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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2013	Nov. 06, 2013
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3
Trading Symbol	LGP
Entity Registrant Name	Lehigh Gas Partners LP
Entity Central Index Key	0001538849
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding	0
Common Units [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		7,526,044
Subordinated Units [Member]
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		7,525,000

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 182	$ 4,768
Accounts receivable, less allowance for doubtful accounts of $90 and $0 at September 30, 2013 and December 31, 2012, respectively	6,293	5,741
Accounts receivable from affiliates	12,661	8,112
Motor fuel inventory	1,829
Environmental indemnification asset - current portion	419	591
Assets held for sale		1,615
Other current assets	2,239	2,147
Total current assets	23,623	22,974
Property and equipment, net	292,059	243,022
Intangible assets, net	35,680	35,602
Environmental indemnification asset	970	586
Deferred financing fees, net and other assets	9,965	10,031
Goodwill	8,407	5,636
Total assets	370,704	317,851
Current liabilities:
Lease financing obligations - current portion	2,583	2,187
Accounts payable	21,189	16,279
Motor fuel taxes payable	6,973	9,455
Income taxes payable	716	342
Environmental liability - current portion	424	591
Accrued expenses and other current liabilities	4,869	3,299
Total current liabilities	36,754	32,153
Long-term debt	243,243	183,751
Lease financing obligations	64,970	73,793
Environmental liability	970	586
Other liabilities	17,994	13,023
Total liabilities	363,931	303,306
Commitments and contingencies (Note 12)
Partners' capital:
General Partner's Interest
Total partners' capital	6,773	14,545
Total liabilities and partners' capital	370,704	317,851
Limited Partners' Interest Common Units-Public [Member]
Partners' capital:
Limited Partners' Interest	121,541	125,093
Total partners' capital	121,541	125,093
Limited Partners' Interest Common Units-Affiliates [Member]
Partners' capital:
Limited Partners' Interest	(42,723)	(42,399)
Total partners' capital	(42,723)	(42,399)
Limited Partners' Interest Subordinated Units-Affiliates [Member]
Partners' capital:
Limited Partners' Interest	(72,045)	(68,149)
Total partners' capital	$ (72,045)	$ (68,149)

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Accounts receivable, allowance for doubtful accounts	$ 90	$ 0
Limited Partners' Interest Common Units-Public [Member]
Units issued	6,901,044	6,900,000
Units outstanding	6,901,044	6,900,000
Limited Partners' Interest Common Units-Affiliates [Member]
Units issued	625,000	625,000
Units outstanding	625,000	625,000
Limited Partners' Interest Subordinated Units-Affiliates [Member]
Units issued	7,525,000	7,525,000
Units outstanding	7,525,000	7,525,000

Condensed Consolidated and Combined Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Revenues:
Revenues from fuel sales	$ 251,626		$ 698,649
Revenues from fuel sales to affiliates	228,347		719,916
Rent income	4,167		11,352
Rent income from affiliates	5,938		19,287
Revenues from retail merchandise and other	34		34
Total revenues	490,112		1,449,238
Costs and Expenses:
Cost of revenues from fuel sales	246,281		684,224
Cost of revenues from fuel sales to affiliates	222,021		700,756
Cost of revenues from retail merchandise and other	34		34
Rent expense	3,679		11,463
Operating expenses	1,286		3,219
Depreciation and amortization	5,212		14,915
Selling, general and administrative expenses	4,604		12,003
Gains on sales of assets, net			(47)
Total costs and operating expenses	483,117		1,426,567
Operating income	6,995		22,671
Interest expense, net	(3,349)		(10,233)
Other income, net	555		1,652
Income (loss) from continuing operations before income taxes	4,201		14,090
Income tax expense (benefit) from continuing operations	(723)		(60)
Income (loss) from continuing operations after income taxes	4,924		14,150
Net income (loss) and comprehensive income (loss)	4,924		14,150
Limited partners' interest in net income from continuing operations after income taxes	4,924		14,150
Net income allocated to common units	2,462		7,075
Net income allocated to subordinated units	$ 2,462		$ 7,075
Net income per common unit - basic and diluted (in dollars per unit)	$ 0.327		$ 0.940
Net income per subordinated unit - basic and diluted (in dollars per unit)	$ 0.327		$ 0.940
Weighted average limited partners' units outstanding
Common units - basic and diluted	7,526,044		7,525,983
Subordinated units - basic and diluted	7,525,000		7,525,000
Predecessor [Member]
Revenues:
Revenues from fuel sales		$ 270,598		$ 846,577
Revenues from fuel sales to affiliates		230,754		552,283
Rent income		3,184		9,268
Rent income from affiliates		2,090		4,988
Revenues from retail merchandise and other		3		10
Total revenues		506,629		1,413,126
Costs and Expenses:
Cost of revenues from fuel sales		265,380		828,671
Cost of revenues from fuel sales to affiliates		226,274		541,649
Rent expense		3,464		8,326
Operating expenses		1,824		5,022
Depreciation and amortization		3,536		11,991
Selling, general and administrative expenses		3,722		14,280
Gains on sales of assets, net		(146)		(3,119)
Total costs and operating expenses		504,054		1,406,820
Operating income		2,575		6,306
Interest expense, net		(3,388)		(10,281)
Other income, net		372		1,437
Income (loss) from continuing operations before income taxes		(441)		(2,538)
Income (loss) from continuing operations after income taxes		(441)		(2,538)
Income (loss) from discontinued operations		(9)		300
Net income (loss) and comprehensive income (loss)		$ (450)		$ (2,238)

