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Financial Instruments and Risk Management
9 Months Ended
Jun. 25, 2016
Fair Value Disclosures [Abstract]  
Financial Instruments and Risk Management

4.

Financial Instruments and Risk Management

Cash and Cash Equivalents.  The Partnership considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.  The carrying amount approximates fair value because of the short-term maturity of these instruments.

Derivative Instruments and Hedging Activities.

Commodity Price Risk.  Given the retail nature of its operations, the Partnership maintains a certain level of priced physical inventory to help ensure its field operations have adequate supply commensurate with the time of year.  The Partnership’s strategy is to keep its physical inventory priced relatively close to market for its field operations.  The Partnership enters into a combination of exchange-traded futures and option contracts and, in certain instances, over-the-counter options and swap contracts (collectively, “derivative instruments”) to hedge price risk associated with propane and fuel oil physical inventories, as well as future purchases of propane or fuel oil used in its operations and to help ensure adequate supply during periods of high demand.  In addition, the Partnership sells propane and fuel oil to customers at fixed prices, and enters into derivative instruments to hedge a portion of its exposure to fluctuations in commodity prices as a result of selling the fixed price contracts.  Under this risk management strategy, realized gains or losses on derivative instruments will typically offset losses or gains on the physical inventory once the product is sold or delivered as it pertains to fixed price contracts.  All of the Partnership’s derivative instruments are reported on the condensed consolidated balance sheet at their fair values.  In addition, in the course of normal operations, the Partnership routinely enters into contracts such as forward priced physical contracts for the purchase or sale of propane and fuel oil that qualify for and are designated as normal purchase or normal sale contracts.  Such contracts are exempted from the fair value accounting requirements and are accounted for at the time product is purchased or sold under the related contract.  The Partnership does not use derivative instruments for speculative trading purposes.  Market risks associated with futures, options, forward and swap contracts are monitored daily for compliance with the Partnership’s Hedging and Risk Management Policy which includes volume limits for open positions.  Priced on-hand inventory is also reviewed and managed daily as to exposures to changing market prices.

On the date that derivative instruments are entered into, other than those designated as normal purchases or normal sales, the Partnership makes a determination as to whether the derivative instrument qualifies for designation as a hedge.  Changes in the fair value of derivative instruments are recorded each period in current period earnings or other comprehensive income (“OCI”), depending on whether the derivative instrument is designated as a hedge and, if so, the type of hedge.  For derivative instruments designated as cash flow hedges, the Partnership formally assesses, both at the hedge contract’s inception and on an ongoing basis, whether the hedge contract is highly effective in offsetting changes in cash flows of hedged items.  Changes in the fair value of derivative instruments designated as cash flow hedges are reported in OCI to the extent effective and reclassified into earnings during the same period in which the hedged item affects earnings.  The mark-to-market gains or losses on ineffective portions of cash flow hedges are recognized in earnings immediately.  Changes in the fair value of derivative instruments that are not designated as cash flow hedges, and that do not meet the normal purchase and normal sale exemption, are recorded within earnings as they occur.  Cash flows associated with derivative instruments are reported as operating activities within the condensed consolidated statement of cash flows.

Interest Rate Risk.  A portion of the Partnership’s borrowings bear interest at prevailing interest rates based upon, at the Operating Partnership’s option, LIBOR plus an applicable margin or the base rate, defined as the higher of the Federal Funds Rate plus ½ of 1% or the agent bank’s prime rate, or LIBOR plus 1%, plus the applicable margin.  The applicable margin is dependent on the level of the Partnership’s total leverage (the ratio of total debt to consolidated income before deducting interest expense, income taxes, depreciation and amortization (“EBITDA”)).  Therefore, the Partnership is subject to interest rate risk on the variable component of the interest rate.  The Partnership manages part of its variable interest rate risk by entering into interest rate swap agreements. The interest rate swaps have been designated as, and are accounted for as, cash flow hedges.  The fair value of the interest rate swaps are determined using an income approach, whereby future settlements under the swaps are converted into a single present value, with fair value being based on the value of current market expectations about those future amounts.  Changes in the fair value are recognized in OCI until the hedged item is recognized in earnings.  However, due to changes in the underlying interest rate environment, the corresponding value in OCI is subject to change prior to its impact on earnings.

Valuation of Derivative Instruments.  The Partnership measures the fair value of its exchange-traded options and futures contracts using quoted market prices found on the New York Mercantile Exchange (the “NYMEX”) (Level 1 inputs); the fair value of its swap contracts using quoted forward prices, and the fair value of its interest rate swaps using model-derived valuations driven by observable projected movements of the 3-month LIBOR (Level 2 inputs); and the fair value of its over-the-counter options contracts using Level 3 inputs.  The Partnership’s over-the-counter options contracts are valued based on an internal option model.  The inputs utilized in the model are based on publicly available information as well as broker quotes.  The significant unobservable inputs used in the fair value measurements of the Partnership’s over-the-counter options contracts are interest rate and market volatility.

The following summarizes the fair value of the Partnership’s derivative instruments and their location in the condensed consolidated balance sheets as of June 25, 2016 and September 26, 2015, respectively:

 

 

 

As of June 25, 2016

 

 

As of September 26, 2015

 

Asset Derivatives

 

Location

 

Fair Value

 

 

Location

 

Fair Value

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Commodity-related derivatives

 

Other current assets

 

$

2,223

 

 

Other current assets

 

$

7,013

 

 

 

Other assets

 

 

1,533

 

 

Other assets

 

 

485

 

 

 

 

 

$

3,756

 

 

 

 

$

7,498

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liability Derivatives

 

Location

 

Fair Value

 

 

Location

 

Fair Value

 

Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate swap

 

Other current liabilities

 

$

514

 

 

Other current liabilities

 

$

1,112

 

 

 

Other liabilities

 

 

 

 

Other liabilities

 

 

200

 

 

 

 

 

$

514

 

 

 

 

$

1,312

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

Commodity-related derivatives

 

Other current liabilities

 

$

2,042

 

 

Other current liabilities

 

$

 

 

 

Other liabilities

 

 

480

 

 

Other liabilities

 

 

2,567

 

 

 

 

 

$

2,522

 

 

 

 

$

2,567

 

 

The following summarizes the reconciliation of the beginning and ending balances of assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs:

 

 

 

Fair Value Measurement Using Significant

Unobservable Inputs (Level 3)

 

 

 

Nine Months Ended

 

 

Nine Months Ended

 

 

 

June 25, 2016

 

 

June 27, 2015

 

 

 

Assets

 

 

Liabilities

 

 

Assets

 

 

Liabilities

 

Beginning balance of over-the-counter options

 

$

2,781

 

 

$

347

 

 

$

1,512

 

 

$

 

Beginning balance realized during the period

 

 

(2,546

)

 

 

(275

)

 

 

(1,325

)

 

 

 

Contracts purchased during the period

 

 

762

 

 

 

 

 

 

1,499

 

 

 

265

 

Change in the fair value of outstanding contracts

 

 

(234

)

 

 

(72

)

 

 

1,741

 

 

 

 

Ending balance of over-the-counter options

 

$

763

 

 

$

 

 

$

3,427

 

 

$

265

 

 

As of June 25, 2016 and September 26, 2015, the Partnership’s outstanding commodity-related derivatives had a weighted average maturity of approximately seven months, respectively.

The effect of the Partnership’s derivative instruments on the condensed consolidated statements of operations and the condensed consolidated statements of comprehensive income, as applicable, for the three and nine months ended June 25, 2016 and June 27, 2015 are as follows:

 

 

 

Three Months Ended June 25, 2016

 

 

Three Months Ended June 27, 2015

 

 

 

 

 

 

 

Gains (Losses) Reclassified

from Accumulated OCI into

Income

 

 

 

 

 

 

Gains (Losses) Reclassified

from Accumulated OCI into

Income

 

Derivatives in Cash Flow

Hedging Relationships

 

Gains (Losses) Recognized  in OCI (Effective Portion)

 

 

Location

 

Amount

 

 

Gains (Losses) Recognized  in OCI (Effective Portion)

 

 

Location

 

Amount

 

Interest rate swap

 

$

(107

)

 

Interest expense

 

$

(252

)

 

$

(128

)

 

Interest expense

 

$

(342

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives Not Designated

as Hedging Instruments

 

 

 

 

 

Unrealized Gains (Losses)

Recognized in Income

 

 

 

 

 

 

Unrealized Gains (Losses)

Recognized in Income

 

 

 

 

 

 

 

Location

 

Amount

 

 

 

 

 

 

Location

 

Amount

 

Commodity-related

   derivatives

 

 

 

 

 

Cost of

products sold

 

$

(56

)

 

 

 

 

 

Cost of

products sold

 

$

(37

)

 

 

 

Nine Months Ended June 25, 2016

 

 

Nine Months Ended June 27, 2015

 

 

 

 

 

 

 

Gains (Losses) Reclassified

from Accumulated OCI into

Income

 

 

 

 

 

 

Gains (Losses) Reclassified

from Accumulated OCI into

Income

 

Derivatives in Cash Flow

Hedging Relationships

 

Gains (Losses) Recognized  in OCI (Effective Portion)

 

 

Location

 

Amount

 

 

Gains (Losses) Recognized  in OCI (Effective Portion)

 

 

Location

 

Amount

 

Interest rate swap

 

$

(47

)

 

Interest expense

 

$

(844

)

 

$

(855

)

 

Interest expense

 

$

(1,043

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives Not Designated

as Hedging Instruments

 

 

 

 

 

Unrealized Gains (Losses)

Recognized in Income

 

 

 

 

 

 

Unrealized Gains (Losses)

Recognized in Income

 

 

 

 

 

 

 

Location

 

Amount

 

 

 

 

 

 

Location

 

Amount

 

Commodity-related

   derivatives

 

 

 

 

 

Cost of

products sold

 

$

(2,005

)

 

 

 

 

 

Cost of

products sold

 

$

2,035

 

 

The following table presents the fair value of the Partnership’s recognized derivative assets and liabilities on a gross basis and amounts offset on the condensed consolidated balance sheets subject to enforceable master netting arrangements or similar agreements:

 

 

 

As of June 25, 2016

 

 

As of September 26, 2015

 

 

 

 

 

 

 

 

 

 

 

Net amounts

 

 

 

 

 

 

 

 

 

 

Net amounts

 

 

 

 

 

 

 

 

 

 

 

presented in the

 

 

 

 

 

 

 

 

 

 

presented in the

 

 

 

Gross amounts

 

 

Effects of netting

 

 

balance sheet

 

 

Gross amounts

 

 

Effects of netting

 

 

balance sheet

 

Asset Derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity-related derivatives

 

$

5,312

 

 

$

(1,556

)

 

$

3,756

 

 

$

13,063

 

 

$

(5,565

)

 

$

7,498

 

Interest rate swap

 

 

331

 

 

 

(331

)

 

 

 

 

 

740

 

 

 

(740

)

 

 

 

 

 

$

5,643

 

 

$

(1,887

)

 

$

3,756

 

 

$

13,803

 

 

$

(6,305

)

 

$

7,498

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liability Derivatives

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commodity-related derivatives

 

$

4,078

 

 

$

(1,556

)

 

$

2,522

 

 

$

8,132

 

 

$

(5,565

)

 

$

2,567

 

Interest rate swap

 

 

845

 

 

 

(331

)

 

 

514

 

 

 

2,052

 

 

 

(740

)

 

 

1,312

 

 

 

$

4,923

 

 

$

(1,887

)

 

$

3,036

 

 

$

10,184

 

 

$

(6,305

)

 

$

3,879

 

 

The Partnership had $1,060 and $553 posted cash collateral as of June 25, 2016 and September 26, 2015, respectively, with its brokers for outstanding commodity-related derivatives.

Bank Debt and Senior Notes.  The fair value of the borrowings under the Revolving Credit Facility (defined below in Note 8) approximates the carrying value since the interest rates are periodically adjusted to reflect market conditions.  Based upon quoted market prices (a Level 1 input), the fair value of the Senior Notes (defined below in Note 8) of the Partnership are as follows:

 

 

 

As of

 

 

 

June 25,

 

 

September 26,

 

 

 

2016

 

 

2015

 

7.375% senior notes due August 1, 2021

 

$

360,460

 

 

$

363,922

 

5.5% senior notes due June 1, 2024

 

 

521,063

 

 

 

498,750

 

5.75% senior notes due March 1, 2025

 

 

248,750

 

 

 

241,250

 

 

 

$

1,130,273

 

 

$

1,103,922