GLOBAL PARTNERS LP, 10-Q filed on 5/5/2023
Quarterly Report
v3.23.1
Document and Entity Information - shares
 3 Months Ended
Mar. 31, 2023
May 03, 2023
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Transition Report false  
Document Period End Date Mar. 31, 2023  
Entity File Number 001-32593  
Entity Registrant Name Global Partners LP  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 74-3140887  
Entity Address, Address Line One P.O. Box 9161  
Entity Address, Address Line Two 800 South Street  
Entity Address, City or Town Waltham  
Entity Address, State or Province MA  
Entity Address, Postal Zip Code 02454-9161  
City Area Code 781  
Local Phone Number 894-8800  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   33,995,563
Entity Central Index Key 0001323468  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q1  
Current Fiscal Year End Date --12-31  
Amendment Flag false  
Common Limited Partners    
Document Information [Line Items]    
Title of 12(b) Security Common Units representing limited partner interests  
Trading Symbol GLP  
Security Exchange Name NYSE  
Series A Preferred Limited Partners    
Document Information [Line Items]    
Title of 12(b) Security 9.75% Series A Fixed-to-Floating Rate Cumulative Redeemable  
Trading Symbol GLP pr A  
Security Exchange Name NYSE  
Series B Preferred Limited Partners    
Document Information [Line Items]    
Title of 12(b) Security 9.50% Series B Fixed Rate Cumulative Redeemable  
Trading Symbol GLP pr B  
Security Exchange Name NYSE  
v3.23.1
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 7,070 $ 4,040
Accounts receivable, net 438,220 478,837
Accounts receivable-affiliates 4,035 2,380
Inventories 385,303 566,731
Brokerage margin deposits 19,050 23,431
Derivative assets 18,554 19,848
Prepaid expenses and other current assets 78,616 73,992
Total current assets 950,848 1,169,259
Property and equipment, net 1,204,361 1,218,171
Right of use assets, net 284,377 288,142
Intangible assets, net 24,770 26,854
Goodwill 427,780 427,780
Other assets 32,610 30,679
Total assets 2,924,746 3,160,885
Current liabilities:    
Accounts payable 285,217 530,940
Working capital revolving credit facility-current portion 247,300 153,400
Lease liability-current portion 63,521 64,919
Environmental liabilities-current portion 4,941 4,606
Trustee taxes payable 48,227 42,972
Accrued expenses and other current liabilities 115,448 156,964
Derivative liabilities 8,384 17,680
Total current liabilities 773,038 971,481
Revolving credit facility 99,000 99,000
Senior notes 741,441 741,015
Long-term lease liability-less current portion 228,965 231,427
Environmental liabilities-less current portion 63,114 64,029
Financing obligations 141,023 141,784
Deferred tax liabilities 65,909 66,400
Other long-term liabilities 52,968 57,305
Total liabilities 2,165,458 2,372,441
Partners' equity    
General partner interest (0.67% interest with 230,303 equivalent units outstanding at March 31, 2023 and December 31, 2022) 236 406
Accumulated other comprehensive loss 3 (449)
Total partners' equity 759,288 788,444
Total liabilities and partners' equity 2,924,746 3,160,885
Series A Preferred Limited Partners    
Partners' equity    
Limited partner interest 67,226 67,226
Series B Preferred Limited Partners    
Partners' equity    
Limited partner interest 72,305 72,305
Common Limited Partners    
Partners' equity    
Limited partner interest $ 619,518 $ 648,956
v3.23.1
CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares
Mar. 31, 2023
Dec. 31, 2022
General partner interest (as a percent) (0.67%) (0.67%)
General partner interest, equivalent units outstanding 230,303 230,303
Series A Preferred Limited Partners    
Limited partner interest, units issued 2,760,000 2,760,000
Limited partner interest, units outstanding 2,760,000 2,760,000
Series B Preferred Limited Partners    
Limited partner interest, units issued 3,000,000 3,000,000
Limited partner interest, units outstanding 3,000,000 3,000,000
Common Limited Partners    
Limited partner interest, units issued 33,995,563 33,995,563
Limited partner interest, units outstanding 33,985,772 33,937,519
v3.23.1
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Sales $ 4,030,327 $ 4,500,538
Cost of sales 3,808,263 4,294,300
Gross profit 222,064 206,238
Costs and operating expenses:    
Selling, general and administrative expenses 62,256 56,281
Operating expenses 108,353 99,233
Amortization expense 2,084 2,499
Net gain loss on sale and disposition of assets (2,128) (4,911)
Total costs and operating expenses 170,565 153,102
Operating income 51,499 53,136
Interest expense (22,068) (21,474)
Income before income tax expense 29,431 31,662
Income tax expense (400) (1,177)
Net income 29,031 30,485
Less: General partner's interest in net income, including incentive distribution rights 1,782 1,177
Preferred Limited Partners    
Costs and operating expenses:    
Limited partners' interest in net income 3,463 3,463
Common Limited Partners    
Costs and operating expenses:    
Limited partners' interest in net income $ 23,786 $ 25,845
Basic net income per common limited partner unit $ 0.70 $ 0.76
Diluted net income per common limited partner unit $ 0.70 $ 0.76
Basic weighted average common limited partner units outstanding 33,986 33,953
Diluted weighted average common limited partner units outstanding 34,001 34,085
v3.23.1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME    
Net income $ 29,031 $ 30,485
Other comprehensive income (loss):    
Change in pension liability 452 (1,507)
Total other comprehensive income (loss) 452 (1,507)
Comprehensive income $ 29,483 $ 28,978
v3.23.1
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Cash flows from operating activities    
Net income $ 29,031 $ 30,485
Adjustments to reconcile net income to net cash (used in) provided by operating activities:    
Depreciation and amortization 26,648 26,701
Amortization of deferred financing fees 1,347 1,390
Bad debt expense 38 51
Unit-based compensation expense 1,094 204
Net gain loss on sale and disposition of assets (2,128) (4,911)
Changes in operating assets and liabilities:    
Accounts receivable 40,579 (114,955)
Accounts receivable-affiliate (1,655) (1,099)
Inventories 180,867 2,229
Broker margin deposits 4,381 (19,905)
Prepaid expenses, all other current assets and other assets (3,580) 10,658
Accounts payable (245,723) 112,979
Trustee taxes payable 5,255 (342)
Change in derivatives (8,002) 14,178
Accrued expenses, all other current liabilities and other long-term liabilities (47,477) (35,035)
Net cash (used in) provided by operating activities (19,325) 22,628
Cash flows from investing activities    
Acquisitions   (214,894)
Capital expenditures (15,180) (17,093)
Seller note issuances (3,880)  
Proceeds from sale of property and equipment, net 6,991 25,187
Net cash used in investing activities (12,069) (206,800)
Cash flows from financing activities    
LTIP units withheld for tax obligations (469) (6)
Distribution equivalent rights (149)  
Distributions to limited partners and general partner (58,858) (24,337)
Net cash provided by financing activities 34,424 184,157
Cash and cash equivalents    
Increase (decrease) increase in cash and cash equivalents 3,030 (15)
Cash and cash equivalents at beginning of period 4,040 10,849
Cash and cash equivalents at end of period 7,070 10,834
Supplemental information    
Cash paid during the period for interest 29,259 29,524
Working Capital Facility    
Cash flows from financing activities    
Net borrowings from (payments on) revolving credit facility $ 93,900 23,900
Non Working Capital Facility    
Cash flows from financing activities    
Net borrowings from (payments on) revolving credit facility   $ 184,600
v3.23.1
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY - USD ($)
$ in Thousands
Common Unitholders
Series A Preferred Limited Partners
Common Unitholders
Series B Preferred Limited Partners
Common Unitholders
Common Limited Partners
General Partner Interest
Accumulated Other Comprehensive Income (Loss)
Total
Balance, beginning of period at Dec. 31, 2021 $ 67,226 $ 72,305 $ 392,086 $ (1,948) $ (1,902) $ 527,767
Increase (Decrease) in Partners' Capital            
Net income (loss) 1,682 1,781 25,845 1,177   30,485
Distributions to limited partners and general partner (1,682) (1,781) (19,887) (1,012)   (24,362)
Unit-based compensation     204     204
Other comprehensive loss         (1,507) (1,507)
LTIP units withheld for tax obligations     (6)     (6)
Dividends on repurchased units     25     25
Balance, end of period at Mar. 31, 2022 67,226 72,305 398,267 (1,783) (3,409) 532,606
Balance, beginning of period at Dec. 31, 2022 67,226 72,305 648,956 406 (449) 788,444
Increase (Decrease) in Partners' Capital            
Net income (loss) 1,682 1,781 23,786 1,782   29,031
Distributions to limited partners and general partner (1,682) (1,781) (53,458) (1,952)   (58,873)
Unit-based compensation     1,094     1,094
Other comprehensive loss         452 452
LTIP units withheld for tax obligations     (469)     (469)
Distribution Equivalent Rights     (406)     (406)
Dividends on repurchased units     15     15
Balance, end of period at Mar. 31, 2023 $ 67,226 $ 72,305 $ 619,518 $ 236 $ 3 $ 759,288
v3.23.1
Organization and Basis of Presentation
 3 Months Ended
Mar. 31, 2023
Organization and Basis of Presentation  
Organization and Basis of Presentation

Note 1.    Organization and Basis of Presentation

​

Organization

​

Global Partners LP (the “Partnership”) is a master limited partnership formed in March 2005. The Partnership owns, controls or has access to one of the largest terminal networks of refined petroleum products and renewable fuels in Massachusetts, Maine, Connecticut, Vermont, New Hampshire, Rhode Island, New York, New Jersey and Pennsylvania (collectively, the “Northeast”). The Partnership is one of the region’s largest independent owners, suppliers and operators of gasoline stations and convenience stores. As of March 31, 2023, the Partnership had a portfolio of 1,656 owned, leased and/or supplied gasoline stations, including 343 directly operated convenience stores, primarily in the Northeast. The Partnership is also one of the largest distributors of gasoline, distillates, residual oil and renewable fuels to wholesalers, retailers and commercial customers in the New England states and New York. The Partnership engages in the purchasing, selling, gathering, blending, storing and logistics of transporting petroleum and related products, including gasoline and gasoline blendstocks (such as ethanol), distillates (such as home heating oil, diesel and kerosene), residual oil, renewable fuels, crude oil and propane and in the transportation of petroleum products and renewable fuels by rail from the mid-continent region of the United States and Canada.

​

Global GP LLC, the Partnership’s general partner (the “General Partner”), manages the Partnership’s operations and activities and employs its officers and substantially all of its personnel, except for most of its gasoline station and convenience store employees who are employed by Global Montello Group Corp. (“GMG”), a wholly owned subsidiary of the Partnership.

​

The General Partner, which holds a 0.67% general partner interest in the Partnership, is owned by affiliates of the Slifka family. As of March 31, 2023, affiliates of the General Partner, including its directors and executive officers and their affiliates, owned 6,322,050 common units, representing a 18.6% limited partner interest.

​

2023 Events

​

Acquisition of Houston Sites—On March 28, 2023, the Partnership and ExxonMobil signed an agreement to acquire 64 Houston-area convenience and fueling facilities from the Landmark Group. The transaction is subject to the satisfaction of closing conditions and is expected to be completed in the second quarter of 2023. Upon closing of the transaction, the assets will be purchased by Spring Partners Retail LLC, a joint venture between the Partnership and ExxonMobil, and the Partnership will act as the management company and operator.

​

Amendments to the Credit Agreement—On February 2, 2023, the Partnership and certain of its subsidiaries entered into the eighth amendment to the third amended and restated credit agreement which, among other things, permits the Partnership to request up to two reallocations per calendar year of the lending commitments among its facilities under the credit agreement. On May 2, 2023, the Partnership and certain of its subsidiaries entered into the ninth amendment to third amended and restated credit agreement and joinder which, among other things, increases the applicable revolver rate by 25 basis points on borrowings under the revolving credit facility and extends the maturity date from May 6, 2024 to May 2, 2026. See Note 7 for additional information on the credit agreement.

​

Basis of Presentation

​

The accompanying consolidated financial statements as of March 31, 2023 and December 31, 2022 and for the three months ended March 31, 2023 and 2022 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated.

​

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and reflect all adjustments (consisting of normal recurring

adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial condition and operating results for the interim periods. The interim financial information, which has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), should be read in conjunction with the consolidated financial statements for the year ended December 31, 2022 and notes thereto contained in the Partnership’s Annual Report on Form 10-K. The significant accounting policies described in Note 2, “Summary of Significant Accounting Policies,” of such Annual Report on Form 10-K are the same used in preparing the accompanying consolidated financial statements.

​

The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results of operations that will be realized for the entire year ending December 31, 2023. The consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022.

​

Concentration of Risk

​

Due to the nature of the Partnership’s businesses and its reliance, in part, on consumer travel and spending patterns, the Partnership may experience more demand for gasoline during the late spring and summer months than during the fall and winter months. Travel and recreational activities are typically higher in these months in the geographic areas in which the Partnership operates, increasing the demand for gasoline. Therefore, the Partnership’s volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of the Partnership’s refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in the Partnership’s quarterly operating results.

​

The following table presents the Partnership’s product sales and other revenues as a percentage of the consolidated sales for the periods presented:

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Gasoline sales: gasoline and gasoline blendstocks (such as ethanol)

 

59

%  

60

%  

Distillates (home heating oil, diesel and kerosene), residual oil and crude oil sales

 

38

%  

37

%  

Convenience store and prepared food sales, rental income and sundries

​

3

%  

3

%  

Total

 

100

%  

100

%  

​

The following table presents the Partnership’s product margin by segment as a percentage of the consolidated product margin for the periods presented:

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Wholesale segment

 

22

%  

21

%

Gasoline Distribution and Station Operations segment

 

75

%  

76

%

Commercial segment

​

3

%  

3

%

Total

 

100

%  

100

%

​

See Note 13, “Segment Reporting,” for additional information on the Partnership’s operating segments.

​

None of the Partnership’s customers accounted for greater than 10% of total sales for the three months ended March 31, 2023 and 2022.

v3.23.1
Business Combinations
 3 Months Ended
Mar. 31, 2023
Business Combinations  
Business Combinations

Note 2.    Business Combination

​

Acquisition of Tidewater Convenience, Inc.—On September 20, 2022, the Partnership acquired substantially all of the assets of Tidewater Convenience, Inc. (“Tidewater”) in a cash transaction. The acquisition includes 14 company-operated Tidewater convenience stores and 1 fuel site, all located in Virginia. The purchase price was approximately $40.3 million, including inventory. The acquisition was funded with borrowings under the Partnership’s revolving credit facility.

​

The preliminary fair values of the assets acquired and liabilities assumed as of September 20, 2022, the acquisition date, are set forth in the table below. The excess of the purchase price over the aggregate acquisition date value of identifiable net assets acquired was recorded as goodwill and assigned to the Gasoline Distribution and Station Operations (“GDSO”) segment. Substantially all of the goodwill is expected to be deductible for tax purposes. These preliminary acquisition date values were generally determined through established and generally accepted valuation techniques and are subject to change during the measurement period as valuations are finalized. As a result, the acquisition accounting is not complete, and additional information that existed at the acquisition date may become known to the Partnership during the remainder of the measurement period. The Partnership is still in the process of valuing the assets acquired of Tidewater, including inventory, property and equipment and right of use assets, and liabilities.

​

The following table presents the preliminary allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed at the date of acquisition (in thousands):

​

​

​

​

​

Assets purchased:

   

​

​

Inventory

​

$

1,004

Property and equipment

​

​

28,653

Right of use assets

​

​

638

Total identifiable assets purchased

​

​

30,295

Liabilities assumed:

​

​

​

Accrued expenses and other current liabilities

​

​

(908)

Environmental liabilities

​

​

(2,154)

Lease liability

​

​

(508)

Other non-current liabilities

​

​

(3,056)

Total liabilities assumed

​

​

(6,626)

Net identifiable assets acquired

​

​

23,669

Goodwill

​

​

16,651

Net assets acquired

​

$

40,320

​

The fair values of the remaining assets and liabilities noted above approximate their carrying values at September 20, 2022, the acquisition date.

​

There have been no changes to the preliminary allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed during the three months ended March 31, 2023.

​

Supplemental Pro Forma Information—Revenues and net income not included in the Partnership’s consolidated operating results for Tidewater from January 1, 2022 through the acquisition date were immaterial.

v3.23.1
Revenue from Contract Customers
 3 Months Ended
Mar. 31, 2023
Revenue from Contract Customers  
Revenue from Contract Customers

Note 3.     Revenue from Contract Customers

​

Disaggregation of Revenue

​

The following table provides the disaggregation of revenue from contracts with customers and other sales by segment for the periods presented (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 2023

 

Revenue from contracts with customers:

    

Wholesale

    

GDSO

    

Commercial

    

Total

 

Petroleum and related product sales

​

$

857,757

​

$

1,185,866

​

$

171,807

​

$

2,215,430

​

Station operations

​

 

—

​

 

107,279

​

 

—

​

 

107,279

​

Total revenue from contracts with customers

​

​

857,757

​

​

1,293,145

​

​

171,807

​

​

2,322,709

​

Other sales:

​

​

​

​

​

​

​

​

​

Revenue originating as physical forward contracts and exchanges

​

​

1,601,151

​

​

—

​

​

86,065

​

​

1,687,216

​

Revenue from leases

​

 

515

​

 

19,887

​

 

—

​

 

20,402

​

Total other sales

​

​

1,601,666

​

​

19,887

​

​

86,065

​

​

1,707,618

​

Total sales

​

$

2,459,423

​

$

1,313,032

​

$

257,872

​

$

4,030,327

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 2022

 

Revenue from contracts with customers:

    

Wholesale

    

GDSO

    

Commercial

    

Total

 

Petroleum and related product sales

​

$

1,011,786

​

$

1,276,961

​

$

222,573

​

$

2,511,320

​

Station operations

​

 

—

​

 

96,566

​

 

—

​

 

96,566

​

Total revenue from contracts with customers

​

​

1,011,786

​

​

1,373,527

​

​

222,573

​

​

2,607,886

​

Other sales:

​

​

​

​

​

​

​

​

​

Revenue originating as physical forward contracts and exchanges

​

​

1,765,004

​

​

—

​

​

107,409

​

​

1,872,413

​

Revenue from leases

​

 

913

​

 

19,326

​

 

—

​

 

20,239

​

Total other sales

​

​

1,765,917

​

​

19,326

​

​

107,409

​

​

1,892,652

​

Total sales

​

$

2,777,703

​

$

1,392,853

​

$

329,982

​

$

4,500,538

​

​

Contract Balances

​

A receivable, which is included in accounts receivable, net in the accompanying consolidated balance sheets, is recognized in the period the Partnership provides services when its right to consideration is unconditional. In contrast, a contract asset will be recognized when the Partnership has fulfilled a contract obligation but must perform other obligations before being entitled to payment.

​

The nature of the receivables related to revenue from contracts with customers and other revenue, as well as contract assets, are the same, given they are related to the same customers and have the same risk profile and securitization. Payment terms on invoiced amounts are typically 2 to 30 days.

​

A contract liability is recognized when the Partnership has an obligation to transfer goods or services to a customer for which the Partnership has received consideration (or the amount is due) from the customer. The Partnership had no significant contract liabilities at both March 31, 2023 and December 31, 2022.

v3.23.1
Inventories
 3 Months Ended
Mar. 31, 2023
Inventories  
Inventories

Note 4.    Inventories

​

The Partnership hedges substantially all of its petroleum and ethanol inventory using a variety of instruments, primarily exchange-traded futures contracts. These futures contracts are entered into when inventory is purchased and are either designated as fair value hedges against the inventory on a specific barrel basis for inventories qualifying for

fair value hedge accounting or not designated and maintained as economic hedges against certain inventory of the Partnership on a specific barrel basis. Changes in fair value of these futures contracts, as well as the offsetting change in fair value on the hedged inventory, are recognized in earnings as an increase or decrease in cost of sales. All hedged inventory designated in a fair value hedge relationship is valued using the lower of cost, as determined by specific identification, or net realizable value, as determined at the product level. All petroleum and ethanol inventory not designated in a fair value hedging relationship is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Renewable Identification Numbers (“RINs”) inventory is carried at the lower of historical cost, on a first-in, first-out basis, or net realizable value. Convenience store inventory is carried at the lower of historical cost, based on a weighted average cost method, or net realizable value.

​

Inventories consisted of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

March 31,

​

December 31,

​

​

    

2023

    

2022

​

Distillates: home heating oil, diesel and kerosene

​

$

100,813

​

$

205,076

​

Gasoline

​

 

147,256

​

 

160,386

​

Gasoline blendstocks

​

 

42,266

​

 

51,900

​

Residual oil

​

 

61,916

​

 

112,457

​

Renewable identification numbers (RINs)

​

 

2,488

​

 

5,098

​

Crude oil

​

 

1,459

​

 

2,248

​

Convenience store inventory

​

 

29,105

​

 

29,566

​

Total

​

$

385,303

​

$

566,731

​

​

In addition to its own inventory, the Partnership has exchange agreements for petroleum products and ethanol with unrelated third-party suppliers, whereby it may draw inventory from these other suppliers and suppliers may draw inventory from the Partnership. Positive exchange balances are accounted for as accounts receivable and amounted to $9.2 million and $2.3 million at March 31, 2023 and December 31, 2022, respectively. Negative exchange balances are accounted for as accounts payable and amounted to $22.8 million and $24.3 million at March 31, 2023 and December 31, 2022, respectively. Exchange transactions are valued using current carrying costs.

v3.23.1
Goodwill
 3 Months Ended
Mar. 31, 2023
Goodwill..  
Goodwill

Note 5.    Goodwill

​

The Partnership’s goodwill, all of which has been allocated to the GDSO segment, was $427.8 million at both March 31, 2023 and December 31, 2022. There were no changes to goodwill during the three months ended March 31, 2023.
v3.23.1
Property and Equipment
 3 Months Ended
Mar. 31, 2023
Property and Equipment  
Property and Equipment

Note 6.    Property and Equipment

​

Property and equipment consisted of the following (in thousands):

​

​

​

​

​

​

​

​

​

​

​

March 31, 

​

December 31,

​

​

    

2023

    

2022

 

Buildings and improvements

​

$

1,464,390

​

$

1,441,893

​

Land

​

 

521,520

​

 

523,631

​

Fixtures and equipment

​

 

42,879

​

 

42,136

​

Idle plant assets

​

​

30,500

​

​

30,500

​

Construction in process

​

 

43,395

​

 

56,047

​

Capitalized internal use software

​

 

33,808

​

 

33,687

​

Total property and equipment

​

 

2,136,492

​

 

2,127,894

​

Less accumulated depreciation

​

 

932,131

​

 

909,723

​

Total

​

$

1,204,361

​

$

1,218,171

​

​

Property and equipment includes retail gasoline station assets held for sale of $1.4 million and $5.3 million at March 31, 2023 and December 31, 2022, respectively.

​

At March 31, 2023, the Partnership had a $37.6 million remaining net book value of long-lived assets at its West Coast facility, including $30.5 million related to the Partnership’s ethanol plant acquired in 2013. The Partnership would need to take certain measures to prepare the facility for ethanol production in order to place the plant into service and commence depreciation. Therefore, the $30.5 million related to the ethanol plant was included in property and equipment and classified as idle plant assets at both March 31, 2023 and December 31, 2022.

​

If the Partnership is unable to generate cash flows to support the recoverability of the plant and facility assets, this may become an indicator of potential impairment of the West Coast facility. The Partnership believes these assets are recoverable but continues to monitor the market for ethanol, the continued business development of this facility for ethanol or other product transloading, and the related impact this may have on the facility’s operating cash flows and whether this would constitute an impairment indicator.
v3.23.1
Debt and Financing Obligations
 3 Months Ended
Mar. 31, 2023
Debt and Financing Obligations  
Debt and Financing Obligations

Note 7.    Debt and Financing Obligations

​

Credit Agreement

​

Certain subsidiaries of the Partnership, as borrowers, and the Partnership and certain of its subsidiaries, as guarantors, have a $1.55 billion senior secured credit facility (the “Credit Agreement”). The Credit Agreement matures on May 6, 2024.

​

On February 2, 2023, the Partnership and certain of its subsidiaries entered into the eighth amendment to the third amended and restated credit agreement (the “Eighth Amendment”) which, among other things, permits the Partnership to request up to two reallocations per calendar year of the lending commitments among its facilities under the Credit Agreement (see “Eighth Amendment to the Credit Agreement” below). On May 2, 2023, the Partnership and certain of its subsidiaries entered into the ninth amendment to third amended and restated credit agreement and joinder which, among other things, increases the applicable revolver rate by 25 basis points on borrowings under the revolving credit facility and extends the maturity date from May 6, 2024 to May 2, 2026. All other material terms of the Credit Agreement remain substantially the same as disclosed in Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022.

​

As of March 31, 2023, there were are two facilities under the Credit Agreement:

​

●a working capital revolving credit facility to be used for working capital purposes and letters of credit in the principal amount equal to the lesser of the Partnership’s borrowing base and $950.0 million; and

​

●a $600.0 million revolving credit facility to be used for general corporate purposes.

​

Availability under the working capital revolving credit facility is subject to a borrowing base which is redetermined from time to time and based on specific advance rates on eligible current assets. Availability under the borrowing base may be affected by events beyond the Partnership’s control, such as changes in petroleum product prices, collection cycles, counterparty performance, advance rates and limits and general economic conditions.

​

The average interest rates for the Credit Agreement were 6.5% and 2.3% for the three months ended March 31, 2023 and 2022, respectively.

​

The Partnership classifies a portion of its working capital revolving credit facility as a current liability and a portion as a long-term liability. The portion classified as a long-term liability represents the amounts expected to be outstanding throughout the next twelve months based on an analysis of historical daily borrowings under the working capital revolving credit facility, the seasonality of borrowings, forecasted future working capital requirements and forward product curves, and because the Partnership has a multi-year, long-term commitment from its bank group. Accordingly, at March 31, 2023 the Partnership estimated working capital revolving credit facility borrowings will equal or exceed $0 over the next twelve months.

​

The table below presents the total borrowings and availability under the Credit Agreement (in thousands):

​

​

​

​

​

​

​

​

​

​

​

March 31, 

​

December 31,

​

​

    

2023

    

2022

 

Total available commitments

​

$

1,550,000

​

$

1,550,000

​

​

​

​

​

​

​

​

​

Working capital revolving credit facility-current portion

​

​

247,300

​

​

153,400

​

Working capital revolving credit facility-less current portion

​

​

—

​

​

—

​

Revolving credit facility

​

​

99,000

​

​

99,000

​

Total borrowings outstanding

​

​

346,300

​

​

252,400

​

​

​

​

​

​

​

​

​

Less outstanding letters of credit

​

​

43,800

​

​

181,400

​

​

​

​

​

​

​

​

​

Total remaining availability for borrowings and letters of credit (1)

​

$

1,159,900

​

$

1,116,200

​

(1)Subject to borrowing base limitations.

​

The Credit Agreement imposes financial covenants that require the Partnership to maintain certain minimum working capital amounts, a minimum combined interest coverage ratio, a maximum senior secured leverage ratio and a maximum total leverage ratio. The Partnership was in compliance with the foregoing covenants at March 31, 2023.

​

Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022 for additional information on the Credit Agreement.

​

Deferred Financing Fees

​

The Partnership incurs bank fees related to its Credit Agreement and other financing arrangements. These deferred financing fees are capitalized and amortized over the life of the Credit Agreement or other financing

arrangements. The Partnership had unamortized deferred financing fees of $13.0 million and $14.4 million at March 31, 2023 and December 31, 2022, respectively.

​

Unamortized fees related to the Credit Agreement are included in other current assets and other long-term assets and amounted to $3.9 million and $4.8 million at March 31, 2023 and December 31, 2022, respectively. Unamortized fees related to the senior notes are presented as a direct deduction from the carrying amount of that debt liability and amounted to $8.6 million and $9.0 million at March 31, 2023 and December 31, 2022, respectively. Unamortized fees related to the Partnership’s sale-lease transactions are presented as a direct deduction from the carrying amount of the financing obligation and amounted to $0.5 million and $0.6 million at March 31, 2023 and December 31, 2022, respectively.

​

Amortization expense of approximately $1.3 million and $1.4 million for the three months ended March 31, 2023 and 2022, respectively, is included in interest expense in the accompanying consolidated statements of operations.

​

Supplemental cash flow information

​

The following table presents supplemental cash flow information related to the Credit Agreement for the periods presented (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

​

March 31,

​

​

​

​

2023

    

2022

    

 

Borrowings from working capital revolving credit facility

​

$

751,400

​

$

669,100

​

​

Payments on working capital revolving credit facility

​

​

(657,500)

​

​

(645,200)

​

​

Net borrowings from working capital revolving credit facility

​

$

93,900

​

$

23,900

​

​

Borrowings from revolving credit facility

​

$

—

​

$

384,000

​

​

Payments on revolving credit facility

​

​

—

​

​

(199,400)

​

​

Net borrowings from revolving credit facility

​

$

—

​

$

184,600

​

​

​

Eighth Amendment to the Credit Agreement

​

On February 2, 2023, the Partnership and certain of its subsidiaries entered into the Eighth Amendment which, among other things, permits the Partnership to request up to two reallocations per calendar year (each, a “Reallocation”) of a portion of the working capital revolving credit facility, the working capital interim facility and/or the revolving credit facility to the working capital revolving credit facility, the working capital interim facility and/or the revolving credit facility, as applicable. Each Reallocation shall be in a minimum amount of $50.0 million and, after giving effect to any such Reallocation, the amount of the aggregate commitments shall remain the same.

​

Pursuant to the terms of the Credit Agreement, the Partnership requested, and the lenders under the Credit Agreement agreed to, a Reallocation of $150.0 million of the working capital revolving credit facility to the revolving credit facility. After giving effect to such Reallocation, the working capital revolving credit facility is $950.0 million, and the revolving credit facility is $600.0 million.

​

Senior Notes

​

The Partnership had 7.00% senior notes due 2027 and 6.875% senior notes due 2029 outstanding at March 31, 2023 and December 31, 2022. Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022 for additional information on these senior notes.

​

Financing Obligations

​

The Partnership had financing obligations outstanding at March 31, 2023 and December 31, 2022 associated with historical sale-leaseback transactions that did not meet the criteria for sale accounting. Please read Note 9 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022 for additional information on these financial obligations.
v3.23.1
Derivative Financial Instruments
 3 Months Ended
Mar. 31, 2023
Derivative Financial Instruments  
Derivative Financial Instruments

Note 8.    Derivative Financial Instruments

​

The Partnership principally uses derivative instruments, which include regulated exchange-traded futures and options contracts (collectively, “exchange-traded derivatives”) and physical and financial forwards and over-the-counter (“OTC”) swaps (collectively, “OTC derivatives”), to reduce its exposure to unfavorable changes in commodity market prices. The Partnership uses these exchange-traded and OTC derivatives to hedge commodity price risk associated with its inventory and undelivered forward commodity purchases and sales (“physical forward contracts”). The Partnership accounts for derivative transactions in accordance with ASC Topic 815, “Derivatives and Hedging,” and recognizes derivatives instruments as either assets or liabilities in the consolidated balance sheet and measures those instruments at fair value. The changes in fair value of the derivative transactions are presented currently in earnings, unless specific hedge accounting criteria are met.

​

The following table summarizes the notional values related to the Partnership’s derivative instruments outstanding at March 31, 2023:

​

​

​

​

​

​

​

​

Units (1)

    

Unit of Measure

 

Exchange-Traded Derivatives

​

​

​

​

​

Long

​

39,447

 

Thousands of barrels

​

Short

​

(41,073)

 

Thousands of barrels

​

​

​

​

​

​

​

OTC Derivatives (Petroleum/Ethanol)

​

​

​

​

​

Long

​

5,339

 

Thousands of barrels

​

Short

​

(3,012)

 

Thousands of barrels

​

(1)Number of open positions and gross notional values do not measure the Partnership’s risk of loss, quantify risk or represent assets or liabilities of the Partnership, but rather indicate the relative size of the derivative instruments and are used in the calculation of the amounts to be exchanged between counterparties upon settlements.

​

Derivatives Accounted for as Hedges

​

Fair Value Hedges

​

The Partnership’s fair value hedges include exchange-traded futures contracts and OTC derivative contracts that are hedges against inventory with specific futures contracts matched to specific barrels. The change in fair value of these futures contracts and the change in fair value of the underlying inventory generally provide an offset to each other in the consolidated statements of operations.

​

The following table presents the gains and losses from the Partnership’s derivative instruments involved in fair value hedging relationships recognized in the consolidated statements of operations for the periods presented (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Statement of Gain (Loss)

​

Three Months Ended

​

​

​

Recognized in Income on

​

March 31,

​

​

​

Derivatives

​

2023

​

2022

​

Derivatives in fair value hedging relationship

    

    

    

​

    

    

​

    

    

Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity products

 

Cost of sales

​

$

(514)

​

$

(10,804)

​

Hedged items in fair value hedge relationship

​

​

​

​

​

​

​

​

​

Physical inventory

 

Cost of sales

​

$

(4,819)

​

$

21,771

​

​

Derivatives Not Accounted for as Hedges

​

The Partnership utilizes petroleum and ethanol commodity contracts to hedge price and currency risk in certain commodity inventories and physical forward contracts.

​

The following table presents the gains and losses from the Partnership’s derivative instruments not involved in a hedging relationship recognized in the consolidated statements of operations for the periods presented (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

Statement of Gain (Loss)

​

Three Months Ended

​

Derivatives not designated as

​

Recognized in

​

March 31,

​

hedging instruments

    

Income on Derivatives

    

2023

    

2022

    

Commodity contracts

 

Cost of sales

​

$

(2,241)

​

$

5,748

​

​

Commodity Contracts and Other Derivative Activity

​

The Partnership’s commodity contracts and other derivative activity include: (i) exchange-traded derivative contracts that are hedges against inventory and either do not qualify for hedge accounting or are not designated in a hedge accounting relationship, (ii) exchange-traded derivative contracts used to economically hedge physical forward contracts, (iii) financial forward and OTC swap agreements used to economically hedge physical forward contracts and (iv) the derivative instruments under the Partnership’s controlled trading program. The Partnership does not take the normal purchase and sale exemption available under ASC 815 for any of its physical forward contracts.

​

The following table presents the fair value of each classification of the Partnership’s derivative instruments and its location in the consolidated balance sheets at March 31, 2023 and December 31, 2022 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2023

 

​

​

​

​

Derivatives

​

Derivatives Not

​

​

​

 

​

​

​

​

Designated as

​

Designated as

​

​

​

 

​

​

​

​

Hedging

​

Hedging

​

​

​

 

​

​

Balance Sheet Location

​

Instruments

​

Instruments

​

Total

 

Asset Derivatives:

    

    

    

​

    

    

​

    

    

​

    

​

Exchange-traded derivative contracts

 

Broker margin deposits

​

$

(514)

​

$

46,140

​

$

45,626

​

Forward derivative contracts (1)

 

Derivative assets

​

​

—

​

​

18,554

​

​

18,554

​

Total asset derivatives

​

​

​

$

(514)

​

$

64,694

​

$

64,180

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liability Derivatives:

​

                                                                  

​

​

​

​

​

​

​

​

​

​

Exchange-traded derivative contracts

 

Broker margin deposits

​

$

—

​

$

(38,969)

​

$

(38,969)

​

Forward derivative contracts (1)

​

Derivative liabilities

​

​

—

​

​

(8,384)

​

​

(8,384)

​

Total liability derivatives

​

​

​

$

—

​

$

(47,353)

​

$

(47,353)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2022

 

​

​

​

​

Derivatives

​

Derivatives Not

​

​

​

 

​

​

​

​

Designated as

​

Designated as

​

​

​

 

​

​

​

​

Hedging

​

Hedging

​

​

​

 

​

​

Balance Sheet Location

​

Instruments

​

Instruments

​

Total

 

Asset Derivatives:

    

    

    

​

    

    

​

    

    

​

    

​

Exchange-traded derivative contracts

 

Broker margin deposits

​

$

(11,517)

​

$

58,380

​

$

46,863

​

Forward derivative contracts (1)

 

Derivative assets

​

​

—

​

​

19,848

​

​

19,848

​

Total asset derivatives

​

​

​

$

(11,517)

​

$

78,228

​

$

66,711

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liability Derivatives:

​

                                                                  

​

​

​

​

​

​

​

​

​

​

Exchange-traded derivative contracts

​

Broker margin deposits

​

$

—

​

$

(51,974)

​

$

(51,974)

​

Forward derivative contracts (1)

 

Derivative liabilities

​

​

—

​

​

(17,680)

​

​

(17,680)

​

Total liability derivatives

​

​

​

$

—

​

$

(69,654)

​

$

(69,654)

​

(1)Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.

​

Credit Risk

​

The Partnership’s derivative financial instruments do not contain credit risk related to other contingent features that could cause accelerated payments when these financial instruments are in net liability positions.

​

The Partnership is exposed to credit loss in the event of nonperformance by counterparties to the Partnership’s exchange-traded and OTC derivative contracts, but the Partnership has no current reason to expect any material nonperformance by any of these counterparties. Exchange-traded derivative contracts, the primary derivative instrument utilized by the Partnership, are traded on regulated exchanges, greatly reducing potential credit risks. The Partnership utilizes major financial institutions as its clearing brokers for all New York Mercantile Exchange (“NYMEX”), Chicago Mercantile Exchange (“CME”) and Intercontinental Exchange (“ICE”) derivative transactions and the right of offset exists with these financial institutions under master netting agreements. Accordingly, the fair value of the Partnership’s exchange-traded derivative instruments is presented on a net basis in the consolidated balance sheets. Exposure on OTC derivatives is limited to the amount of the recorded fair value as of the balance sheet dates.

​

Please read Note 2 of Notes to Consolidated Financial Statements in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022 for additional information on derivative financial instruments.
v3.23.1
Fair Value Measurements
 3 Months Ended
Mar. 31, 2023
Fair Value Measurements  
Fair Value Measurements

Note 9.    Fair Value Measurements

​

The following tables present, by level within the fair value hierarchy, the Partnership’s financial assets and liabilities that were measured at fair value on a recurring basis as of March 31, 2023 and December 31, 2022 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value at March 31, 2023

 

​

​

​

​

​

​

​

​

Cash Collateral 

​

​

​

 

​

    

Level 1

    

Level 2

    

Netting

    

Total

 

Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

18,554

​

$

—

​

$

18,554

​

Exchange-traded/cleared derivative instruments (2)

​

 

6,657

​

 

—

​

 

12,393

​

 

19,050

​

Pension plans

​

 

18,668

​

 

—

​

 

—

​

 

18,668

​

Total assets

​

$

25,325

​

$

18,554

​

$

12,393

​

$

56,272

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

(8,384)

​

$

—

​

$

(8,384)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value at December 31, 2022

 

​

​

​

​

​

​

​

​

Cash Collateral 

​

​

​

 

​

    

Level 1

    

Level 2

    

Netting

    

Total

 

Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

19,848

​

$

—

​

$

19,848

​

Exchange-traded/cleared derivative instruments (2)

​

 

(5,111)

​

 

—

​

 

28,542

​

 

23,431

​

Pension plans

​

 

18,257

​

 

—

​

 

—

​

 

18,257

​

Total assets

​

$

13,146

​

$

19,848

​

$

28,542

​

$

61,536

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

(17,680)

​

$

—

​

$

(17,680)

​

(1)Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.
(2)Amount includes the effect of cash balances on deposit with clearing brokers.

​

This table excludes cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value. The carrying amounts of certain of the Partnership’s financial instruments, including cash equivalents, accounts receivable, accounts payable and other accrued liabilities approximate fair value due to their short maturities. The carrying value of the credit facility approximates fair value due to the variable rate nature of these financial instruments.

​

The carrying value of the inventory qualifying for fair value hedge accounting approximates fair value due to adjustments for changes in fair value of the hedged item. The fair values of the derivatives used by the Partnership are disclosed in Note 8.

​

The determination of the fair values above incorporates factors including not only the credit standing of the counterparties involved, but also the impact of the Partnership’s nonperformance risks on its liabilities.

​

The Partnership estimates the fair values of its senior notes using a combination of quoted market prices for similar financing arrangements and expected future payments discounted at risk-adjusted rates, which are considered

Level 2 inputs. The fair values of the senior notes, estimated by observing market trading prices of the respective senior notes, were as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2023

​

December 31, 2022

​

​

Face

​

Fair

​

Face

​

Fair

​

​

Value

​

Value

​

Value

​

Value

​

7.00% senior notes due 2027

$

400,000

​

$

383,000

​

$

400,000

​

$

379,000

​

6.875% senior notes due 2029

$

350,000

​

$

320,250

​

$

350,000

​

$

315,875

​

​

Non-Recurring Fair Value Measures

​

Certain nonfinancial assets and liabilities are measured at fair value on a non-recurring basis and are subject to fair value adjustments in certain circumstances, such as acquired assets and liabilities, losses related to firm non-cancellable purchase commitments or long-lived assets subject to impairment. For assets and liabilities measured on a non-recurring basis during the period, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category. See Note 2 for acquired assets and liabilities measured on a non-recurring basis.
v3.23.1
Environmental Liabilities
 3 Months Ended
Mar. 31, 2023
Environmental Liabilities and Renewable Identification Numbers (RINs)  
Environmental Liabilities and Renewable Identification Numbers (RINs)

Note 10.    Environmental Liabilities

​

The following table presents a summary roll forward of the Partnership’s environmental liabilities at March 31, 2023 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at

​

​

​

    

​

​

    

Other

    

Balance at

 

​

​

December 31,

​

Payments

​

Dispositions

​

Adjustments

​

March 31,

 

Environmental Liability Related to:

​

2022

​

2023

​

2023

​

2023

​

2023

 

Retail gasoline stations

​

$

66,703

​

$

(578)

​

$

(85)

​

$

81

​

$

66,121

​

Terminals

​

 

1,932

​

 

(19)

​

 

—

​

 

21

​

 

1,934

​

Total environmental liabilities

​

$

68,635

​

$

(597)

​

$

(85)

​

$

102

​

$

68,055

​

Current portion

​

$

4,606

​

​

​

​

​

​

​

​

​

​

$

4,941

​

Long-term portion

​

 

64,029

​

​

​

​

​

​

​

​

​

​

 

63,114

​

Total environmental liabilities

​

$

68,635

​

​

​

​

​

​

​

​

​

​

$

68,055

​

​

The Partnership’s estimates used in these environmental liabilities are based on all known facts at the time and its assessment of the ultimate remedial action outcomes. Among the many uncertainties that impact the Partnership’s estimates are the necessary regulatory approvals for, and potential modification of, its remediation plans, the amount of data available upon initial assessment of the impact of soil or water contamination, changes in costs associated with environmental remediation services and equipment, relief of obligations through divestitures of sites and the possibility of existing legal claims giving rise to additional claims. Dispositions generally represent relief of legal obligations through the sale of the related property with no retained obligation. Other adjustments generally represent changes in estimates for existing obligations or obligations associated with new sites. Therefore, although the Partnership believes that these environmental liabilities are adequate, no assurances can be made that any costs incurred in excess of these environmental liabilities or outside of indemnifications or not otherwise covered by insurance would not have a material adverse effect on the Partnership’s financial condition, results of operations or cash flows.
v3.23.1
Related Party Transactions
 3 Months Ended
Mar. 31, 2023
Related Party Transactions  
Related Party Transactions

Note 11.    Related Party Transactions

​

Services Agreement—The Partnership is a party to a services agreement with various entities which own limited partner interests in the Partnership and interests in the General Partner and which are 100% owned by members of the Slifka family (the “Slifka Entities Services Agreement”), pursuant to which the Partnership provides certain tax, accounting, treasury, and legal support services and such Slifka entities pay the Partnership an annual services fee of $20,000, and which Slifka Entities Services Agreement has been approved by the Conflicts Committee of the board of

directors of the General Partner. The Slifka Entities Services Agreement is for an indefinite term and any party may terminate some or all of the services upon ninety (90) days’ advance written notice. As of March 31, 2023, no such notice of termination had been given by any party to the Slifka Entities Services Agreement.

​

The General Partner employs substantially all of the Partnership’s employees, except for most of its gasoline station and convenience store employees, who are employed by GMG. The Partnership reimburses the General Partner for expenses incurred in connection with these employees. These expenses, including bonus, payroll and payroll taxes, were $36.4 million and $39.7 million for the three months ended March 31, 2023 and 2022, respectively. The Partnership also reimburses the General Partner for its contributions under the General Partner’s 401(k) Savings and Profit Sharing Plans and the General Partner’s qualified and non-qualified pension plans.

​

The table below presents receivables from the General Partner (in thousands):

​

​

​

​

​

​

​

​

​

​

​

March 31,

​

December 31,

​

​

    

2023

    

2022

 

Receivables from the General Partner (1)

​

$

4,035

​

$

2,380

​

(1)Receivables from the General Partner reflect the Partnership’s prepayment of payroll taxes and payroll accruals to the General Partner and are due to the timing of the payroll obligations.

​

Sale of the Revere Terminal—On June 28, 2022, the Partnership completed the sale of its terminal located on Boston Harbor in Revere, Massachusetts (the “Revere Terminal”) to Revere MA Owner LLC (the “Revere Buyer”) for a purchase price of $150.0 million in cash. In connection with closing under the purchase agreement between the Partnership and the Revere Buyer, the Partnership entered into a leaseback agreement, which meets the criteria for sale accounting, with the Revere Buyer pursuant to which the Partnership leases back key infrastructure at the Revere Terminal, including certain tanks, dock access rights, and loading rack infrastructure, to allow the Partnership to continue business operations at the Revere Terminal. The term of the leaseback agreement, including all renewal options exercisable at the Partnership’s election, could extend through September 30, 2039.

​

Pursuant to the terms of the purchase agreement the Partnership entered into with affiliates of the Slifka family (the “Initial Sellers”), related parties, in 2015 to acquire the Revere Terminal, the Initial Sellers are entitled to an amount equal to fifty percent of the net proceeds (as defined in the 2015 purchase agreement) (the “Initial Sellers Share”) from the sale of the Revere Terminal. At the time of the 2022 closing, the preliminary calculation of the Initial Sellers Share was approximately $44.3 million, which amount is subject to future revisions. To date, there have been no payments of additional net proceeds from the 2022 sale of the Revere Terminal relating to the final calculation of the Initial Sellers Share, as adjusted for such shared expenses and potential operating losses or profits.

​

The final calculation of the Initial Sellers Share, including a sharing of any additional expenses in order to satisfy outstanding obligations under the Partnership’s current government storage contract at the Revere Terminal and potential operating losses or profits relating to the operation of the Revere Terminal during the initial leaseback term, will occur upon the expiration of such storage contract. The Partnership recorded a total of approximately $7.3 million of such additional expenses due to the Initial Sellers which are included in accrued expenses and other current liabilities in the accompanying consolidated balance sheet as of March 31, 2023. Approximately $2.7 million of the total amount was recorded in selling, general and administrative expenses in the accompanying consolidated statement of operations for the three months ended March 31, 2023.
v3.23.1
Partners Equity and Cash Distributions
 3 Months Ended
Mar. 31, 2023
Partners' Equity and Cash Distributions  
Partners' Equity and Cash Distributions

Note 12.    Partners’ Equity and Cash Distributions

​

Partners’ Equity

​

Common Units and General Partner Interest

​

At March 31, 2023, there were 33,995,563 common units issued, including 6,322,050 common units held by affiliates of the General Partner, including directors and executive officers, collectively representing a 99.33% limited partner interest in the Partnership, and 230,303 general partner units representing a 0.67% general partner interest in the Partnership. There have been no changes to common units or the general partner interest during the three months ended March 31, 2023.

​

Series A Preferred Units

​

At March 31, 2023, there were 2,760,000 9.75% Series A Fixed-to-Floating Rate Cumulative Redeemable Perpetual Preferred Units issued representing limited partner interests (the “Series A Preferred Units”) for $25.00 per Series A Preferred Unit. There have been no changes to the Series A Preferred Units during the three months ended March 31, 2023.

​

Series B Preferred Units

​

At March 31, 2023, there were 3,000,000 9.50% Series B Fixed Rate Cumulative Redeemable Perpetual Preferred Units issued representing limited partners interests (the “Series B Preferred Units”) for $25.00 per Series B Preferred Unit. There have been no changes to the Series B Preferred Units during the three months ended March 31, 2023.

​

Cash Distributions

​

Common Units

​

The Partnership intends to make cash distributions to common unitholders on a quarterly basis, although there is no assurance as to the future cash distributions since they are dependent upon future earnings, capital requirements, financial condition and other factors. The Credit Agreement prohibits the Partnership from making cash distributions if any potential default or Event of Default, as defined in the Credit Agreement, occurs or would result from the cash distribution. The indentures governing the Partnership’s outstanding senior notes also limit the Partnership’s ability to make distributions to its common unitholders in certain circumstances.

​

Within 45 days after the end of each quarter, the Partnership will distribute all of its Available Cash (as defined in its partnership agreement) to common unitholders of record on the applicable record date.

​

The Partnership will make distributions of Available Cash from distributable cash flow for any quarter in the following manner: 99.33% to the common unitholders, pro rata, and 0.67% to the General Partner, until the Partnership distributes for each outstanding common unit an amount equal to the minimum quarterly distribution for that quarter; and thereafter, cash in excess of the minimum quarterly distribution is distributed to the common unitholders and the General Partner based on the percentages as provided below.

​

As holder of the IDRs, the General Partner is entitled to incentive distributions if the amount that the Partnership distributes with respect to any quarter exceeds specified target levels shown below:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Marginal Percentage

 

​

​

Total Quarterly Distribution

​

Interest in Distributions

 

​

    

Target Amount

    

Unitholders

    

General Partner

  

First Target Distribution

​

​

up to $0.4625

 

99.33

%  

0.67

%

Second Target Distribution

​

 

above $0.4625 up to $0.5375

 

86.33

%  

13.67

%

Third Target Distribution

​

 

above $0.5375 up to $0.6625

 

76.33

%  

23.67

%

Thereafter

​

 

above $0.6625

 

51.33

%  

48.67

%

​

The Partnership paid the following cash distribution to common unitholders during 2023 (in thousands, except per unit data):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the

    

Per Unit

    

​

​

    

​

​

    

​

​

    

​

​

 

Cash Distribution

​

Quarter

​

Cash

​

Common

​

General

​

Incentive

​

Total Cash

 

Payment Date

    

Ended

​

Distribution

​

Units

​

Partner

​

Distribution

​

Distribution

 

2/14/2023 (1)(2)

​

12/31/22

​

$

1.5725

​

$

53,458

​

$

569

​

$

1,383

​

$

55,410

​

(1)This distribution consists of a quarterly distribution of $0.6350 per unit and a one-time special distribution of $0.9375 per unit.
(2)The quarterly distribution of $0.6350 per unit resulted in the Partnership reaching its third target level distribution for this quarter. As a result, the General Partner, as the holder of the IDRs, received an incentive distribution with respect to the $0.6350 per unit distribution. The General Partner agreed to waive its incentive distribution rights with respect to the one-time special distribution of $0.9375 per unit.

​

In addition, on April 25, 2023, the board of directors of the General Partner declared a quarterly cash distribution of $0.6550 per unit ($2.62 per unit on an annualized basis) on all of its outstanding common units for the period from January 1, 2023 through March 31, 2023. On May 15, 2023, the Partnership will pay this cash distribution to its common unitholders of record as of the close of business on May 9, 2023.

​

Preferred Units

​

Distributions on the Series A Preferred Units are cumulative from August 7, 2018, the original issue date of the Series A Preferred Units, and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year (each, a “Series A Distribution Payment Date”), commencing on November 15, 2018, to holders of record as of the opening of business on the February 1, May 1, August 1 or November 1 next preceding the Series A Distribution Payment Date, in each case, when, as, and if declared by the General Partner out of legally available funds for such purpose. Distributions on the Series A Preferred Units will be paid out of Available Cash with respect to the quarter immediately preceding the applicable Series A Distribution Payment Date.

​

At any time on or after August 15, 2023, the Partnership may redeem, in whole or in part, the Series A Preferred Units at a redemption price in cash of $25.00 per Series A Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption, whether or not declared. The Partnership must provide not less than 30 days’ and not more than 60 days’ advance written notice of any such redemption. Any such redemptions would be effected only out of funds legally available for such purposes and would be subject to compliance with the provisions of the Partnership’s outstanding indebtedness.

​

Distributions on the Series B Preferred Units are cumulative from March 24, 2021, the original issue date of the Series B Preferred Units, and payable quarterly in arrears on February 15, May 15, August 15 and November 15 of each year (each, a “Series B Distribution Payment Date”), commencing on May 15, 2021, to holders of record as of the

opening of business on the February 1, May 1, August 1 or November 1 next preceding the Series B Distribution Payment Date, in each case, when, as, and if declared by the General Partner out of legally available funds for such purpose. Distributions on the Series B Preferred Units will be paid out of Available Cash with respect to the quarter immediately preceding the applicable Series B Distribution Payment Date.

​

At any time on or after May 15, 2026, the Partnership may redeem, in whole or in part, the Series B Preferred Units at a redemption price in cash of $25.00 per Series B Preferred Unit plus an amount equal to all accumulated and unpaid distributions thereon to, but excluding, the date of redemption, whether or not declared. The Partnership must provide not less than 30 days’ and not more than 60 days’ advance written notice of any such redemption.

​

The Partnership paid the following cash distributions on the Series A Preferred Units and the Series B Preferred Units during 2023 (in thousands, except per unit data):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Series A Preferred Units

​

Series B Preferred Units

 

​

​

For the

​

Per Unit

​

​

​

​

Per Unit

​

​

​

​

Cash Distribution

​

Quarterly Period

​

Cash

​

Total Cash

​

Cash

​

Total Cash

 

Payment Date

    

Covering

​

Distribution

    

Distribution

​

Distribution

    

Distribution

 

2/15/2023

​

11/15/22 - 2/14/23

​

$

0.609375

​

$

1,682

​

$

0.59375

​

$

1,781

​

​

In addition, on April 17, 2023, the board of directors (“the Board”) of the General Partner declared a quarterly cash distribution of $0.609375 per unit ($2.4375 per unit on an annualized basis) on the Series A Preferred Units for the period from February 15, 2023 through May 14, 2023. This distribution will be payable on May 15, 2023 to holders of record as of the opening of business on May 1, 2023.

​

The Board also declared a quarterly cash distribution of $0.59375 per unit ($2.375 per unit on an annualized basis) on the Series B Preferred Units for the period from February 15, 2023 through May 14, 2023. This distribution will be payable on May 15, 2023 to holders of record as of the opening of business on May 1, 2023.
v3.23.1
Segment Reporting
 3 Months Ended
Mar. 31, 2023
Segment Reporting  
Segment Reporting

Note 13.    Segment Reporting

​

Summarized financial information for the Partnership’s reportable segments is presented in the table below (in thousands):

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

 

​

    

2023

    

2022

 

Wholesale Segment:

​

​

​

​

​

​

​

Sales

​

​

​

​

​

​

​

Gasoline and gasoline blendstocks

​

$

1,175,623

​

$

1,420,226

​

Distillates and other oils (1)(2)

​

 

1,283,800

​

 

1,357,477

​

Total

​

$

2,459,423

​

$

2,777,703

​

Product margin

​

​

​

​

​

​

​

Gasoline and gasoline blendstocks

​

$

20,386

​

$

(2,285)

​

Distillates and other oils (1)(2)

​

 

32,747

​

 

49,373

​

Total

​

$

53,133

​

$

47,088

​

Gasoline Distribution and Station Operations Segment:

​

​

​

​

​

​

​

Sales

​

​

​

​

​

​

​

Gasoline

​

$

1,185,866

​

$

1,276,961

​

Station operations (3)

​

 

127,166

​

 

115,892

​

Total

​

$

1,313,032

​

$

1,392,853

​

Product margin

​

​

​

​

​

​

​

Gasoline

​

$

120,816

​

$

114,886

​

Station operations (3)

​

 

62,730

​

 

58,097

​

Total

​

$

183,546

​

$

172,983

​

Commercial Segment:

​

​

​

​

​

​

​

Sales

​

$

257,872

​

$

329,982

​

Product margin

​

$

8,127

​

$

8,141

​

Combined sales and Product margin:

​

​

​

​

​

​

​

Sales

​

$

4,030,327

​

$

4,500,538

​

Product margin (4)

​

$

244,806

​

$

228,212

​

Depreciation allocated to cost of sales

​

 

(22,742)

​

 

(21,974)

​

Combined gross profit

​

$

222,064

​

$

206,238

​

(1)Distillates and other oils (primarily residual oil and crude oil).
(2)Segment reporting results for the three months ended March 31, 2022 have been reclassified within the Wholesale segment to conform to the Partnership’s current presentation. Specifically, results from crude oil previously shown separately are included in distillates and other oils as results from crude oil are immaterial.
(3)Station operations consist of convenience store and prepared food sales, rental income and sundries.
(4)Product margin is a non-GAAP financial measure used by management and external users of the Partnership’s consolidated financial statements to assess its business. The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure.

​

Approximately 96 million gallons and 101 million gallons of the GDSO segment’s sales for the three months ended March 31, 2023 and 2022, respectively, were supplied from petroleum products and renewable fuels sourced by the Wholesale segment. The Commercial segment’s sales were predominantly sourced by the Wholesale segment. These intra-segment sales are not reflected as sales in the Wholesale segment as they are eliminated.

​

A reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements is as follows (in thousands):

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Combined gross profit

​

$

222,064

​

$

206,238

​

Operating costs and expenses not allocated to operating segments:

​

​

​

​

​

​

​

Selling, general and administrative expenses

​

 

62,256

​

 

56,281

​

Operating expenses

​

 

108,353

​

 

99,233

​

Amortization expense

​

​

2,084

​

​

2,499

​

Net gain on sale and disposition of assets

​

​

(2,128)

​

​

(4,911)

​

Total operating costs and expenses

​

 

170,565

​

 

153,102

​

Operating income

​

 

51,499

​

 

53,136

​

Interest expense

​

 

(22,068)

​

 

(21,474)

​

Income tax expense

​

 

(400)

​

 

(1,177)

​

Net income

​

$

29,031

​

$

30,485

​

​

The Partnership’s foreign assets and foreign sales were immaterial as of and for the three months ended March 31, 2023 and 2022.

​

Segment Assets

​

The Partnership’s terminal assets are allocated to the Wholesale and Commercial segments, and its retail gasoline stations are allocated to the GDSO segment. Due to the commingled nature and uses of the remainder of the Partnership’s assets, it is not reasonably possible for the Partnership to allocate these assets among its reportable segments.

​

The table below presents total assets by reportable segment at March 31, 2023 and December 31, 2022 (in thousands):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

 

Wholesale

​

 

Commercial

​

 

GDSO

​

 

Unallocated

​

 

Total

March 31, 2023

   

$

553,783

   

$

—

   

$

1,908,210

   

$

462,753

   

$

2,924,746

December 31, 2022

   

$

738,995

   

$

—

   

$

1,944,135

   

$

477,755

   

$

3,160,885

​
v3.23.1
Net Income Per Common Limited Partner Unit
 3 Months Ended
Mar. 31, 2023
Net Income Per Common Limited Partner Unit.  
Net Income Per Common Limited Partner Unit

Note 14.    Net Income Per Common Limited Partner Unit

​

Under the Partnership’s partnership agreement, for any quarterly period, the incentive distribution rights (“IDRs”) participate in net income only to the extent of the amount of cash distributions actually declared, thereby excluding the IDRs from participating in the Partnership’s undistributed net income or losses. Accordingly, the Partnership’s undistributed net income or losses is assumed to be allocated to the common unitholders and to the General Partner’s general partner interest.

​

Common units outstanding as reported in the accompanying consolidated financial statements at March 31, 2023 and December 31, 2022, respectively, excludes 9,791 and 58,044 common units held on behalf of the Partnership pursuant to its repurchase program. These units are not deemed outstanding for purposes of calculating net income per common limited partner unit (basic and diluted). For all periods presented below, the Partnership’s preferred units are not potentially dilutive securities based on the nature of the conversion feature.

​

The following table provides a reconciliation of net income and the assumed allocation of net income to the common limited partners (after deducting amounts allocated to preferred unitholders) for purposes of computing net income per common limited partner unit for the periods presented (in thousands, except per unit data):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 2023

​

​

Three Months Ended March 31, 2022

 

​

​

​

​

  

Common

  

General

  

​

​

 

 

​

​

  

Common

  

General

  

​

​

 

​

​

​

​

​

Limited

​

Partner

​

​

​

​

​

​

​

​

Limited

​

Partner

​

​

​

 

Numerator:

  

Total

  

Partners

  

Interest

  

IDRs

 

 

Total

  

Partners

  

Interest

  

IDRs

 

Net income

​

$

29,031

​

$

27,249

​

$

1,782

​

$

—

​

​

$

30,485

​

$

29,308

​

$

1,177

​

$

—

​

Declared distribution

​

$

24,016

​

$

22,267

​

$

162

​

$

1,587

​

​

$

21,344

​

$

20,227

​

$

144

​

$

973

​

Assumed allocation of undistributed net income

​

 

5,015

​

 

4,982

​

 

33

​

 

—

​

​

 

9,141

​

 

9,081

​

 

60

​

 

—

​

Assumed allocation of net income

​

$

29,031

​

$

27,249

​

$

195

​

$

1,587

​

​

$

30,485

​

$

29,308

​

$

204

​

$

973

​

Less: Preferred limited partner interest in net income

​

​

​

​

​

3,463

​

​

​

​

​

​

​

​

​

​

​

​

3,463

​

​

​

​

​

​

​

Net income attributable to common limited partners

​

​

​

​

$

23,786

​

​

​

​

​

​

​

​

​

​

​

$

25,845

​

​

​

​

​

​

​

Denominator:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Basic weighted average common units outstanding

​

​

​

​

 

33,986

​

​

​

​

​

​

​

​

​

​

​

 

33,953

​

​

​

​

​

​

​

Dilutive effect of phantom units

​

​

​

​

 

15

​

​

​

​

​

​

​

​

​

​

​

 

132

​

​

​

​

​

​

​

Diluted weighted average common units outstanding

​

​

​

​

 

34,001

​

​

​

​

​

​

​

​

​

​

​

 

34,085

​

​

​

​

​

​

​

Basic net income per common limited partner unit

​

​

​

​

$

0.70

​

​

​

​

​

​

​

​

​

​

​

$

0.76

​

​

​

​

​

​

​

Diluted net income per common limited partner unit

​

​

​

​

$

0.70

​

​

​

​

​

​

​

​

​

​

​

$

0.76

​

​

​

​

​

​

​

​

The board of directors of the General Partner declared the following quarterly cash distribution on its common units:

​

​

​

​

​

​

​

​

​

​

    

Per Common Unit Cash

  

  

Distribution Declared for the

 

Cash Distribution Declaration Date

  

Distribution Declared

​

​

Quarterly Period Ended

 

April 25, 2023

​

$

0.6550

​

​

March 31, 2023

​

​

The board of directors of the General Partner declared the following quarterly cash distributions on the Series A Preferred Units and the Series B Preferred Units:

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Series A Preferred Units

​

Series B Preferred Units

  

​

​

 

​

​

Per Unit Cash

​

Per Unit Cash

​

Distribution Declared for the

​

​

Cash Distribution Declaration Date

​

Distribution Declared

​

Distribution Declared

​

Quarterly Period Covering

​

 

April 17, 2023

​

$

0.609375

​

$

0.59375

 

February 15, 2023 - May 14, 2023

​

​

​

See Note 12, “Partners’ Equity and Cash Distributions” for further information.
v3.23.1
Legal Proceedings
 3 Months Ended
Mar. 31, 2023
Legal Proceedings  
Legal Proceedings

Note 15.    Legal Proceedings

​

General

​

Although the Partnership may, from time to time, be involved in litigation and claims arising out of its operations in the normal course of business, the Partnership does not believe that it is a party to any litigation that will have a material adverse impact on its financial condition or results of operations. Except as described below and in Note 10

included herein, the Partnership is not aware of any significant legal or governmental proceedings against it or contemplated to be brought against it. The Partnership maintains insurance policies with insurers in amounts and with coverage and deductibles as its general partner believes are reasonable and prudent. However, the Partnership can provide no assurance that this insurance will be adequate to protect it from all material expenses related to potential future claims or that these levels of insurance will be available in the future at economically acceptable prices.

​

Other

​

In January 2022, the Partnership was served with a complaint filed in the Middlesex County Superior Court of the Commonwealth of Massachusetts against the Partnership and its wholly owned subsidiaries, Global Companies LLC (“Global Companies”) and Alliance Energy LLC (“Alliance”), alleging, among other things, that a plaintiff truck driver, while (1) loading gasoline and diesel fuel at terminals owned and operated by the Partnership located in Albany, New York and Revere, Massachusetts and (2) unloading gasoline and diesel fuel at gasoline stations owned and/or operated by the Partnership throughout New York, Massachusetts and New Hampshire, contracted aplastic anemia as a result of exposure to benzene-containing products and/or vapors therefrom. The Partnership, Global Companies and Alliance have meritorious defenses to the allegations in the complaint and will vigorously contest the actions taken by the plaintiff.

​

In October 2020, the Partnership was served with a complaint filed against the Partnership and its wholly owned subsidiary, Global Companies alleging, among other things, wrongful death and loss of consortium. The complaint, filed in the Middlesex County Superior Court of the Commonwealth of Massachusetts, alleges, among other things, that a truck driver (whose estate is a co-plaintiff), while loading gasoline and diesel fuel at terminals owned and operated by the Partnership located in Albany, New York and Burlington, Vermont, was exposed to benzene-containing products and/or vapors therefrom. The Partnership and Global Companies have meritorious defenses to the allegations in the complaint and will vigorously contest the actions taken by the plaintiffs.

​

By letter dated January 25, 2017, the Partnership received a notice of intent to sue (the “2017 NOI”) from Earthjustice related to alleged violations of the CAA; specifically alleging that the Partnership was operating the Albany Terminal without a valid CAA Title V Permit. On February 9, 2017, the Partnership responded to Earthjustice advising that the 2017 NOI was without factual or legal merit and that the Partnership would move to dismiss any action commenced by Earthjustice. No action was taken by either the EPA or the NYSDEC with regard to the Earthjustice allegations. At this time, there has been no further action taken by Earthjustice. Neither the EPA nor the NYSDEC has followed up on the 2017 NOI. The Albany Terminal is currently operating pursuant to its Title V Permit, which has been extended in accordance with the State Administrative Procedures Act. Additionally, the Partnership has submitted a Title V Permit renewal and a request for modifications to its existing Title V Permit. The Partnership believes that it has meritorious defenses against all allegations.

​

The Partnership received letters from the EPA dated November 2, 2011 and March 29, 2012, containing requirements and testing orders (collectively, the “Requests for Information”) for information under the CAA. The Requests for Information were part of an EPA investigation to determine whether the Partnership has violated sections of the CAA at certain of its terminal locations in New England with respect to residual oil and asphalt. On June 6, 2014, a NOV was received from the EPA, alleging certain violations of its Air Emissions License issued by the Maine Department of Environmental Protection, based upon the test results at the South Portland, Maine terminal. The Partnership met with and provided additional information to the EPA with respect to the alleged violations. On April 7, 2015, the EPA issued a Supplemental Notice of Violation modifying the allegations of violations of the terminal’s Air Emissions License. The Partnership has entered into a consent decree (the “Consent Decree”) with the EPA and the United States Department of Justice (the “Department of Justice”), which was filed in the U.S. District Court for the District of Maine (the “Court”) on March 25, 2019. The Consent Decree was entered by the Court on December 19, 2019. The Partnership believes that compliance with the Consent Decree and implementation of the requirements of the Consent Decree will have no material impact on its operations.

​

The Partnership received a Subpoena Duces Tecum dated May 13, 2022 from the Office of the Attorney General of the State of New York (“NY AG”) requesting information regarding charges paid by retailers, distributors, or consumers for oil and gas products in or within the proximity of the State of New York during the disruption of the market triggered by Russia’s 2022 invasion of Ukraine. The Partnership has been advised that the NY AG’s office sent similar subpoena requests for information to market participants across the petroleum industry. The Partnership made an initial submission of information to the NY AG’s office and continues to cooperate with the NY AG’s office to satisfy its obligations under the subpoena.

​

The Partnership received a letter from the Office of the Attorney General of the State of Connecticut (“CT AG”) dated June 28, 2022 seeking information from the Partnership related to its sales of motor fuel to retailers within the State of Connecticut from February 3, 2022 through June 28, 2022. The Partnership has been advised that the CT AG’s office sent similar requests for information to market participants across the petroleum industry. The Partnership has complied with the CT AG’s request and submitted information responsive thereto.

​
v3.23.1
New Accounting Standards
 3 Months Ended
Mar. 31, 2023
New Accounting Standards  
New Accounting Standards

Note 16.    New Accounting Standards

​

There have been no recently issued accounting standards that are expected to have a material impact on the Partnership’s consolidated financial statements.

v3.23.1
Subsequent Events
 3 Months Ended
Mar. 31, 2023
Subsequent Events  
Subsequent Events

Note 17.    Subsequent Events

​

Distribution to Common Unitholders—On April 25, 2023, the board of directors of the General Partner declared a quarterly cash distribution of $0.6550 per unit ($2.62 per unit on an annualized basis) for the period from January 1, 2023 through March 31, 2023. On May 15, 2023, the Partnership will pay this cash distribution to its common unitholders of record as of the close of business on May 9, 2023.

​

Distribution to Series A Preferred Unitholders—On April 17, 2023, the board of directors of the General Partner declared a quarterly cash distribution of $0.609375 per unit ($2.4375 per unit on an annualized basis) on the Series A Preferred Units, covering the period from February 15, 2023 through May 14, 2023. This distribution will be payable on May 15, 2023 to holders of record as of the opening of business on May 1, 2023.

​

Distribution to Series B Preferred Unitholders—On April 17, 2023, the board of directors of the General Partner declared a quarterly cash distribution of $0.59375 per unit ($2.375 per unit on an annualized basis) on the Series B Preferred Units, covering the period from February 15, 2023 through May 14, 2023. This distribution will be payable on May 15, 2023 to holders of record as of the opening of business on May 1, 2023.
v3.23.1
Organization and Basis of Presentation (Policies)
 3 Months Ended
Mar. 31, 2023
Summary of Significant Accounting Policies  
Basis of Consolidation

The accompanying consolidated financial statements as of March 31, 2023 and December 31, 2022 and for the three months ended March 31, 2023 and 2022 reflect the accounts of the Partnership. Upon consolidation, all intercompany balances and transactions have been eliminated.

​
Basis of Presentation

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and reflect all adjustments (consisting of normal recurring

adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial condition and operating results for the interim periods. The interim financial information, which has been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”), should be read in conjunction with the consolidated financial statements for the year ended December 31, 2022 and notes thereto contained in the Partnership’s Annual Report on Form 10-K. The significant accounting policies described in Note 2, “Summary of Significant Accounting Policies,” of such Annual Report on Form 10-K are the same used in preparing the accompanying consolidated financial statements.

​

The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the results of operations that will be realized for the entire year ending December 31, 2023. The consolidated balance sheet at December 31, 2022 has been derived from the audited consolidated financial statements included in the Partnership’s Annual Report on Form 10-K for the year ended December 31, 2022.

​
Concentration of Risk

Concentration of Risk

​

Due to the nature of the Partnership’s businesses and its reliance, in part, on consumer travel and spending patterns, the Partnership may experience more demand for gasoline during the late spring and summer months than during the fall and winter months. Travel and recreational activities are typically higher in these months in the geographic areas in which the Partnership operates, increasing the demand for gasoline. Therefore, the Partnership’s volumes in gasoline are typically higher in the second and third quarters of the calendar year. As demand for some of the Partnership’s refined petroleum products, specifically home heating oil and residual oil for space heating purposes, is generally greater during the winter months, heating oil and residual oil volumes are generally higher during the first and fourth quarters of the calendar year. These factors may result in fluctuations in the Partnership’s quarterly operating results.

​

The following table presents the Partnership’s product sales and other revenues as a percentage of the consolidated sales for the periods presented:

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Gasoline sales: gasoline and gasoline blendstocks (such as ethanol)

 

59

%  

60

%  

Distillates (home heating oil, diesel and kerosene), residual oil and crude oil sales

 

38

%  

37

%  

Convenience store and prepared food sales, rental income and sundries

​

3

%  

3

%  

Total

 

100

%  

100

%  

​

The following table presents the Partnership’s product margin by segment as a percentage of the consolidated product margin for the periods presented:

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Wholesale segment

 

22

%  

21

%

Gasoline Distribution and Station Operations segment

 

75

%  

76

%

Commercial segment

​

3

%  

3

%

Total

 

100

%  

100

%

​

See Note 13, “Segment Reporting,” for additional information on the Partnership’s operating segments.

​

None of the Partnership’s customers accounted for greater than 10% of total sales for the three months ended March 31, 2023 and 2022.

v3.23.1
Organization and Basis of Presentation (Tables)
 3 Months Ended
Mar. 31, 2023
Sales Revenue  
Concentration Risk [Line Items]  
Schedule of concentration of risk as percentage of consolidated amount

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Gasoline sales: gasoline and gasoline blendstocks (such as ethanol)

 

59

%  

60

%  

Distillates (home heating oil, diesel and kerosene), residual oil and crude oil sales

 

38

%  

37

%  

Convenience store and prepared food sales, rental income and sundries

​

3

%  

3

%  

Total

 

100

%  

100

%  

​
Product Margin  
Concentration Risk [Line Items]  
Schedule of concentration of risk as percentage of consolidated amount

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Wholesale segment

 

22

%  

21

%

Gasoline Distribution and Station Operations segment

 

75

%  

76

%

Commercial segment

​

3

%  

3

%

Total

 

100

%  

100

%

​
v3.23.1
Business Combination (Tables)
 3 Months Ended
Mar. 31, 2023
Tidewater Convenience, Inc  
Acquisitions  
Schedule of allocation of the purchase price to the estimated fair value of the assets acquired and liabilities assumed

​

​

​

​

​

Assets purchased:

   

​

​

Inventory

​

$

1,004

Property and equipment

​

​

28,653

Right of use assets

​

​

638

Total identifiable assets purchased

​

​

30,295

Liabilities assumed:

​

​

​

Accrued expenses and other current liabilities

​

​

(908)

Environmental liabilities

​

​

(2,154)

Lease liability

​

​

(508)

Other non-current liabilities

​

​

(3,056)

Total liabilities assumed

​

​

(6,626)

Net identifiable assets acquired

​

​

23,669

Goodwill

​

​

16,651

Net assets acquired

​

$

40,320

​
v3.23.1
Revenue from Contract Customers (Tables)
 3 Months Ended
Mar. 31, 2023
Revenue from Contract Customers  
Schedule of disaggregation of revenue of contracts with customers by segment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 2023

 

Revenue from contracts with customers:

    

Wholesale

    

GDSO

    

Commercial

    

Total

 

Petroleum and related product sales

​

$

857,757

​

$

1,185,866

​

$

171,807

​

$

2,215,430

​

Station operations

​

 

—

​

 

107,279

​

 

—

​

 

107,279

​

Total revenue from contracts with customers

​

​

857,757

​

​

1,293,145

​

​

171,807

​

​

2,322,709

​

Other sales:

​

​

​

​

​

​

​

​

​

Revenue originating as physical forward contracts and exchanges

​

​

1,601,151

​

​

—

​

​

86,065

​

​

1,687,216

​

Revenue from leases

​

 

515

​

 

19,887

​

 

—

​

 

20,402

​

Total other sales

​

​

1,601,666

​

​

19,887

​

​

86,065

​

​

1,707,618

​

Total sales

​

$

2,459,423

​

$

1,313,032

​

$

257,872

​

$

4,030,327

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 2022

 

Revenue from contracts with customers:

    

Wholesale

    

GDSO

    

Commercial

    

Total

 

Petroleum and related product sales

​

$

1,011,786

​

$

1,276,961

​

$

222,573

​

$

2,511,320

​

Station operations

​

 

—

​

 

96,566

​

 

—

​

 

96,566

​

Total revenue from contracts with customers

​

​

1,011,786

​

​

1,373,527

​

​

222,573

​

​

2,607,886

​

Other sales:

​

​

​

​

​

​

​

​

​

Revenue originating as physical forward contracts and exchanges

​

​

1,765,004

​

​

—

​

​

107,409

​

​

1,872,413

​

Revenue from leases

​

 

913

​

 

19,326

​

 

—

​

 

20,239

​

Total other sales

​

​

1,765,917

​

​

19,326

​

​

107,409

​

​

1,892,652

​

Total sales

​

$

2,777,703

​

$

1,392,853

​

$

329,982

​

$

4,500,538

​

​
v3.23.1
Inventories (Tables)
 3 Months Ended
Mar. 31, 2023
Inventories  
Schedule of inventories

​

​

​

​

​

​

​

​

​

​

​

March 31,

​

December 31,

​

​

    

2023

    

2022

​

Distillates: home heating oil, diesel and kerosene

​

$

100,813

​

$

205,076

​

Gasoline

​

 

147,256

​

 

160,386

​

Gasoline blendstocks

​

 

42,266

​

 

51,900

​

Residual oil

​

 

61,916

​

 

112,457

​

Renewable identification numbers (RINs)

​

 

2,488

​

 

5,098

​

Crude oil

​

 

1,459

​

 

2,248

​

Convenience store inventory

​

 

29,105

​

 

29,566

​

Total

​

$

385,303

​

$

566,731

​

​
v3.23.1
Property and Equipment (Tables)
 3 Months Ended
Mar. 31, 2023
Property and Equipment  
Schedule of components of property and equipment

​

​

​

​

​

​

​

​

​

​

​

March 31, 

​

December 31,

​

​

    

2023

    

2022

 

Buildings and improvements

​

$

1,464,390

​

$

1,441,893

​

Land

​

 

521,520

​

 

523,631

​

Fixtures and equipment

​

 

42,879

​

 

42,136

​

Idle plant assets

​

​

30,500

​

​

30,500

​

Construction in process

​

 

43,395

​

 

56,047

​

Capitalized internal use software

​

 

33,808

​

 

33,687

​

Total property and equipment

​

 

2,136,492

​

 

2,127,894

​

Less accumulated depreciation

​

 

932,131

​

 

909,723

​

Total

​

$

1,204,361

​

$

1,218,171

​

​
v3.23.1
Debt and Financing Obligations (Tables)
 3 Months Ended
Mar. 31, 2023
Debt and Financing Obligations  
Schedule of total borrowings and availability under the Credit Agreement

​

​

​

​

​

​

​

​

​

​

​

March 31, 

​

December 31,

​

​

    

2023

    

2022

 

Total available commitments

​

$

1,550,000

​

$

1,550,000

​

​

​

​

​

​

​

​

​

Working capital revolving credit facility-current portion

​

​

247,300

​

​

153,400

​

Working capital revolving credit facility-less current portion

​

​

—

​

​

—

​

Revolving credit facility

​

​

99,000

​

​

99,000

​

Total borrowings outstanding

​

​

346,300

​

​

252,400

​

​

​

​

​

​

​

​

​

Less outstanding letters of credit

​

​

43,800

​

​

181,400

​

​

​

​

​

​

​

​

​

Total remaining availability for borrowings and letters of credit (1)

​

$

1,159,900

​

$

1,116,200

​

(1)Subject to borrowing base limitations.
Schedule of cash flow supplemental information

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

​

March 31,

​

​

​

​

2023

    

2022

    

 

Borrowings from working capital revolving credit facility

​

$

751,400

​

$

669,100

​

​

Payments on working capital revolving credit facility

​

​

(657,500)

​

​

(645,200)

​

​

Net borrowings from working capital revolving credit facility

​

$

93,900

​

$

23,900

​

​

Borrowings from revolving credit facility

​

$

—

​

$

384,000

​

​

Payments on revolving credit facility

​

​

—

​

​

(199,400)

​

​

Net borrowings from revolving credit facility

​

$

—

​

$

184,600

​

​
v3.23.1
Derivative Financial Instruments (Tables)
 3 Months Ended
Mar. 31, 2023
Derivative Financial Instruments  
Schedule of notional values of derivative instruments

​

​

​

​

​

​

​

​

Units (1)

    

Unit of Measure

 

Exchange-Traded Derivatives

​

​

​

​

​

Long

​

39,447

 

Thousands of barrels

​

Short

​

(41,073)

 

Thousands of barrels

​

​

​

​

​

​

​

OTC Derivatives (Petroleum/Ethanol)

​

​

​

​

​

Long

​

5,339

 

Thousands of barrels

​

Short

​

(3,012)

 

Thousands of barrels

​

(1)Number of open positions and gross notional values do not measure the Partnership’s risk of loss, quantify risk or represent assets or liabilities of the Partnership, but rather indicate the relative size of the derivative instruments and are used in the calculation of the amounts to be exchanged between counterparties upon settlements.

​
Schedule of net gains and losses from derivatives recognized in consolidated statements of operations

​

​

​

​

​

​

​

​

​

​

​

​

​

Statement of Gain (Loss)

​

Three Months Ended

​

​

​

Recognized in Income on

​

March 31,

​

​

​

Derivatives

​

2023

​

2022

​

Derivatives in fair value hedging relationship

    

    

    

​

    

    

​

    

    

Exchange-traded futures contracts and OTC derivative contracts for petroleum commodity products

 

Cost of sales

​

$

(514)

​

$

(10,804)

​

Hedged items in fair value hedge relationship

​

​

​

​

​

​

​

​

​

Physical inventory

 

Cost of sales

​

$

(4,819)

​

$

21,771

​

​
Schedule of the amount of gains and losses from derivatives not involved in a fair value hedging relationship or in a hedging relationship recognized in the consolidated statements of income

​

​

​

​

​

​

​

​

​

​

​

​

​

Statement of Gain (Loss)

​

Three Months Ended

​

Derivatives not designated as

​

Recognized in

​

March 31,

​

hedging instruments

    

Income on Derivatives

    

2023

    

2022

    

Commodity contracts

 

Cost of sales

​

$

(2,241)

​

$

5,748

​

​
Schedule of fair values of derivative instruments and location in consolidated balance sheets

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2023

 

​

​

​

​

Derivatives

​

Derivatives Not

​

​

​

 

​

​

​

​

Designated as

​

Designated as

​

​

​

 

​

​

​

​

Hedging

​

Hedging

​

​

​

 

​

​

Balance Sheet Location

​

Instruments

​

Instruments

​

Total

 

Asset Derivatives:

    

    

    

​

    

    

​

    

    

​

    

​

Exchange-traded derivative contracts

 

Broker margin deposits

​

$

(514)

​

$

46,140

​

$

45,626

​

Forward derivative contracts (1)

 

Derivative assets

​

​

—

​

​

18,554

​

​

18,554

​

Total asset derivatives

​

​

​

$

(514)

​

$

64,694

​

$

64,180

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liability Derivatives:

​

                                                                  

​

​

​

​

​

​

​

​

​

​

Exchange-traded derivative contracts

 

Broker margin deposits

​

$

—

​

$

(38,969)

​

$

(38,969)

​

Forward derivative contracts (1)

​

Derivative liabilities

​

​

—

​

​

(8,384)

​

​

(8,384)

​

Total liability derivatives

​

​

​

$

—

​

$

(47,353)

​

$

(47,353)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

December 31, 2022

 

​

​

​

​

Derivatives

​

Derivatives Not

​

​

​

 

​

​

​

​

Designated as

​

Designated as

​

​

​

 

​

​

​

​

Hedging

​

Hedging

​

​

​

 

​

​

Balance Sheet Location

​

Instruments

​

Instruments

​

Total

 

Asset Derivatives:

    

    

    

​

    

    

​

    

    

​

    

​

Exchange-traded derivative contracts

 

Broker margin deposits

​

$

(11,517)

​

$

58,380

​

$

46,863

​

Forward derivative contracts (1)

 

Derivative assets

​

​

—

​

​

19,848

​

​

19,848

​

Total asset derivatives

​

​

​

$

(11,517)

​

$

78,228

​

$

66,711

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liability Derivatives:

​

                                                                  

​

​

​

​

​

​

​

​

​

​

Exchange-traded derivative contracts

​

Broker margin deposits

​

$

—

​

$

(51,974)

​

$

(51,974)

​

Forward derivative contracts (1)

 

Derivative liabilities

​

​

—

​

​

(17,680)

​

​

(17,680)

​

Total liability derivatives

​

​

​

$

—

​

$

(69,654)

​

$

(69,654)

​

(1)Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.

​
v3.23.1
Fair Value Measurements (Tables)
 3 Months Ended
Mar. 31, 2023
Fair Value Measurements  
Schedule of financial assets and financial liabilities measured at fair value on a recurring basis

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value at March 31, 2023

 

​

​

​

​

​

​

​

​

Cash Collateral 

​

​

​

 

​

    

Level 1

    

Level 2

    

Netting

    

Total

 

Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

18,554

​

$

—

​

$

18,554

​

Exchange-traded/cleared derivative instruments (2)

​

 

6,657

​

 

—

​

 

12,393

​

 

19,050

​

Pension plans

​

 

18,668

​

 

—

​

 

—

​

 

18,668

​

Total assets

​

$

25,325

​

$

18,554

​

$

12,393

​

$

56,272

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

(8,384)

​

$

—

​

$

(8,384)

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Fair Value at December 31, 2022

 

​

​

​

​

​

​

​

​

Cash Collateral 

​

​

​

 

​

    

Level 1

    

Level 2

    

Netting

    

Total

 

Assets:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

19,848

​

$

—

​

$

19,848

​

Exchange-traded/cleared derivative instruments (2)

​

 

(5,111)

​

 

—

​

 

28,542

​

 

23,431

​

Pension plans

​

 

18,257

​

 

—

​

 

—

​

 

18,257

​

Total assets

​

$

13,146

​

$

19,848

​

$

28,542

​

$

61,536

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Liabilities:

​

​

​

​

​

​

​

​

​

​

​

​

​

Forward derivative contracts (1)

​

$

—

​

$

(17,680)

​

$

—

​

$

(17,680)

​

(1)Forward derivative contracts include the Partnership’s petroleum and ethanol physical and financial forwards and OTC swaps.
(2)Amount includes the effect of cash balances on deposit with clearing brokers.

​
Carrying value and fair value of the Partnership's senior notes

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

March 31, 2023

​

December 31, 2022

​

​

Face

​

Fair

​

Face

​

Fair

​

​

Value

​

Value

​

Value

​

Value

​

7.00% senior notes due 2027

$

400,000

​

$

383,000

​

$

400,000

​

$

379,000

​

6.875% senior notes due 2029

$

350,000

​

$

320,250

​

$

350,000

​

$

315,875

​

​
v3.23.1
Environmental Liabilities (Tables)
 3 Months Ended
Mar. 31, 2023
Environmental Liabilities and Renewable Identification Numbers (RINs)  
Summary roll forward of the environmental liabilities

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Balance at

​

​

​

    

​

​

    

Other

    

Balance at

 

​

​

December 31,

​

Payments

​

Dispositions

​

Adjustments

​

March 31,

 

Environmental Liability Related to:

​

2022

​

2023

​

2023

​

2023

​

2023

 

Retail gasoline stations

​

$

66,703

​

$

(578)

​

$

(85)

​

$

81

​

$

66,121

​

Terminals

​

 

1,932

​

 

(19)

​

 

—

​

 

21

​

 

1,934

​

Total environmental liabilities

​

$

68,635

​

$

(597)

​

$

(85)

​

$

102

​

$

68,055

​

Current portion

​

$

4,606

​

​

​

​

​

​

​

​

​

​

$

4,941

​

Long-term portion

​

 

64,029

​

​

​

​

​

​

​

​

​

​

 

63,114

​

Total environmental liabilities

​

$

68,635

​

​

​

​

​

​

​

​

​

​

$

68,055

​

​
v3.23.1
Related Party Transactions (Tables)
 3 Months Ended
Mar. 31, 2023
Related Party Transactions  
Schedule of receivables from related parties

​

​

​

​

​

​

​

​

​

​

​

March 31,

​

December 31,

​

​

    

2023

    

2022

 

Receivables from the General Partner (1)

​

$

4,035

​

$

2,380

​
v3.23.1
Partners Equity and Cash Distributions (Tables)
 3 Months Ended
Mar. 31, 2023
Schedule of quarterly cash distributions to the unitholders and the General Partner based on target levels

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Marginal Percentage

 

​

​

Total Quarterly Distribution

​

Interest in Distributions

 

​

    

Target Amount

    

Unitholders

    

General Partner

  

First Target Distribution

​

​

up to $0.4625

 

99.33

%  

0.67

%

Second Target Distribution

​

 

above $0.4625 up to $0.5375

 

86.33

%  

13.67

%

Third Target Distribution

​

 

above $0.5375 up to $0.6625

 

76.33

%  

23.67

%

Thereafter

​

 

above $0.6625

 

51.33

%  

48.67

%

​
Common Limited Partners  
Schedule of cash distributions made by the Partnership

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the

    

Per Unit

    

​

​

    

​

​

    

​

​

    

​

​

 

Cash Distribution

​

Quarter

​

Cash

​

Common

​

General

​

Incentive

​

Total Cash

 

Payment Date

    

Ended

​

Distribution

​

Units

​

Partner

​

Distribution

​

Distribution

 

2/14/2023 (1)(2)

​

12/31/22

​

$

1.5725

​

$

53,458

​

$

569

​

$

1,383

​

$

55,410

​

(1)This distribution consists of a quarterly distribution of $0.6350 per unit and a one-time special distribution of $0.9375 per unit.
(2)The quarterly distribution of $0.6350 per unit resulted in the Partnership reaching its third target level distribution for this quarter. As a result, the General Partner, as the holder of the IDRs, received an incentive distribution with respect to the $0.6350 per unit distribution. The General Partner agreed to waive its incentive distribution rights with respect to the one-time special distribution of $0.9375 per unit.

​
Series A and Series B Preferred Units  
Schedule of cash distributions made by the Partnership

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Series A Preferred Units

​

Series B Preferred Units

 

​

​

For the

​

Per Unit

​

​

​

​

Per Unit

​

​

​

​

Cash Distribution

​

Quarterly Period

​

Cash

​

Total Cash

​

Cash

​

Total Cash

 

Payment Date

    

Covering

​

Distribution

    

Distribution

​

Distribution

    

Distribution

 

2/15/2023

​

11/15/22 - 2/14/23

​

$

0.609375

​

$

1,682

​

$

0.59375

​

$

1,781

​

​
v3.23.1
Segment Reporting (Tables)
 3 Months Ended
Mar. 31, 2023
Segment Reporting  
Summary of financial information for the reportable segments

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

 

​

    

2023

    

2022

 

Wholesale Segment:

​

​

​

​

​

​

​

Sales

​

​

​

​

​

​

​

Gasoline and gasoline blendstocks

​

$

1,175,623

​

$

1,420,226

​

Distillates and other oils (1)(2)

​

 

1,283,800

​

 

1,357,477

​

Total

​

$

2,459,423

​

$

2,777,703

​

Product margin

​

​

​

​

​

​

​

Gasoline and gasoline blendstocks

​

$

20,386

​

$

(2,285)

​

Distillates and other oils (1)(2)

​

 

32,747

​

 

49,373

​

Total

​

$

53,133

​

$

47,088

​

Gasoline Distribution and Station Operations Segment:

​

​

​

​

​

​

​

Sales

​

​

​

​

​

​

​

Gasoline

​

$

1,185,866

​

$

1,276,961

​

Station operations (3)

​

 

127,166

​

 

115,892

​

Total

​

$

1,313,032

​

$

1,392,853

​

Product margin

​

​

​

​

​

​

​

Gasoline

​

$

120,816

​

$

114,886

​

Station operations (3)

​

 

62,730

​

 

58,097

​

Total

​

$

183,546

​

$

172,983

​

Commercial Segment:

​

​

​

​

​

​

​

Sales

​

$

257,872

​

$

329,982

​

Product margin

​

$

8,127

​

$

8,141

​

Combined sales and Product margin:

​

​

​

​

​

​

​

Sales

​

$

4,030,327

​

$

4,500,538

​

Product margin (4)

​

$

244,806

​

$

228,212

​

Depreciation allocated to cost of sales

​

 

(22,742)

​

 

(21,974)

​

Combined gross profit

​

$

222,064

​

$

206,238

​

(1)Distillates and other oils (primarily residual oil and crude oil).
(2)Segment reporting results for the three months ended March 31, 2022 have been reclassified within the Wholesale segment to conform to the Partnership’s current presentation. Specifically, results from crude oil previously shown separately are included in distillates and other oils as results from crude oil are immaterial.
(3)Station operations consist of convenience store and prepared food sales, rental income and sundries.
(4)Product margin is a non-GAAP financial measure used by management and external users of the Partnership’s consolidated financial statements to assess its business. The table above includes a reconciliation of product margin on a combined basis to gross profit, a directly comparable GAAP measure.

​
Schedule of reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended

​

​

​

March 31,

​

​

    

2023

    

2022

    

Combined gross profit

​

$

222,064

​

$

206,238

​

Operating costs and expenses not allocated to operating segments:

​

​

​

​

​

​

​

Selling, general and administrative expenses

​

 

62,256

​

 

56,281

​

Operating expenses

​

 

108,353

​

 

99,233

​

Amortization expense

​

​

2,084

​

​

2,499

​

Net gain on sale and disposition of assets

​

​

(2,128)

​

​

(4,911)

​

Total operating costs and expenses

​

 

170,565

​

 

153,102

​

Operating income

​

 

51,499

​

 

53,136

​

Interest expense

​

 

(22,068)

​

 

(21,474)

​

Income tax expense

​

 

(400)

​

 

(1,177)

​

Net income

​

$

29,031

​

$

30,485

​

​
Schedule of total assets by reportable segment

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

 

Wholesale

​

 

Commercial

​

 

GDSO

​

 

Unallocated

​

 

Total

March 31, 2023

   

$

553,783

   

$

—

   

$

1,908,210

   

$

462,753

   

$

2,924,746

December 31, 2022

   

$

738,995

   

$

—

   

$

1,944,135

   

$

477,755

   

$

3,160,885
v3.23.1
Net Income Per Common Limited Partner Unit (Tables)
 3 Months Ended
Mar. 31, 2023
Schedule of reconciliation of net income and the assumed allocation of net income (loss) to the limited partners' interest for purposes of computing net income per limited partner unit

The following table provides a reconciliation of net income and the assumed allocation of net income to the common limited partners (after deducting amounts allocated to preferred unitholders) for purposes of computing net income per common limited partner unit for the periods presented (in thousands, except per unit data):

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Three Months Ended March 31, 2023

​

​

Three Months Ended March 31, 2022

 

​

​

​

​

  

Common

  

General

  

​

​

 

 

​

​

  

Common

  

General

  

​

​

 

​

​

​

​

​

Limited

​

Partner

​

​

​

​

​

​

​

​

Limited

​

Partner

​

​

​

 

Numerator:

  

Total

  

Partners

  

Interest

  

IDRs

 

 

Total

  

Partners

  

Interest

  

IDRs

 

Net income

​

$

29,031

​

$

27,249

​

$

1,782

​

$

—

​

​

$

30,485

​

$

29,308

​

$

1,177

​

$

—

​

Declared distribution

​

$

24,016

​

$

22,267

​

$

162

​

$

1,587

​

​

$

21,344

​

$

20,227

​

$

144

​

$

973

​

Assumed allocation of undistributed net income

​

 

5,015

​

 

4,982

​

 

33

​

 

—

​

​

 

9,141

​

 

9,081

​

 

60

​

 

—

​

Assumed allocation of net income

​

$

29,031

​

$

27,249

​

$

195

​

$

1,587

​

​

$

30,485

​

$

29,308

​

$

204

​

$

973

​

Less: Preferred limited partner interest in net income

​

​

​

​

​

3,463

​

​

​

​

​

​

​

​

​

​

​

​

3,463

​

​

​

​

​

​

​

Net income attributable to common limited partners

​

​

​

​

$

23,786

​

​

​

​

​

​

​

​

​

​

​

$

25,845

​

​

​

​

​

​

​

Denominator:

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Basic weighted average common units outstanding

​

​

​

​

 

33,986

​

​

​

​

​

​

​

​

​

​

​

 

33,953

​

​

​

​

​

​

​

Dilutive effect of phantom units

​

​

​

​

 

15

​

​

​

​

​

​

​

​

​

​

​

 

132

​

​

​

​

​

​

​

Diluted weighted average common units outstanding

​

​

​

​

 

34,001

​

​

​

​

​

​

​

​

​

​

​

 

34,085

​

​

​

​

​

​

​

Basic net income per common limited partner unit

​

​

​

​

$

0.70

​

​

​

​

​

​

​

​

​

​

​

$

0.76

​

​

​

​

​

​

​

Diluted net income per common limited partner unit

​

​

​

​

$

0.70

​

​

​

​

​

​

​

​

​

​

​

$

0.76

​

​

​

​

​

​

​

​
Common Limited Partners  
Schedule of quarterly cash distributions on common units

​

​

​

​

​

​

​

​

​

​

    

Per Common Unit Cash

  

  

Distribution Declared for the

 

Cash Distribution Declaration Date

  

Distribution Declared

​

​

Quarterly Period Ended

 

April 25, 2023

​

$

0.6550

​

​

March 31, 2023

​

​
Series A and Series B Preferred Units  
Schedule of quarterly cash distributions on common units

​

​

​

​

​

​

​

​

​

​

​

​

​

    

Series A Preferred Units

​

Series B Preferred Units

  

​

​

 

​

​

Per Unit Cash

​

Per Unit Cash

​

Distribution Declared for the

​

​

Cash Distribution Declaration Date

​

Distribution Declared

​

Distribution Declared

​

Quarterly Period Covering

​

 

April 17, 2023

​

$

0.609375

​

$

0.59375

 

