member]
 
 
 
 
 
 
 
 
 
 
 
Effect of Fourth Quarter Events [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss) Allocated to Limited Partners
 
 
 
 
 
 
 
 
 
18,534 
4,575 
Net income per unit, Basic
$ 0.43 
$ 0.44 
$ 0.44 
$ 0.38 
$ 0.39 
 
$ 0.03 
 
 
 
 
Net income per unit, Diluted
$ 0.43 
$ 0.44 
$ 0.44 
$ 0.38 
$ 0.39 
 
$ 0.03 
 
 
$ 1.69 
$ 0.42 
Subordinated Units-Affiliated [Member]
 
 
 
 
 
 
 
 
 
 
 
Effect of Fourth Quarter Events [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Net Income (Loss) Allocated to Limited Partners
 
 
 
 
 
 
 
 
 
$ 18,493 
$ 4,575 
Net income per unit, Subordinated - basic and diluted
$ 0.43 
$ 0.44 
$ 0.44 
$ 0.38 
$ 0.39 
 
$ 0.03 
 
 
$ 1.69 
$ 0.42