XML 46 R19.htm IDEA: XBRL DOCUMENT
v3.10.0.1

Equity | 12 Months Ended
--- | ---
Dec. 31, 2018
Equity [Abstract] |
Equity | Equity We had 9,109,807 common limited partner units held by the public outstanding as of December 31, 2018. Additionally, as of December 31, 2018, Delek Holdings owned a 61.4% limited partner interest in us, consisting of 15,294,046 common limited partner units and a 94.6% interest in our general partner, which owns the entire 2.0% general partner interest consisting of 498,038 general partner units. Affiliates, who are also members of our general partner's management and board of directors, own the remaining 5.4% interest in our general partner. Equity Activity On February 25, 2016, the requirements under the Partnership Agreement for the conversion of all subordinated units into common units were satisfied, and the subordination period ended. As a result, in the first quarter of 2016, all of the Partnership's 11,999,258 outstanding subordinated units converted into common units and began participating pro rata with the other common units in distributions of available cash. The conversion did not impact the amount of the cash distribution paid or the total number of the Partnership's outstanding units representing limited partner interests. The table below summarizes the changes in the number of units outstanding from December 31, 2015 through December 31, 2018 (in units).
|  | Common - Public |  | Common - Delek Holdings |  | Subordinated |  | General Partner |  | Total
Balance at December 31, 2015 |  | 9,478,273 |  |  | 2,799,258 |  |  | 11,999,258 |  |  | 495,445 |  |  | 24,772,234 |
GP units issued to maintain 2% interest |  | — |  |  | — |  |  | — |  |  | 1,057 |  |  | 1,057 |
Unit-based compensation awards (1) |  | 51,818 |  |  | — |  |  | — |  |  | — |  |  | 51,818 |
Delek Holdings unit repurchases from public |  | (266,676 | ) |  | 266,676 |  |  | — |  |  | — |  |  | — |
Subordinated unit conversion |  | — |  |  | 11,999,258 |  |  | (11,999,258 | ) |  | — |  |  | — |
Balance at December 31, 2016 |  | 9,263,415 |  |  | 15,065,192 |  |  | — |  |  | 496,502 |  |  | 24,825,109 |
GP units issued to maintain 2% interest |  | — |  |  | — |  |  | — |  |  | 1,102 |  |  | 1,102 |
Unit-based compensation awards (1) |  | 54,026 |  |  | — |  |  | — |  |  | — |  |  | 54,026 |
Delek Holdings unit repurchases from public |  | (228,854 | ) |  | 228,854 |  |  | — |  |  | — |  |  | — |
Balance at December 31, 2017 |  | 9,088,587 |  |  | 15,294,046 |  |  | — |  |  | 497,604 |  |  | 24,880,237 |
GP units issued to maintain 2% interest |  | — |  |  | — |  |  | — |  |  | 434 |  |  | 434 |
Unit-based compensation awards (1) |  | 21,220 |  |  | — |  |  | — |  |  | — |  |  | 21,220 |
Balance at December 31, 2018 |  | 9,109,807 |  |  | 15,294,046 |  |  | — |  |  | 498,038 |  |  | 24,901,891 |
(1) Unit-based compensation awards are presented net of 598, 14,053 and 17,276 units withheld for taxes as of December 31, 2018, 2017 and 2016, respectively. Issuance of Additional Securities Our Partnership Agreement authorizes us to issue an unlimited number of additional partnership securities for the consideration and on the terms and conditions determined by our general partner without the approval of the unitholders. Costs associated with the issuance of securities are allocated to all unitholders' capital accounts based on their ownership interest at the time of issuance. Allocations of Net Income Our Partnership Agreement contains provisions for the allocation of net income and loss to the unitholders and our general partner. 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 to priority income allocations in an amount equal to incentive cash distributions allocated 100% to our general partner. The following table presents the allocation of the general partner's interest in net income (in thousands, except percentage of ownership interest):
|  | Year Ended December 31,
|  | 2018 |  | 2017 |  | 2016
Net income attributable to partners |  | $ | 90,182 |  |  | $ | 69,409 |  |  | $ | 62,804 |
Less: General partner's IDRs |  | (24,224 | ) |  | (17,389 | ) |  | (11,160 | )
Net income available to partners |  | $ | 65,958 |  |  | $ | 52,020 |  |  | $ | 51,644 |
General partner's ownership interest |  | 2.0 | % |  | 2.0 | % |  | 2.0 | %
General partner's allocated interest in net income |  | 1,319 |  |  | 1,040 |  |  | 1,033 |
General partner's IDRs |  | 24,224 |  |  | 17,389 |  |  | 11,160 |
Total general partner's interest in net income |  | $ | 25,543 |  |  | $ | 18,429 |  |  | $ | 12,193 |
Incentive Distribution Rights Our general partner is currently entitled to 2.0% of all quarterly distributions that we make prior to our liquidation. Our general partner has the right, but not the obligation, to contribute up to a proportionate amount of capital to us to maintain its current general partner interest. The general partner’s 2.0% interest in these distributions may be reduced if we issue additional units in the future and our general partner does not contribute a proportionate amount of capital to us to maintain its 2.0% general partner interest. Our general partner also currently holds incentive distribution rights that entitle it to receive increasing percentages, up to a maximum of 48.0%, of the cash we distribute from operating surplus (as defined in our Partnership Agreement) in excess of $0.43125 per unit per quarter. The maximum distribution is 48.0% and does not include any distributions that our general partner or its affiliates may receive on common or general partner units that it owns. The incentive distribution rights held by our general partner currently entitle it to receive the maximum distribution.
