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Organization and Basis of Presentation
12 Months Ended
Dec. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]
1. Organization and Basis of Presentation
Western Refining Logistics, LP ("WNRL" or the "Partnership") is a Delaware limited partnership formed in July 2013 by Western Refining Logistics GP, LLC ("WRGP" or the "General Partner"), our general partner. WRGP is owned 100% by Western Refining, Inc. ("Western") and holds all of the non-economic general partner interests in WNRL. On October 16, 2013, we completed our initial public offering (the "Offering") of 15,812,500 common units representing limited partner interests. Upon completion of the Offering, Western and its subsidiaries, collectively held a 65.3% limited partner interest in WNRL, with the remaining 34.7% limited partner interest being held by public unitholders. See Note 3, Initial Public Offering, for further discussion.
WNRL is principally a fee-based growth-oriented partnership that was formed to own, operate, develop and acquire logistics and related assets and businesses to include terminals, storage tanks, pipelines and other logistics assets related to the terminalling, transportation, storage and distribution of crude oil and refined products. WNRL's assets include approximately 300 miles of pipelines, approximately 8.0 million barrels of active storage capacity, distribution of wholesale petroleum products and crude oil trucking.
On October 15, 2014, we acquired all of the outstanding limited liability company interests of Western Refining Wholesale, LLC (“WRW”), which owned substantially all of Western’s wholesale assets in the Southwest U.S. We acquired these interests pursuant to a Contribution, Conveyance and Assumption Agreement, dated September 25, 2014, as amended (the “Contribution Agreement”), by and among us, Western, Western Refining Southwest, Inc., a wholly-owned indirect subsidiary of Western ("WRSW"), and our general partner, in exchange for consideration of $320 million in cash and the issuance of 1,160,092 additional common units. We funded the cash payment through $269 million in new borrowings under our revolving credit facility and $51 million from cash on hand. The issuance of these additional units to Western increased Western's limited partner interest in WNRL to 66.2%. We refer to this transaction as the "Wholesale Acquisition".
Our operations include two business segments: the logistics segment and the wholesale segment. See Note 5, Segment Information, for further discussion of our business segments.
The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for financial information and with the instructions to Form 10-K and Article 10 of Regulation S-X as it relates to quarterly information included in Note 22, Quarterly Financial Information (Unaudited). We have not reported comprehensive income due to the absence of items of other comprehensive income or loss during the periods presented.
The financial statements presented in this Annual Report on Form 10-K include the consolidated financial results of our accounting predecessor for the contributed logistics assets (the "WNRL Predecessor"), prior to October 16, 2013, the consolidated financial results of our accounting predecessor for the WRW assets prior to October 15, 2014, and the consolidated financial results of WNRL for the period beginning October 16, 2013, the date of the Offering. The balance sheet as of December 31, 2014, presents solely the consolidated financial position of WNRL.
We recorded the purchase of WRW's assets at Western's historical book value, which was required for accounting purposes to treat the purchase as a reorganization of entities under common control. The information contained herein for the WNRL Predecessor and WNRL has been retrospectively adjusted, to include the historical results of the WRW assets acquired, for periods prior to the effective date of the transaction. Our financial information includes the historical results of the WNRL Predecessor, retrospectively adjusted due to the Wholesale Acquisition, collectively our "Predecessor," for periods prior to October 16, 2013, and the results of WNRL, beginning October 16, 2013, the date WNRL commenced operations, which have also been retrospectively adjusted.