Condensed Consolidated Statement of Partners' Capital and Comprehensive Income - 9 months ended Sep. 30, 2013 - USD ($) $ in Thousands	Total	Limited Partners' Interest Common Units-Public [Member]	Limited Partners' Interest Common Units-Affiliates [Member]	Limited Partners' Interest Subordinated Units-Affiliates [Member]
Balance at Dec. 31, 2012	$ 14,545	$ 125,093	$ (42,399)	$ (68,149)
Balance (in units) at Dec. 31, 2012		6,900,000	625,000	7,525,000
Equity-based director compensation	21	$ 21
Equity-based director compensation (in units)		1,044
Net income and comprehensive income	14,150	$ 6,488	$ 587	$ 7,075
Payment to affiliate for commission sites (Note 1)	(3,508)	(1,608)	(146)	(1,754)
Distributions paid	(18,435)	(8,453)	(765)	(9,217)
Balance at Sep. 30, 2013	$ 6,773	$ 121,541	$ (42,723)	$ (72,045)
Balance (in units) at Sep. 30, 2013		6,901,044	625,000	7,525,000

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

Condensed Consolidated and Combined Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012
Cash Flows Related to Operating Activities
Net income (loss)	$ 14,150
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities:
Depreciation and amortization	14,915
Accretion of interest on asset retirement obligations	39
Amortization of deferred financing fees	2,013
Amortization of (above) below market leases, net	105
Gains on sales of assets, net	(47)
Provision for losses on doubtful accounts	90
Equity-based incentive compensation expense	2,223
Equity-based director compensation expense	21
Deferred income taxes	(1,096)
Settlement of capital lease obligations (Note 9)	(272)
Changes in certain assets and liabilities, net of acquisitions:
Accounts receivable	(642)
Accounts receivable from affiliates	(4,651)
Inventories	(1,829)
Environmental indemnification asset	(212)
Other current assets	(140)
Other assets	161
Accounts payable	4,910
Accrued expenses and other current liabilities	843
Motor fuel taxes payable	(2,482)
Income taxes payable	374
Environmental liability	217
Other long-term liabilities	(1,433)
Net cash flows provided by operating activities	27,257
Cash Flows Related to Investing Activities
Proceeds from sale of property and equipment	2,210
Purchases of property and equipment	(5,249)
Principal payments received on notes receivable	48
Receipt of portion of purchase price from settlement of escrow in connection with acquisition	131
Cash paid in connection with acquisitions, net of cash acquired	(30,555)
Net cash flows (used in) provided by investing activities	(33,415)
Cash Flows Related to Financing Activities
Proceeds from borrowings under revolving credit facility	30,827
Proceeds from borrowings under swing-line line of credit, net	1,465
Repayment of lease financing obligations	(6,649)
Payment of deferred financing fees	(408)
Payment to affiliate for commission sites (Note 1)	(3,508)
Distributions paid on common and subordinated units	(18,435)
Advances (to) from affiliates	(1,720)
Net cash flows provided by (used in) financing activities	1,572
Net decrease in cash and cash equivalents	(4,586)
Cash and Cash Equivalents
Beginning of period	4,768
End of period	182
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest	8,289
Cash paid for income taxes	663
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Lessor indirect costs incurred and deferred rent income recorded related to new lease transaction between affiliate and unrelated third-party	1,700
Issuance of note payable in connection with purchase of sites	1,000
Removal of property and equipment and capital lease obligation for sites terminated from Getty lease	(1,778)
Reassessment of asset retirement obligations	319
Issuance of note payable in connection with Rocky Top acquisition	26,250
Adjustments to preliminary purchase accounting	$ 6,045
Predecessor [Member]
Cash Flows Related to Operating Activities
Net income (loss)		$ (2,238)
Adjustments to reconcile net income (loss) to net cash flows provided by operating activities:
Depreciation and amortization		12,036
Accretion of interest on asset retirement obligations		287
Amortization of debt discount		584
Amortization of deferred financing fees		537
Amortization of (above) below market leases, net		377
Gains on sales of assets, net		(3,356)
Provision for losses on doubtful accounts		25
Changes in certain assets and liabilities, net of acquisitions:
Accounts receivable		1,168
Accounts receivable from affiliates		(17,387)
Inventories		1,049
Environmental indemnification asset		3,452
Other current assets		(3,034)
Other assets		1,608
Accounts payable		11,987
Accrued expenses and other current liabilities		1,295
Motor fuel taxes payable		1,971
Environmental liability		(3,547)
Other long-term liabilities		(446)
Net cash flows provided by operating activities		6,368
Cash Flows Related to Investing Activities
Proceeds from sale of property and equipment		4,012
Purchases of property and equipment		(1,264)
Principal payments received on notes receivable		675
Cash paid in connection with acquisitions, net of cash acquired		(500)
Net cash flows (used in) provided by investing activities		2,923
Cash Flows Related to Financing Activities
Proceeds from issuance of long term debt		13,441
Repayment of long term debt		(20,540)
Repayment of lease financing obligations		(554)
Payment of deferred financing fees		(143)
Advances (to) from affiliates		492
Contributions from owners		3,520
Distributions to owners		(6,663)
Net cash flows provided by (used in) financing activities		(10,447)
Net decrease in cash and cash equivalents		(1,156)
Cash and Cash Equivalents
Beginning of period		2,082
End of period		926
Supplemental Disclosure of Cash Flow Information:
Cash paid for interest		8,916
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Issuance of capital lease obligations and recognition of asset retirement obligation in connection with Getty lease		34,200
Issuance of capital lease obligation		1,313
Expiration of call option associated with lease financing obligation		3,375
Transfer of assets and liabilities from Predecessor Entity to Affiliate		$ 588

Organization and Basis of Presentation

9 Months Ended

Sep. 30, 2013

Accounting Policies [Abstract]

Organization and Basis of Presentation

1. Organization and Basis of Presentation

The unaudited condensed consolidated financial statements as of September 30, 2013 and for the three and nine months then ended are comprised of the Partnership and its wholly-owned subsidiaries. The Partnership was formed in December 2011 by Lehigh Gas GP LLC, which was also formed in December 2011, to act as the General Partner of the Partnership.

Prior to September 1, 2013, the Partnership leased certain sites to Lehigh Gas—Ohio, LLC, an affiliate (“LGO”), which, in turn, subleased certain of these sites (the “Subleases”) to third party commission agents (the “Commission Sites”) and entered into commission agreements with the agents to sell motor fuel on behalf of LGO to retail customers (the “Commission Agreements”). In connection with the Commission Agreements, LGO also purchased motor fuel from a subsidiary of the Partnership at wholesale prices. Effective September 1, 2013, the Partnership assumed the Commission Agreements and Subleases from LGO and terminated its leases with LGO for the Commission Sites. As a result, the Partnership now records the retail sale of motor fuels to the end customer and accrues a commission payable to the commission agent at the Commission Sites. Further, the Partnership now records inventory from the time of the purchase of motor fuels from third party suppliers until the retail sale to the end customer at these sites. The Commission Sites generate non-qualifying income for federal income tax purposes that is recorded in Lehigh Gas Wholesale Services, Inc., the taxable subsidiary of the Partnership as further described below. In September 2013, the Partnership paid LGO $3.5 million (the “Purchase Price”) for the Subleases and Commission Agreements and $1.7 million for the motor fuel inventory. Because the transaction was between entities under common control, the assets and liabilities assumed were recorded at LGO’s book value. The Purchase Price is presented as a distribution from partners’ capital.

With the addition of the retail business described above, the Partnership now engages in:

•

the wholesale distribution of motor fuels (using unrelated third party transportation service providers) to sub-wholesalers, independent dealers, lessee dealers, LGO, and others;

•

the retail distribution of motor fuels to end customers at Commission Sites; and

•

the owning or leasing of sites used in the retail distribution of motor fuels and, in turn, generating rent income from the lease or sublease of the sites to third parties or LGO.

References to the unaudited condensed combined financial statements of “the Predecessor” or “Predecessor Entity” refer to the portion of the business of Lehigh Gas Corporation (“LGC”) and its subsidiaries and affiliates under common control (Energy Realty OP LP, EROP-Ohio Holdings, LLC, Lehigh Kimber Petroleum Corporation, Lehigh-Kimber Realty, LLC, Kwik Pik-Ohio LLC and Kwik Pik Realty-Ohio LLC, which are collectively referred to as the “Lehigh Gas Entities”) that was contributed to the Partnership in connection with the Offering (the “Contributed Assets”) pursuant to a Merger, Contribution, Conveyance and Assumption Agreement (the “Contribution Agreement”). All of the Contributed Assets were recorded at historical cost as this transaction was considered to be a reorganization of entities under common control. The Partnership issued common units and subordinated units to the shareholders, or their assigns, of the Predecessor Entity in consideration of their transfer of the Contributed Assets to the Partnership.

Accordingly, the accompanying unaudited condensed consolidated and combined financial statements are presented in accordance with SEC requirements for predecessor financial statements, which include the financial results of both the Partnership and the Predecessor Entity. The results of operations contained in the unaudited condensed financial statements include the Partnership’s consolidated financial results for the three and nine months ended September 30, 2013 and the Predecessor Entity’s combined financial results for the three and nine months ended September 30, 2012. The unaudited condensed consolidated balance sheets present the financial position of the Partnership as of September 30, 2013, and December 31, 2012.

The unaudited condensed consolidated financial statements include the accounts of the Partnership and all of its subsidiaries. The Partnership’s operations are principally conducted by the following consolidated wholly-owned subsidiaries:

•

Lehigh Gas Wholesale LLC (“LGW”), which distributes motor fuels on a wholesale basis;

•

LGP Realty Holdings LP (“LGPR”), which functions as the property holding company of the Partnership; and,

•

Lehigh Gas Wholesale Services, Inc. (“LGWS”), which owns and leases (or leases and sub-leases) real estate and personal property, used in the retail distribution of motor fuels as well as provides maintenance and other services to lessee dealers and other customers (including LGO). As noted previously, effective September 1, 2013, LGWS also distributes motor fuels on a retail basis to end customers at the Commission Sites.

LGO is an operator of motor fuel stations that purchases all of its motor fuel requirements from the Partnership on a wholesale basis in accordance with the PMPA Franchise Agreement between LGO and LGW, and then re-sells motor fuel on a retail basis. LGO also leases motor fuel stations from the Partnership. The financial results of LGO are not consolidated with those of the Partnership. For more information regarding the Partnership’s relationship with LGO, see Note 18.

Interim Financial Statements

The accompanying interim condensed financial statements and related disclosures are unaudited and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) on the same basis as the corresponding audited financial statements for the year ended December 31, 2012, and, in the opinion of management, include all adjustments of a normal recurring nature considered necessary to present fairly the Partnership’s financial position as of September 30, 2013, and the results of its operations and cash flows for the periods presented. Operating results for the three and nine months ended September 30, 2013, are not necessarily indicative of the results that may be expected for the year ending December 31, 2013, or any other future periods. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted under the SEC’s rules and regulations for interim financial statements. These unaudited condensed financial statements should be read in conjunction with the corresponding audited financial statements and accompanying notes for the year ended December 31, 2012, included in our annual report on Form 10-K, filed with the SEC on March 28, 2013.

Significant Accounting Policies

The Partnership and the Predecessor Entity’s significant accounting policies are disclosed in the audited financial statements for the year ended December 31, 2012, included in the annual report on Form 10-K filed with the SEC on March 28, 2013. Since the date of those financial statements, there have been no changes to the Partnership’s significant accounting policies other than as noted below.

Consolidation

In addition to its subsidiaries, the Partnership considers entities in which a controlling financial interest may be achieved through arrangements that do not involve voting interests for consolidation. Such entities, known as variable interest entities, are required to be consolidated by their primary beneficiary. Although the Partnership does not possess any ownership interests in its affiliate, LGO, nor is it the primary beneficiary, the Partnership may provide certain financial support outside of its existing contractual arrangements as a result of its vendor-customer relationship with LGO.

Segment Reporting

As noted previously, effective September 1, 2013, the Partnership engages in both the wholesale and retail distribution of motor fuels, primarily gasoline and diesel fuel. Given this change, the Partnership conducts its business in two segments: 1) the wholesale segment and 2) the retail segment. See Note 19 for additional information.

Revenue Recognition

Revenues from wholesale fuel sales are recognized when fuel is delivered to the customer. The purchase and delivery of motor fuels generally occurs on the same day.

Revenues from retail fuel sales are recognized when fuel is delivered to the customer. The Partnership records inventory from the time of the purchase of motor fuels from third party suppliers until the retail sale to the end customer.

Revenue from leasing arrangements in which the Partnership or Predecessor Entity is the lessor is recognized ratably over the term of the underlying lease.

For the Predecessor Entity, retail merchandise sales are recognized net of applicable provisions for discounts and allowances upon delivery, generally at the point of sale.

Motor Fuel Inventory

Motor fuel inventory is stated at the lower of average cost or market using the first-in, first-out method.

Reclassifications

Certain reclassifications were made to prior period amounts to conform to the current year presentation. Specifically, accounts receivable and accounts payable as of December 31, 2012 were each increased by $2.0 million. This reclassification has no impact on net income or partners’ capital for any periods.

Recent Accounting Pronouncements

The Partnership considers the applicability and impact of all new accounting guidance. No new accounting guidance was adopted in 2013 that had or is expected to have a significant impact on the financial statements.

- Definition

The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.

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+ Details

Acquisitions

9 Months Ended

Sep. 30, 2013

Business Combinations [Abstract]

Acquisitions

2. Acquisitions

In evaluating potential acquisition candidates, the Partnership considers a number of factors, including strategic fit, desirability of location, purchase price, and the ability to improve the productivity and profitability of a location and/or wholesale fuel supply agreement or distribution rights through the implementation of improved operating strategies. The ability to create accretive financial results and/or operational efficiencies due to the relative operational scale and/or geographic concentration, among other strategic factors, may result in a purchase price in excess of the fair value of identifiable assets acquired and liabilities assumed, resulting in the recognition of goodwill. The Partnership strives to make acquisitions accretive to partners’ capital and provide a reasonable long-term return on investment. Goodwill recorded in connection with these acquisitions is primarily attributable to the estimated synergies and enhanced revenue opportunities.

With respect to the acquisitions discussed below (other than the Express Lane acquisition), the Partnership concluded the historical balance sheet and operating information concerning these acquisitions would not be meaningful to investors as the Partnership fundamentally changed the nature of the revenue producing assets acquired from the manner in which they were used by the sellers. Thus, other than for the Express Lane acquisition, the Partnership did not present pro forma revenues and net income as it was determined that presenting such financial information regarding such acquisitions may mislead investors.

Acquisition costs incurred during the three and nine months ended September 30, 2013 were $0.4 million and $1.0 million, respectively, which are included in selling, general and administrative expenses.

The conflicts committee of the General Partner determined that the apportionment of the consideration payable by each of the Partnership and LGO and the terms and conditions of the agreements with LGO are fair and reasonable to the Partnership for each of the acquisitions discussed below.

Rogers Acquisition

On September 19, 2013, the Partnership completed its purchase of certain assets from Rogers Petroleum, Inc. and affiliates (“Rogers”), pursuant to which the Partnership purchased 13 motor fuel stations, four leasehold motor fuel stations and certain other assets, which were held or used by Rogers in connection with their motor fuels and related convenience store businesses located in the Tri-Cities region of Tennessee, for $20.0 million. The purchase price was funded by borrowings under the Credit Facility. One of the sites initially leased was purchased on October 23, 2013 for $1.1 million.

Simultaneously, LGO completed its purchase of certain retail assets from Rogers (including fuel and merchandise inventory). The income that these assets generate is non-qualifying for federal income tax purposes. Subsequent to the closing, the Partnership and LGO entered into a sublease agreement for all of the sites and a fuel distribution agreement for the purchase and sale of wholesale fuel.

The following table summarizes the preliminary fair values of the assets acquired at the acquisition date (in thousands):


Property and equipment	$	18,810
Intangible assets - Wholesale fuel distribution rights		1,145

Net assets acquired	$	19,955

The above estimated fair values of assets acquired are provisional and are based on the information that was available as of the acquisition date. The Partnership believes the information provides a reasonable basis for estimating the fair values but the Partnership is waiting for additional information necessary to finalize those amounts. Thus, the provisional measurements of fair value reflected are subject to change, and such change could be significant. The Partnership expects to finalize the valuation and complete the accounting for the transaction as soon as practicable, but no later than one year from the acquisition date.

The fair value of land, buildings, and equipment was estimated using a cost approach, with the fair value of an asset estimated by reference to the replacement cost to obtain a substitute asset of comparable features and functionality, and is the amount a willing market participant would pay for such an asset, taking into consideration the asset condition as well as any physical deterioration, functional obsolescence, and/or economic obsolescence. The buildings and equipment are being depreciated on a straight-line basis, with estimated useful lives of 20 years for buildings and 5 to 15 years for equipment.

The fair value of the wholesale fuel distribution rights was estimated using an income approach, with the fair value estimated to be the present value of incremental after-tax cash flows attributable solely to the wholesale fuel distribution rights over their estimated remaining useful life, using probability-weighted cash flows, using discount rates considered appropriate given the inherent risks associated with this type of transaction. Management believes the level and timing of cash flows represent relevant market participant assumptions. The wholesale fuel distribution rights are being amortized on a straight-line basis over an estimated useful life of approximately 10 years.

Aggregate incremental revenues for the acquisition included in the Partnership’s statements of operations were $1.9 million for the three and nine months ended September 30, 2013.

Rocky Top Acquisition

Effective September 24, 2013, the Partnership completed its purchase of certain assets from Rocky Top Markets, LLC and Rocky Top Properties, LLC (collectively, “Rocky Top”), pursuant to which the Partnership purchased one motor fuel station, three leasehold motor fuel stations, assumed certain third-party supply contracts and purchased certain other assets, which were held or used by Rocky Top in connection with their motor fuels and related convenience store businesses located in the Knoxville, Tennessee area. Concurrent with the closing, the Partnership entered into a lease for 29 motor fuel stations that the Partnership is obligated to purchase, at the election of Rocky Top, either (a) in whole for $26.2 million on or about August 1, 2015, or (b) in approximately equal parts over a 5 year period for an average of $5.3 million per year beginning in 2016. Due to the obligation to purchase the sites under the lease, the lease is accounted for as a financing. As such, the Partnership recorded $26.2 million of debt, which was preliminarily determined to be its fair value. See Note 8 for additional details. The Partnership paid $10.7 million in cash to Rocky Top at closing, which was funded by borrowings under the Credit Facility.

Simultaneously, LGO completed its purchase of certain retail assets from Rocky Top (including fuel and merchandise inventory). The income that these assets generate is non-qualifying for federal income tax purposes. Subsequent to the closing, the Partnership and LGO entered into a sublease agreement for all of the sites and a fuel distribution agreement for the purchase and sale of wholesale fuel.

The following table summarizes the preliminary fair values of the assets acquired at the acquisition date (in thousands):


Property and equipment	$	33,670
Intangible assets - Wholesale fuel distribution rights		3,180

Net assets acquired	$	36,850

Aggregate incremental revenues for the acquisition included in the Partnership’s statements of operations were $1.6 million for the three and nine months ended September 30, 2013.

Dunmore

On December 21, 2012 (the “Dunmore Acquisition Date), the Partnership completed (the “Dunmore Closing”) its acquisition of certain assets (the “Dunmore Acquisition”) of Dunmore Oil Company, Inc. and JoJo Oil Company, Inc. (together, the “Dunmore Sellers”) as contemplated by the Asset Purchase Agreement, as amended (the “Dunmore Purchase Agreement”), by and among the Partnership, a subsidiary of the Partnership, the Dunmore Sellers, and, for limited purposes, Joseph Gentile, Jr. Pursuant to the Dunmore Purchase Agreement, the Dunmore Sellers sold to the Partnership substantially all of the assets (collectively, the “Dunmore Assets”) held and used by the Dunmore Sellers in connection with their gasoline and diesel retail outlet and related convenience store businesses (the “Dunmore Retail Business”). In connection with this transaction, the Partnership acquired the real estate of 24 motor fuel service stations, 23 of which are fee simple interests and one of which is a leasehold interest.

LGO leases the sites from the Partnership and operates the Dunmore Retail Business. In addition, as contemplated by the Dunmore Purchase Agreement, certain of the non-qualifying income generating Dunmore Assets (for federal income tax purposes) and certain non-qualifying liabilities of the Dunmore Sellers were assigned by the Partnership to LGO. LGO paid the Partnership $0.5 million for advanced rent payments. The Dunmore Sellers are permitted to continue to operate certain portions of their business relating to sales of heating oil, propane and unbranded motor fuels.

As consideration for the Dunmore Assets, the Partnership paid (i) $28.0 million in cash to the Dunmore Sellers; (ii) $0.5 million in cash to Mr. Gentile as consideration for his agreeing, for a period of five years following the Dunmore Closing, to not compete in the Dunmore Retail Business, to not engage in the sale or distribution of branded motor fuels, and to not solicit or hire any of the Partnership affiliates’ employees; and (iii) $0.5 million in cash to be held in escrow and delivered to the Dunmore Sellers upon the Partnership’s receipt of written evidence concerning the payment of certain of the Dunmore Sellers’ pre-closing tax liabilities.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):


	Original Preliminary Purchase Price Allocation		Cumulative Adjustments			Adjusted Preliminary Purchase Price Allocation
Property and equipment	$	20,400		2,400		$	22,800
Intangible assets		8,200		(2,400	)		5,800

Total identifiable assets		28,600		—			28,600
Other liabilities - Lease agreements with above average market value		200		—			200

Net identifiable assets acquired		28,400		—			28,400
Goodwill		600		—			600

Net assets acquired	$	29,000		—		$	29,000

During the third quarter of 2013, based on additional valuation analysis completed, the Partnership increased the value ascribed to property and equipment and decreased the value ascribed to intangible assets as reflected above.

The above estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the acquisition date. The Partnership believes the information provides a reasonable basis for estimating the fair values but the Partnership is waiting for additional information necessary to finalize those amounts. Thus, the provisional measurements of fair value reflected are subject to change, and such change could be significant. The Partnership expects to finalize the valuation and purchase price allocation in the fourth quarter of 2013.

The fair value of the covenant not to compete was estimated using an income approach, with the fair value estimated to be the difference between the present value of after-tax cash flows with and without the covenant not to compete in place, using probability-weighted cash flows, using discount rates considered appropriate given the inherent risks associated with this type of transaction. Management believes the level and timing of cash flows represent relevant market participant assumptions. The covenant not to compete intangible asset is being amortized on a straight-line basis over the 5-year term of the covenant.

Incremental rent income for the acquisition included in the Partnership’s statements of operations was $0.5 million and $1.5 million for the three and nine months ended September 30, 2013.

Express Lane

On December 21, 2012, LGWS entered into a Stock Purchase Agreement (the “Express Lane Stock Purchase Agreement”) with James E. Lewis, Jr., Linda N. Lewis, James E. Lewis, III and Reid D. Lewis (collectively, the “Express Lane Sellers”), pursuant to which the Express Lane Sellers sold to LGWS all of the outstanding capital stock (collectively, the “Express Lane Shares”) of Express Lane, Inc. (“Express Lane”), the owner and operator of various retail convenience stores, which include the retail sale of motor fuels and quick service restaurants, at various locations in Florida.