Cash Distributions Our Partnership Agreement sets forth the calculation to be used to determine the amount and priority of available cash distributions that our limited partner unitholders and general partner will receive. Our distributions earned with respect to a given period are declared subsequent to quarter end. The table below summarizes the quarterly distributions related to our quarterly financial results:
Quarter Ended |  | Total Quarterly Distribution Per Limited Partner Unit |  | Total Quarterly Distribution Per Limited Partner Unit, Annualized |  | Total Cash Distribution, including general partner interest and IDRs (in thousands) |  | Date of Distribution |  | Unitholders Record Date
December 31, 2016 |  | $ | 0.680 |  |  | $ | 2.72 |  |  | $ | 20,537 |  |  | February 14, 2017 |  | February 3, 2017
March 31, 2017 |  | $ | 0.690 |  |  | $ | 2.76 |  |  | $ | 21,024 |  |  | May 12, 2017 |  | May 5, 2017
June 30, 2017 |  | $ | 0.705 |  |  | $ | 2.82 |  |  | $ | 21,783 |  |  | August 11, 2017 |  | August 4, 2017
September 30, 2017 |  | $ | 0.715 |  |  | $ | 2.86 |  |  | $ | 22,270 |  |  | November 14, 2017 |  | November 7, 2017
December 31, 2017 |  | $ | 0.725 |  |  | $ | 2.90 |  |  | $ | 22,777 |  |  | February 12, 2018 |  | February 2, 2018
March 31, 2018 |  | $ | 0.750 |  |  | $ | 3.00 |  |  | $ | 23,997 |  |  | May 15, 2018 |  | May 7, 2018
June 30, 2018 |  | $ | 0.770 |  |  | $ | 3.08 |  |  | $ | 24,984 |  |  | August 13, 2018 |  | August 3, 2018
September 31, 2018 |  | $ | 0.790 |  |  | $ | 3.16 |  |  | $ | 25,960 |  |  | November 9, 2018 |  | November 2, 2018
December 31, 2018 |  | $ | 0.810 |  |  | $ | 3.24 |  |  | $ | 26,949 |  |  | February 12, 2019 |  | February 4, 2019
The allocation of total quarterly cash distributions made to general and limited partners for the years ended December 31, 2018, 2017 and 2016 is set forth in the table below. Distributions earned with respect to a given period are declared subsequent to quarter end. Therefore, the table below presents total cash distributions applicable to the period in which the distributions are earned (in thousands, except per unit amounts):
|  | Year Ended December 31,
|  | 2018 |  | 2017 |  | 2016
General partner's distributions: |  |  |  |  |  |
General partner's distributions |  | $ | 1,553 |  |  | $ | 1,408 |  |  | $ | 1,277 |
General partner's IDRs |  | 24,224 |  |  | 17,389 |  |  | 11,160 |
Total general partner's distributions |  | 25,777 |  |  | 18,797 |  |  | 12,437 |
Limited partners' distributions: |  |  |  |  |  |
Common |  | 76,113 |  |  | 69,057 |  |  | 58,158 |
Subordinated |  | — |  |  | — |  |  | 4,424 |
Total limited partners' distributions |  | 76,113 |  |  | 69,057 |  |  | 62,582 |
Total cash distributions |  | $ | 101,890 |  |  | $ | 87,854 |  |  | $ | 75,019 |
Cash distributions per limited partner unit |  | $ | 3.120 |  |  | $ | 2.835 |  |  | $ | 2.575 |

X
- References No definition available. + Details
Name: | us-gaap_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 + Details
Name: | us-gaap_StockholdersEquityNoteDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration