Sprague Resources LP - 10-K filing on 2016-03-10

Related Party Transactions

12 Months Ended

Dec. 31, 2015



12.	Related Party Transactions

The Parent charged the Predecessor $1.1 million during the period January 1, 2013 to October 29, 2013, for oversight and monitoring of the Predecessor. Such amounts are included in selling, general and administrative expenses in the Consolidated and Combined Statement of Operations. Intercompany activities are settled monthly and do not bear interest. There are no material intercompany accounts receivable or intercompany accounts payable balances outstanding with the Parent as of December 31, 2015 and 2014. As of December 31, 2013, Kildair had notes payable to the Parent and an affiliate of the Parent of $17.5 million and $14.5 million, respectively, that were retired in connection with the Partnership acquiring Kildair on December 9, 2014.

For the period from January 1, 2013 to October 29, 2013, the Predecessor made cash distributions to the Parent of $40.0 million, as permitted by the Predecessor Credit Agreement.

In connection with the IPO, the Predecessor distributed to Sprague Holdings, or its affiliates, certain assets and liabilities, including among others, its ownership in Kildair as well as accounts receivable of $130.2 million and cash of $10.0 million in an aggregate amount equal to the net proceeds of the IPO. On December 9, 2014, the Partnership acquired all of the equity interest in Kildair through the acquisition of the equity interest of Kildair's parent, Sprague Canadian Properties, LLC. (see Note 2).

Through the General Partner, the Partnership participates in certain of the Parent’s pension and other benefit plans (see Note 15) and the Predecessor also had a tax sharing agreement with the Parent. See Note 14.

During July 2013 the Predecessor received a capital contribution of $10.0 million from the Parent in connection with the acquisition of the oil terminal in Bridgeport, Connecticut. See Note 2.

The General Partner charges the Partnership for the reimbursements of employee costs and related employee benefits and other overhead costs supporting the Partnership’s operations which amounted to $98.9 million and $82.0 million for the years ended December 31, 2015 and 2014, respectively, and $12.9 million for the period from October 30, 2013 through December 31, 2013. Prior to the IPO, these expenses were incurred directly by the Predecessor. Amounts due to the General Partner were $14.0 million and $16.3 million as of December 31, 2015 and 2014, respectively.