In connection with the purchase of the Express Lane Shares, LGWS acquired forty-one motor fuel service stations, one as a fee simple interest and forty as leasehold interests. In connection with the purchase of the Express Lane Shares, on December 21, 2012, LGPR entered into a Purchase and Sale Agreement (the “Express Lane Purchase and Sale Agreement” and, together with the Express Lane Stock Purchase Agreement, the “Express Lane Agreements”) with Express Lane. Under the Express Lane Purchase and Sale Agreement, LGPR acquired, prior to the Express Lane Purchaser’s acquisition of the Express Lane Shares, an additional fee simple interest in six properties and two fuel purchase agreements (collectively, the “Express Lane Property”) from Express Lane.

On December 21, 2012, LGPR completed the acquisition of the Express Lane Property from the Express Lane Sellers, as contemplated by the Express Lane Purchase and Sale Agreement. In addition, on December 22, 2012, LGWS completed (the “Express Lane Closing”) the acquisition of the Express Lane Shares from the Express Lane Sellers, as contemplated by the Express Lane Stock Purchase Agreement. The transactions contemplated by the Express Lane Agreements are together referred to as the “Express Lane Acquisition.”

As a result of the Express Lane acquisition, LGO leases the sites from the Partnership and operates Express Lane’s gasoline and diesel retail outlet business and its related convenience store business (the “Express Lane Retail Business”). In addition, certain of the non-qualifying income generating assets (for federal income tax purposes) related to the Express Lane Retail Business and certain non-qualifying liabilities of the Express Lane Sellers were assigned to LGO. LGO paid the Partnership $1.0 million for advanced rent payments. During the three months ended September 30, 2013, the Partnership paid $1.7 million of additional purchase price consideration for the net working capital of the Express Lane Retail Business (see Note 7). Because the net working capital was transferred to LGO at the acquisition date, LGO repaid this amount to the Partnership in October 2013.

Under the Express Lane Agreements, the aggregate purchase price (the “Express Lane Purchase Price”) for the Express Lane Property and the Express Lane Shares was $45.3 million, inclusive of $1.7 million of certain post-closing adjustments. Of the Express Lane Purchase Price, LGWS paid an aggregate of $41.9 million to the Express Lane Sellers and placed an aggregate of $1.1 million into escrow, of which $1.0 million has been placed into escrow to fund any indemnification or similar claims made under the Express Lane Agreements by the parties thereto, and $0.1 million has been placed into escrow pending the completion of certain environmental remediation measures. In addition to the Express Lane Purchase Price, LGPR also placed $0.6 million into escrow to indemnify the Express Lane Sellers for certain tax obligations resulting from the sale of the Express Lane Property.

Under the Express Lane Stock Purchase Agreement, the Express Lane Sellers have agreed not to compete in the retail motor fuel or convenience store business within the State of Florida for a period of four years following the Express Lane Closing. In addition, pursuant to the Express Lane Stock Purchase Agreement, each of the Express Lane Sellers executed a general release in favor of LGWS, Express Lane and their respective affiliates.

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):


	Original Preliminary Purchase Price Allocation		Cumulative Adjustments			Adjusted Preliminary Purchase Price Allocation
Net working capital	$	1,822	$	(102	)	$	1,720
Property and equipment		27,500		1,145			28,645
Intangible assets		17,600		2,100			19,700
Environmental indemnification asset		1,177		—			1,177

Total identifiable assets		48,099		3,143			51,242
Environmental liabilities		1,177		—			1,177
Other liabilities		2,500		6,116			8,616

Total identifiable liabilities		3,677		6,116			9,793

Net identifiable assets acquired		44,422		(2,973	)		41,449
Goodwill		993		2,771			3,764

Net assets acquired	$	45,415	$	(202	)	$	45,213

During the third quarter of 2013, the Partnership assigned certain assets and liabilities acquired in the Express Lane acquisition to LGWS, its taxable subsidiary, which resulted in the recognition of a net deferred tax liability as further discussed in Note 16. As a result, and based on additional valuation analysis completed, the Partnership increased the value ascribed to property and equipment and intangible assets as reflected above.

The above estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the respective closing dates of the Express Lane Acquisition to estimate the fair value of assets acquired and liabilities assumed in accordance with accounting guidance on business combinations. The Partnership believes the information provides a reasonable basis for estimating the fair values but the Partnership is waiting for additional information necessary to finalize those amounts. Thus, the provisional measurements of fair value reflected are subject to change, and such change could be significant. The Partnership expects to finalize the valuation and purchase price allocation in the fourth quarter of 2013.

The fair value of land, buildings and equipment was estimated using a cost approach, with the fair value of an asset estimated by reference to the replacement cost to obtain a substitute asset of comparable features and functionality, and is the amount a willing market participant would pay for such an asset, taking into consideration the asset condition as well as any physical deterioration, functional obsolescence and/or economic obsolescence. The buildings and equipment are being depreciated on a straight-line basis, with estimated useful lives of 20 years for buildings and 5 to 15 years for equipment.