February 15, 2023 - May 14, 2023

​

​

​
v3.23.1
Organization and Basis of Presentation (Details)
 3 Months Ended
Feb. 02, 2023
item
Mar. 31, 2023
store
item
shares
Dec. 31, 2022
shares
Organization      
Number of owned, leased and/or supplied gasoline stations | item   1,656  
Number of convenience stores | store   343  
Debt Instruments [Abstract]      
Number of reallocations | item 2    
Global Partners LP | Affiliates of general partner      
Organization      
Limited partner ownership interest (as a percent)   18.60%  
Common Limited Partners      
Organization      
Number of units held   33,985,772 33,937,519
Common Limited Partners | Affiliates of general partner      
Organization      
Number of units held   6,322,050  
Common Unitholders | Global Partners LP      
Organization      
Limited partner ownership interest (as a percent)   99.33%  
Common Unitholders | Common Limited Partners      
Organization      
Number of units held   33,995,563  
Common Unitholders | Common Limited Partners | Affiliates of general partner      
Organization      
Number of units held   6,322,050  
General Partner Interest | Global Partners LP      
Organization      
General partner interest (as a percent)   0.67%  
v3.23.1
Organization and Basis of Presentation - Risk, Impairment, etc. (Details) - customer
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Sales Revenue.. | Product    
Concentration of Risk    
Percentage of consolidated total 100.00% 100.00%
Sales Revenue.. | Product | Gasoline sales: gasoline and gasoline blendstocks (such as ethanol)    
Concentration of Risk    
Percentage of consolidated total 59.00% 60.00%
Sales Revenue.. | Product | Distillates: home heating oil, diesel and kerosene    
Concentration of Risk    
Percentage of consolidated total 38.00% 37.00%
Sales Revenue.. | Product | Convenience store and prepared food sales, rental income and sundries    
Concentration of Risk    
Percentage of consolidated total 3.00% 3.00%
Sales Revenue.. | Customer    
Concentration of Risk    
Number of customers 0 0
Product Margin | Customer    
Concentration of Risk    
Percentage of consolidated total 100.00% 100.00%
Product Margin | Customer | Wholesale    
Concentration of Risk    
Percentage of consolidated total 22.00% 21.00%
Product Margin | Customer | GDSO    
Concentration of Risk    
Percentage of consolidated total 75.00% 76.00%
Product Margin | Customer | Commercial    
Concentration of Risk    
Percentage of consolidated total 3.00% 3.00%
v3.23.1
Business Combinations (Details)
$ in Millions
 3 Months Ended
Sep. 20, 2022
USD ($)
site
store
Mar. 31, 2023
store
Acquisitions    
Number of convenience stores   343
Tidewater Convenience, Inc    
Acquisitions    
Number of convenience stores 14  
Number of fuel sites owned or leased | site 1  
Purchase price | $ $ 40.3  
v3.23.1
Business Combinations - Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Sep. 20, 2022
Liabilities assumed:      
Goodwill $ 427,780 $ 427,780  
Tidewater Convenience, Inc      
Assets purchased:      
Inventory     $ 1,004
Property and equipment     28,653
Right of use assets     638
Total identifiable assets purchased     30,295
Liabilities assumed:      
Accrued expenses and other current liabilities     (908)
Environmental liabilities     (2,154)
Lease liability     (508)
Other non-current liabilities     (3,056)
Total liabilities assumed     (6,626)
Net identifiable assets acquired     23,669
Goodwill     16,651
Net assets acquired     $ 40,320
v3.23.1
Revenue from Contract Customers (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers $ 2,322,709 $ 2,607,886
Revenue originating as physical forward contracts and exchanges 1,687,216 1,872,413
Lease revenue $ 20,402 $ 20,239
Operating Lease, Income, Comprehensive Income [Extensible List] Total sales Total sales
Total other sales $ 1,707,618 $ 1,892,652
Total sales $ 4,030,327 4,500,538
Minimum    
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract]    
Payment terms 2 days  
Maximum    
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Abstract]    
Payment terms 30 days  
Refined petroleum products, renewable fuels and crude oil    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers $ 2,215,430 2,511,320
Convenience store and prepared food sales, rental income and sundries    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 107,279 96,566
Wholesale    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 857,757 1,011,786
Revenue originating as physical forward contracts and exchanges 1,601,151 1,765,004
Lease revenue 515 913
Total other sales 1,601,666 1,765,917
Total sales 2,459,423 2,777,703
Wholesale | Refined petroleum products, renewable fuels and crude oil    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 857,757 1,011,786
GDSO    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 1,293,145 1,373,527
Lease revenue 19,887 19,326
Total other sales 19,887 19,326
Total sales 1,313,032 1,392,853
GDSO | Refined petroleum products, renewable fuels and crude oil    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 1,185,866 1,276,961
GDSO | Convenience store and prepared food sales, rental income and sundries    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 107,279 96,566
Total sales 127,166 115,892
Commercial    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers 171,807 222,573
Revenue originating as physical forward contracts and exchanges 86,065 107,409
Total other sales 86,065 107,409
Total sales 257,872 329,982
Commercial | Refined petroleum products, renewable fuels and crude oil    
Disaggregation of Revenue [Line Items]    
Revenue from contracts with customers $ 171,807 $ 222,573
v3.23.1
Inventories (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Inventories    
Inventories $ 385,303 $ 566,731
Positive exchange balances 9,200 2,300
Negative exchange balances 22,800 24,300
Distillates: home heating oil, diesel and kerosene    
Inventories    
Inventories 100,813 205,076
Gasoline    
Inventories    
Inventories 147,256 160,386
Gasoline blendstocks    
Inventories    
Inventories 42,266 51,900
Crude Oil    
Inventories    
Inventories 1,459 2,248
Residual Oil    
Inventories    
Inventories 61,916 112,457
Renewable identification numbers (RINs)    
Inventories    
Inventories 2,488 5,098
Convenience store inventory    
Inventories    
Inventories $ 29,105 $ 29,566
v3.23.1
Goodwill (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Goodwill [Line Items]    
Goodwill $ 427,780 $ 427,780
GDSO    
Goodwill [Line Items]    
Goodwill $ 427,800 $ 427,800
v3.23.1
Property and Equipment (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Property and Equipment    
Total property and equipment $ 2,136,492 $ 2,127,894
Less accumulated depreciation 932,131 909,723
Total 1,204,361 1,218,171
Long-lived assets subject to impairment 37,600  
Buildings and improvements    
Property and Equipment    
Total property and equipment 1,464,390 1,441,893
Land    
Property and Equipment    
Total property and equipment 521,520 523,631
Fixtures and equipment    
Property and Equipment    
Total property and equipment 42,879 42,136
Idle Plant Assets    
Property and Equipment    
Total property and equipment 30,500 30,500
Construction in process    
Property and Equipment    
Total property and equipment 43,395 56,047
Retail Gasoline Stations    
Property and Equipment    
Assets held for sale 1,400 5,300
Capitalized internal use software    
Property and Equipment    
Total property and equipment $ 33,808 $ 33,687
v3.23.1
Debt and Financing Obligations - Credit Facility (Details)
$ in Thousands
 3 Months Ended
Feb. 02, 2023
USD ($)
item
Mar. 31, 2023
USD ($)
item
Mar. 31, 2022
Dec. 31, 2022
USD ($)
Debt and Financing Obligations        
Number of reallocations | item 2      
Total available commitments   $ 1,550,000   $ 1,550,000
Working capital revolving credit facility-current portion   247,300   153,400
Revolving credit facility   99,000   99,000
Total borrowings outstanding   346,300   252,400
Less outstanding letters of credit   43,800   181,400
Total remaining availability for borrowings and letters of credit   1,159,900   $ 1,116,200
Credit Agreement        
Debt and Financing Obligations        
Total available commitments   $ 1,550,000    
Number of line of credit facilities | item   2    
Average interest rates (as a percent)   6.50% 2.30%  
Working Capital Facility        
Debt and Financing Obligations        
Total available commitments $ 950,000 $ 950,000    
Long-term portion   0    
Non Working Capital Facility        
Debt and Financing Obligations        
Total available commitments   $ 600,000    
v3.23.1
Debt and Financing Obligations - Deferred Financing Fees, Supplemental Cash Flow (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Financing Obligations      
Unamortized fees $ 13,000   $ 14,400
Amortization expenses 1,347 $ 1,390  
Sale-lease transactions | Sale Leaseback Sites      
Financing Obligations      
Unamortized fees 500   600
Credit Agreement      
Financing Obligations      
Unamortized fees 3,900   4,800
Working Capital Facility      
Supplemental Cash Flow Information [Abstract]      
Borrowing from credit facility 751,400 669,100  
Payments on credit facility (657,500) (645,200)  
Net borrowings from (payments on) credit facility 93,900 23,900  
Non Working Capital Facility      
Supplemental Cash Flow Information [Abstract]      
Borrowing from credit facility   384,000  
Payments on credit facility   (199,400)  
Net borrowings from (payments on) credit facility   $ 184,600  
Senior Notes      
Financing Obligations      
Unamortized fees $ 8,600   $ 9,000
v3.23.1
Debt and Financing Obligations - Eighth Amendment to Credit Agreement (Details)
$ in Thousands
Feb. 02, 2023
USD ($)
item
Mar. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Line of Credit Facility [Line Items]      
Number of reallocations | item 2    
Amount of reallocations in each line of credit borrowing capacity $ 50,000    
Total available commitments   $ 1,550,000 $ 1,550,000
Working Capital Facility      
Line of Credit Facility [Line Items]      
Amount of borrowing capacity reallocated to another credit facility 150,000    
Total available commitments 950,000 $ 950,000  
Revolving Credit Facility      
Line of Credit Facility [Line Items]      
Total available commitments $ 600,000    
v3.23.1
Debt and Financing Obligations - Notes (Details)
Mar. 31, 2023
Dec. 31, 2022
Senior Notes 6.875 Percent Due 2029    
Debt and Financing Obligations    
Stated interest rate (as a percent) 6.875% 6.875%
Senior Notes 7.00 Percent Due 2027    
Debt and Financing Obligations    
Stated interest rate (as a percent) 7.00% 7.00%
v3.23.1
Derivative Financial Instruments (Details)
 3 Months Ended
Mar. 31, 2023
MBbls
Exchange-Traded Derivatives | Long  
Volume of activity related to derivative financial instruments  
Nonmonetary units 39,447
Exchange-Traded Derivatives | Short  
Volume of activity related to derivative financial instruments  
Nonmonetary units 41,073
OTC Derivatives (Petroleum/Ethanol) | Long  
Volume of activity related to derivative financial instruments  
Nonmonetary units 5,339
OTC Derivatives (Petroleum/Ethanol) | Short  
Volume of activity related to derivative financial instruments  
Nonmonetary units 3,012
v3.23.1
Derivative Financial Instruments - Hedges (Details) - Derivatives in Fair Value Hedging Relationships - Cost of sales - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Futures contracts    
Fair values of derivative financial instruments    
Fair value hedge, Amount of Gain (Loss) Recognized in Income on Derivatives $ (514) $ (10,804)
Inventory    
Fair values of derivative financial instruments    
Fair value hedge, Amount of Gain (Loss) Recognized in Income on Hedged Items $ (4,819) $ 21,771
v3.23.1
Derivative Financial Instruments - Not Designated (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Derivatives not designated as hedging instruments | Commodity contracts | Cost of sales    
Derivative Financial Instruments    
Amount of Gain (Loss) Recognized in Income on Derivatives $ (2,241) $ 5,748
v3.23.1
Derivative Financial Instruments - Commodity Contracts, etc. (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Fair values of derivative financial instruments    
Asset Derivatives $ 64,180 $ 66,711
Liability Derivatives (47,353) (69,654)
Exchange-Traded Derivatives | Broker margin deposits    
Fair values of derivative financial instruments    
Asset Derivatives 45,626 46,863
Liability Derivatives (38,969) (51,974)
Forward derivative contracts | Derivative assets    
Fair values of derivative financial instruments    
Asset Derivatives 18,554 19,848
Forward derivative contracts | Derivative liabilities    
Fair values of derivative financial instruments    
Liability Derivatives (8,384) (17,680)
Derivatives designated as hedging instruments    
Fair values of derivative financial instruments    
Asset Derivatives (514) (11,517)
Derivatives designated as hedging instruments | Exchange-Traded Derivatives | Broker margin deposits    
Fair values of derivative financial instruments    
Asset Derivatives (514) (11,517)
Derivatives not designated as hedging instruments    
Fair values of derivative financial instruments    
Asset Derivatives 64,694 78,228
Liability Derivatives (47,353) (69,654)
Derivatives not designated as hedging instruments | Exchange-Traded Derivatives | Broker margin deposits    
Fair values of derivative financial instruments    
Asset Derivatives 46,140 58,380
Liability Derivatives (38,969) (51,974)
Derivatives not designated as hedging instruments | Forward derivative contracts | Derivative assets    
Fair values of derivative financial instruments    
Asset Derivatives 18,554 19,848
Derivatives not designated as hedging instruments | Forward derivative contracts | Derivative liabilities    
Fair values of derivative financial instruments    
Liability Derivatives $ (8,384) $ (17,680)
v3.23.1
Fair Value Measurements - Recurring (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Senior Notes 7.00 Percent Due 2027    
Liabilities:    
Stated interest rate (as a percent) 7.00% 7.00%
Face value of debt instrument $ 400,000 $ 400,000
Fair value of debt instrument $ 383,000 $ 379,000
Senior Notes 6.875 Percent Due 2029    
Liabilities:    
Stated interest rate (as a percent) 6.875% 6.875%
Face value of debt instrument $ 350,000 $ 350,000
Fair value of debt instrument $ 320,250 $ 315,875
Forward derivative contracts    
Assets:    
Derivative Asset, Statement of Financial Position [Extensible Enumeration] Derivative Asset, Current Derivative Asset, Current
Liabilities:    
Derivative Liability, Statement of Financial Position [Extensible Enumeration] Derivative Liability, Current Derivative Liability, Current
Recurring basis | Exchange-Traded Derivatives    
Assets:    
Cash collateral netting $ 12,393 $ 28,542
Recurring basis | Total estimated fair value    
Assets:    
Pension plans 18,668 18,257
Total assets 56,272 61,536
Recurring basis | Total estimated fair value | Forward derivative contracts    
Assets:    
Derivative assets 18,554 19,848
Liabilities:    
Derivative liabilities (8,384) (17,680)
Recurring basis | Total estimated fair value | Exchange-Traded Derivatives    
Assets:    
Exchange-traded/cleared derivative instruments 19,050 23,431
Recurring basis | Total estimated fair value | Level 1    
Assets:    
Pension plans 18,668 18,257
Total pre-netting liabilities 25,325 13,146
Recurring basis | Total estimated fair value | Level 1 | Exchange-Traded Derivatives    
Assets:    
Exchange-traded/cleared derivative instruments 6,657 (5,111)
Recurring basis | Total estimated fair value | Level 2    
Assets:    
Total assets 18,554 19,848
Recurring basis | Total estimated fair value | Level 2 | Forward derivative contracts    
Assets:    
Derivative assets 18,554 19,848
Liabilities:    
Derivative liabilities $ (8,384) $ (17,680)
v3.23.1
Environmental Liabilities (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Changes in environmental liabilities during the period    
Balance at the beginning of the period $ 68,635  
Environmental Loss Contingency, Statement of Financial Position [Extensible Enumeration] Current portion Current portion
Payments $ (597)  
Dispositions (85)  
Other adjustments 102  
Balance at the end of the period 68,055  
Environmental liabilities    
Current portion 4,941 $ 4,606
Long-term portion 63,114 64,029
Total environmental liabilities 68,055 68,635
Retail Gasoline Stations    
Changes in environmental liabilities during the period    
Balance at the beginning of the period 66,703  
Payments (578)  
Dispositions (85)  
Other adjustments 81  
Balance at the end of the period 66,121  
Environmental liabilities    
Total environmental liabilities 66,121 66,703
Terminals    
Changes in environmental liabilities during the period    
Balance at the beginning of the period 1,932  
Payments (19)  
Other adjustments 21  
Balance at the end of the period 1,934  
Environmental liabilities    
Total environmental liabilities $ 1,934 $ 1,932
v3.23.1
Related Party Transactions (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Jun. 28, 2022
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2015
Dec. 31, 2022
Information on related party transaction          
Receivables from related parties   $ 4,035     $ 2,380
Related party amounts recorded as selling, general and administrative expenses   2,700      
Revere Ma Owner LLC          
Related Party Transactions          
Gross proceeds $ 150,000        
Accrued Expenses and Other Current Liabilities | Revere Ma Owner LLC          
Information on related party transaction          
Accrued interest expenses and other current liabilities   7,300      
General Partner Interest          
Information on related party transaction          
Expenses incurred from transactions with related parties   36,400 $ 39,700    
Receivables from related parties   $ 4,035     $ 2,380
Slifka Family          
Related Party Transactions          
Ownership interest, as a percent   100.00%      
Annual services fee   $ 20      
Notice period to terminate the receipt of services under the agreement   90 days      
Information on related party transaction          
Sale of Productive Asset, Profit Share Percentage       50.00%  
Slifka Family | Revere Ma Owner LLC          
Related Party Transactions          
Gross proceeds       $ 44,300  
v3.23.1
Partners' Equity and Cash Distributions (Details) - $ / shares
 3 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Partners' Equity, Allocations and Cash Distributions    
General partner interest, equivalent units outstanding 230,303 230,303
First Target Distribution [Member] | Maximum    
Partners' Equity, Allocations and Cash Distributions    
Total Quarterly Distribution Target Amount (in dollars per unit) $ 0.4625  
Second Target Distribution [Member] | Minimum    
Partners' Equity, Allocations and Cash Distributions    
Total Quarterly Distribution Target Amount (in dollars per unit) 0.4625  
Second Target Distribution [Member] | Maximum    
Partners' Equity, Allocations and Cash Distributions    
Total Quarterly Distribution Target Amount (in dollars per unit) 0.5375  
Third Target Distribution [Member] | Minimum    
Partners' Equity, Allocations and Cash Distributions    
Total Quarterly Distribution Target Amount (in dollars per unit) 0.5375  
Third Target Distribution [Member] | Maximum    
Partners' Equity, Allocations and Cash Distributions    
Total Quarterly Distribution Target Amount (in dollars per unit) 0.6625  
Thereafter | Minimum    
Partners' Equity, Allocations and Cash Distributions    
Total Quarterly Distribution Target Amount (in dollars per unit) $ 0.6625  
Affiliates of general partner | Global Partners LP    
Partners' Equity, Allocations and Cash Distributions    
Limited partner ownership interest (as a percent) 18.60%  
Common Limited Partners    
Partners' Equity, Allocations and Cash Distributions    
Number of units held 33,985,772 33,937,519
Period of distribution of available cash after end of each quarter 45 days  
Common Limited Partners | Affiliates of general partner    
Partners' Equity, Allocations and Cash Distributions    
Number of units held 6,322,050  
Series A Preferred Limited Partners    
Partners' Equity, Allocations and Cash Distributions    
Number of units held 2,760,000 2,760,000
Initial distribution rate (as a percentage) 9.75%  
Sale price (in dollars per unit) $ 25.00  
Series B Preferred Limited Partners    
Partners' Equity, Allocations and Cash Distributions    
Number of units held 3,000,000 3,000,000
Initial distribution rate (as a percentage) 9.50%  
Sale price (in dollars per unit) $ 25.00  
Common Unitholders | Global Partners LP    
Partners' Equity, Allocations and Cash Distributions    
Limited partner ownership interest (as a percent) 99.33%  
Common Unitholders | Common Limited Partners    
Partners' Equity, Allocations and Cash Distributions    
Number of units held 33,995,563  
Common Unitholders | Common Limited Partners | First Target Distribution [Member]    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 99.33%  
Common Unitholders | Common Limited Partners | Second Target Distribution [Member]    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 86.33%  
Common Unitholders | Common Limited Partners | Third Target Distribution [Member]    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 76.33%  
Common Unitholders | Common Limited Partners | Thereafter    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 51.33%  
Common Unitholders | Common Limited Partners | Affiliates of general partner    
Partners' Equity, Allocations and Cash Distributions    
Number of units held 6,322,050  
General Partner Interest    
Partners' Equity, Allocations and Cash Distributions    
General partner interest, equivalent units outstanding 230,303  
General Partner Interest | First Target Distribution [Member]    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 0.67%  
General Partner Interest | Second Target Distribution [Member]    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 13.67%  
General Partner Interest | Third Target Distribution [Member]    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 23.67%  
General Partner Interest | Thereafter    
Partners' Equity, Allocations and Cash Distributions    
Marginal Percentage Interest in Distributions 48.67%  
General Partner Interest | Global Partners LP    
Partners' Equity, Allocations and Cash Distributions    
General partner interest (as a percent) 0.67%  
v3.23.1
Partners' Equity and Cash Distributions - Distributions paid and Preferred Units (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Apr. 25, 2023
Apr. 17, 2023
Feb. 15, 2023
Feb. 14, 2023
Mar. 31, 2023
Mar. 31, 2022
Cash Distribution Payment            
Per Unit Cash Distribution (in dollars per unit)       $ 1.5725    
Cash distribution, common units       $ 53,458    
Cash distribution, general partner       569    
Cash distribution, incentive       1,383    
Distributions, Total       $ 55,410 $ 58,873 $ 24,362
Common Limited Partners            
Distribution declared            
Quarterly cash distributions declared (in dollars per unit) $ 0.6550          
Quarterly distribution declared (in dollars per unit)         $ 0.6350  
Special distribution declared (in dollars per unit)         0.9375  
Common Limited Partners | Subsequent event            
Distribution declared            
Quarterly cash distributions declared (in dollars per unit) 0.6550          
Common Limited Partners | Subsequent event | Annualized Basis            
Cash Distribution Payment            
Per Unit Cash Distribution (in dollars per unit) $ 2.62          
Series A Preferred Limited Partners            
Cash Distribution Payment            
Per Unit Cash Distribution (in dollars per unit)     $ 0.609375      
Cash distribution     $ 1,682      
Distribution declared            
Quarterly cash distributions declared (in dollars per unit)   $ 0.609375        
Liquidation preference (in dollars per unit)         $ 25.00  
Series A Preferred Limited Partners | Minimum            
Distribution declared            
Notice period for redemption         30 days  
Series A Preferred Limited Partners | Maximum            
Distribution declared            
Notice period for redemption         60 days  
Series A Preferred Limited Partners | Subsequent event            
Distribution declared            
Quarterly cash distributions declared (in dollars per unit)   0.609375        
Series A Preferred Limited Partners | Subsequent event | Annualized Basis            
Cash Distribution Payment            
Per Unit Cash Distribution (in dollars per unit)   2.4375        
Series B Preferred Limited Partners            
Cash Distribution Payment            
Per Unit Cash Distribution (in dollars per unit)     $ 0.59375      
Cash distribution     $ 1,781      
Distribution declared            
Quarterly cash distributions declared (in dollars per unit)   0.59375        
Liquidation preference (in dollars per unit)         $ 25.00  
Series B Preferred Limited Partners | Minimum            
Distribution declared            
Notice period for redemption         30 days  
Series B Preferred Limited Partners | Maximum            
Distribution declared            
Notice period for redemption         60 days  
Series B Preferred Limited Partners | Subsequent event            
Distribution declared            
Quarterly cash distributions declared (in dollars per unit)   0.59375        
Series B Preferred Limited Partners | Subsequent event | Annualized Basis            
Cash Distribution Payment            
Per Unit Cash Distribution (in dollars per unit)   $ 2.375        
v3.23.1
Segment Reporting (Details)
$ in Thousands, gal in Millions
 3 Months Ended
Mar. 31, 2023
USD ($)
gal
Mar. 31, 2022
USD ($)
gal
Summarized financial information for the Partnership's reportable segments    
Sales $ 4,030,327 $ 4,500,538
Product margin 244,806 228,212
Depreciation allocated to cost of sales (22,742) (21,974)
Gross profit 222,064 206,238
Wholesale    
Summarized financial information for the Partnership's reportable segments    
Sales 2,459,423 2,777,703
Product margin 53,133 47,088
Wholesale | Distillates, Residual Oil and Crude Oil    
Summarized financial information for the Partnership's reportable segments    
Sales 1,283,800 1,357,477
Product margin 32,747 49,373
Wholesale | Gasoline sales: gasoline and gasoline blendstocks (such as ethanol)    
Summarized financial information for the Partnership's reportable segments    
Sales 1,175,623 1,420,226
Product margin 20,386 (2,285)
GDSO    
Summarized financial information for the Partnership's reportable segments    
Sales 1,313,032 1,392,853
Product margin 183,546 172,983
GDSO | Gasoline    
Summarized financial information for the Partnership's reportable segments    
Sales 1,185,866 1,276,961
Product margin 120,816 114,886
GDSO | Convenience store and prepared food sales, rental income and sundries    
Summarized financial information for the Partnership's reportable segments    
Sales 127,166 115,892
Product margin 62,730 58,097
Commercial    
Summarized financial information for the Partnership's reportable segments    
Sales 257,872 329,982
Product margin $ 8,127 $ 8,141
Intersegment transaction | GDSO    
Summarized financial information for the Partnership's reportable segments    
Sales volume supplied by Wholesale to GDSO (in gallons) | gal 96 101
v3.23.1
Segment Reporting - Reconciliation (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2023
Mar. 31, 2022
Reconciliation of the totals reported for the reportable segments to the applicable line items in the consolidated financial statements    
Combined gross profit $ 222,064 $ 206,238
Operating costs and expenses    
Selling, general and administrative expenses 62,256 56,281
Operating expenses 108,353 99,233
Amortization expense 2,084 2,499
Net gain loss on sale and disposition of assets (2,128) (4,911)
Total costs and operating expenses 170,565 153,102
Operating income 51,499 53,136
Interest expense (22,068) (21,474)
Income tax expense (400) (1,177)
Net income 29,031 30,485
Operating costs and expenses not allocated to operating segments    
Operating costs and expenses    
Selling, general and administrative expenses 62,256 56,281
Operating expenses 108,353 99,233
Amortization expense 2,084 2,499
Net gain loss on sale and disposition of assets (2,128) (4,911)
Total costs and operating expenses $ 170,565 $ 153,102
v3.23.1
Segment Reporting - Assets (Details) - USD ($)
$ in Thousands
Mar. 31, 2023
Dec. 31, 2022
Segment assets    
Total $ 2,924,746 $ 3,160,885
Operating costs and expenses not allocated to operating segments    
Segment assets    
Total 462,753 477,755
Wholesale    
Segment assets    
Total 553,783 738,995
GDSO    
Segment assets    
Total $ 1,908,210 $ 1,944,135
v3.23.1
Net Income Per Common Limited Partner Unit (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended
Apr. 25, 2023
Apr. 17, 2023
Mar. 31, 2023
Mar. 31, 2022
Dec. 31, 2022
Net Income Per Limited Partner Unit          
Repurchased units not deemed outstanding     9,791   58,044
Net income attributable to Global Partners LP     $ 29,031 $ 30,485  
Declared distribution     24,016 21,344  
Assumed allocation of undistributed net income     5,015 9,141  
Assumed allocation of net income     $ 29,031 $ 30,485  
Common Limited Partners          
Denominator:          
Basic weighted average common units outstanding     33,986,000 33,953,000  
Diluted weighted average common units outstanding     34,001,000 34,085,000  
Basic net income per common limited partner unit     $ 0.70 $ 0.76  
Diluted net income per common limited partner unit     0.70 $ 0.76  
Quarterly cash distributions declared (in dollars per unit) $ 0.6550        
Quarterly distribution declared (in dollars per unit)     0.6350    
Special distribution declared (in dollars per unit)     $ 0.9375    
Common Limited Partners | Subsequent event          
Denominator:          
Quarterly cash distributions declared (in dollars per unit) $ 0.6550        
Series A Preferred Limited Partners          
Denominator:          
Quarterly cash distributions declared (in dollars per unit)   $ 0.609375      
Series A Preferred Limited Partners | Subsequent event          
Denominator:          
Quarterly cash distributions declared (in dollars per unit)   0.609375      
Series B Preferred Limited Partners          
Denominator:          
Quarterly cash distributions declared (in dollars per unit)   0.59375      
Series B Preferred Limited Partners | Subsequent event          
Denominator:          
Quarterly cash distributions declared (in dollars per unit)   $ 0.59375      
Common Unitholders          
Net Income Per Limited Partner Unit          
Net income attributable to Global Partners LP     $ 27,249 $ 29,308  
Declared distribution     22,267 20,227  
Assumed allocation of undistributed net income     4,982 9,081  
Assumed allocation of net income     27,249 29,308  
Common Unitholders | Common Limited Partners          
Net Income Per Limited Partner Unit          
Assumed allocation of net income     $ 23,786 $ 25,845  
Denominator:          
Basic weighted average common units outstanding     33,986,000 33,953,000  
Dilutive effect of phantom units     15,000 132,000  
Diluted weighted average common units outstanding     34,001,000 34,085,000  
Basic net income per common limited partner unit     $ 0.70 $ 0.76  
Diluted net income per common limited partner unit     $ 0.70 $ 0.76  
Common Unitholders | Preferred Limited Partners          
Net Income Per Limited Partner Unit          
Assumed allocation of net income     $ 3,463 $ 3,463  
General Partner Interest          
Net Income Per Limited Partner Unit          
Net income attributable to Global Partners LP     1,782 1,177  
Declared distribution     162 144  
Assumed allocation of undistributed net income     33 60  
Assumed allocation of net income     195 204  
IDRs          
Net Income Per Limited Partner Unit          
Declared distribution     1,587 973  
Assumed allocation of net income     $ 1,587 $ 973  
v3.23.1
Subsequent Events (Details) - $ / shares
Apr. 25, 2023
Apr. 17, 2023
Feb. 15, 2023
Feb. 14, 2023
Subsequent Event        
Per Unit Cash Distribution (in dollars per unit)       $ 1.5725
Series A Preferred Limited Partners        
Subsequent Event        
Quarterly cash distributions declared (in dollars per unit)   $ 0.609375    
Per Unit Cash Distribution (in dollars per unit)     $ 0.609375  
Series B Preferred Limited Partners        
Subsequent Event        
Quarterly cash distributions declared (in dollars per unit)   0.59375    
Per Unit Cash Distribution (in dollars per unit)     $ 0.59375  
Common Limited Partners        
Subsequent Event        
Quarterly cash distributions declared (in dollars per unit) $ 0.6550      
Subsequent event | Series A Preferred Limited Partners        
Subsequent Event        
Quarterly cash distributions declared (in dollars per unit)   0.609375    
Subsequent event | Series A Preferred Limited Partners | Annualized Basis        
Subsequent Event        
Per Unit Cash Distribution (in dollars per unit)   2.4375    
Subsequent event | Series B Preferred Limited Partners        
Subsequent Event        
Quarterly cash distributions declared (in dollars per unit)   0.59375    
Subsequent event | Series B Preferred Limited Partners | Annualized Basis        
Subsequent Event        
Per Unit Cash Distribution (in dollars per unit)   $ 2.375    
Subsequent event | Common Limited Partners        
Subsequent Event        
Quarterly cash distributions declared (in dollars per unit) 0.6550      
Subsequent event | Common Limited Partners | Annualized Basis        
Subsequent Event        
Per Unit Cash Distribution (in dollars per unit) $ 2.62