The fair value of the wholesale fuel distribution rights was estimated using an income approach, with the fair value estimated to be the present value of incremental after-tax cash flows attributable solely to the wholesale fuel distribution rights over their estimated remaining useful life, using probability-weighted cash flows, using discount rates considered appropriate given the inherent risks associated with this type of transaction. The Partnership believes the level and timing of cash flows represent relevant market participant assumptions. The wholesale fuel distribution rights are being amortized on a straight-line basis over an estimated useful life of approximately 10 years.

The fair value of the discount related to lease agreements with above/below average market value was estimated using an income approach, with the fair value estimated to be the present value of incremental after-tax cash flows attributable solely to the lease agreements over their estimated remaining useful life, generally assumed to extend through the term of the lease agreements, and using discount rates considered appropriate given the inherent risks associated with this type of agreement. The Partnership believes the level and timing of cash flows represent relevant market participant assumptions. The discount related to lease agreements with above/below average market value is being amortized on a straight-line basis over the term of the respective lease agreements, with an estimated weighted average useful life of 5 years.

Aggregate incremental revenues for the Express Lane Acquisition included in the Partnership’s statements of operations were $33.4 million and $99.0 million for the three and nine months ended September 30, 2013, respectively.

The following is unaudited pro forma information related to the Express Lane Acquisition as if the transaction had occurred on January 1, 2012 (in thousands):


	Lehigh Gas Entities (Predecessor) Combined
	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
Total revenues	$	571,074		$	1,595,649
Net loss	$	(942	)	$	(2,292	)

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

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+ Details

Discontinued Operations and Assets Held for Sale

9 Months Ended

Sep. 30, 2013

Discontinued Operations And Disposal Groups [Abstract]

Discontinued Operations and Assets Held for Sale

3. Discontinued Operations and Assets Held for Sale

Discontinued Operations

As part of certain sale transactions, the Partnership may continue to distribute motor fuels on a wholesale basis to a divested site. In addition, the Partnership and Predecessor Entity may have the right to monitor and, if necessary, impose conditions on the operations of a divested site to ensure that the purchaser is complying with the terms and conditions of the franchise agreement covering such site. Accordingly, the Partnership and Predecessor Entity may have the ability to exert significant influence over the divested site and thus the Partnership and Predecessor Entity may have significant continuing involvement. Such sites are not deemed discontinued operations.

The Partnership and Predecessor Entity classify sites as discontinued when operations and cash flows will be eliminated from ongoing operations and the Partnership and Predecessor Entity will not retain any significant continuing involvement in the operations after the respective sale transactions. For the three and nine months ended September 30, 2012, all of the operating results for these discontinued operations were removed from continuing operations and were presented separately as discontinued operations in the statements of operations. The notes to the financial statements were adjusted to exclude discontinued operations unless otherwise noted. The Partnership has no discontinued operations.

The following results are included in discontinued operations for the periods presented (in thousands):


	Lehigh Gas Entities (Predecessor) Combined
	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
Revenues:
Revenues from fuel sales	$	1,217		$	3,775
Rent income		31			91

Total revenues		1,248			3,866
Costs and Expenses:
Cost of revenues from fuel sales		1,187			3,669
Operating expenses		43			49
Depreciation and amortization		13			46
Gains on sales of assets, net		—			(238	)

Total costs and operating expenses		1,243			3,526

Operating income		5			340
Interest expense, net		(14	)		(40	)

Income from discontinued operations	$	(9	)	$	300

Assets Held for Sale

The Partnership had classified five sites as of December 31, 2012, as held-for-sale. In connection with the classification as held-for-sale, the Predecessor Entity recognized a loss of $0.9 million for the nine months ended September 30, 2012. The loss represents the impairment recognized to present the held-for-sale sites at the lower of cost or fair value, less costs to sell. The fair values, less costs to sell were determined based on negotiated amounts in agreements with unrelated third parties. No impairment was recognized in the three and nine months ended September 30, 2013. There were no assets held for sale at September 30, 2013. Assets held for sale for the Partnership were as follows (in thousands):


	December 31, 2012
Land	$	1,351
Buildings and improvements		435
Equipment and other		163

Total property and equipment, at cost		1,949
Accumulated depreciation and amortization		(334	)

Assets held for sale	$	1,615

- Definition

The entire disclosure for the facts and circumstances leading to the completed or expected disposal, manner and timing of disposal, the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the segment in which the disposal group was reported, and the classification (whether sold or classified as held for sale) and carrying value of the assets and liabilities comprising the disposal group. Includes all disposal groups, including those classified as components of the entity (discontinued operations).

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+ Details

Motor Fuel Inventory

9 Months Ended

Sep. 30, 2013

Inventory Disclosure [Abstract]

Motor Fuel Inventory

4. Motor Fuel Inventory

As noted previously, effective September 1, 2013, the Partnership records inventory at the Commission Sites from the time of the purchase of motor fuels from third party suppliers until the retail sale to the end customer. Inventory consisted of the following (in thousands):


	September 30, 2013
Gasoline	$	1,655
Diesel fuel		174

Total inventory	$	1,829

Property and Equipment

9 Months Ended

Sep. 30, 2013

Property Plant And Equipment [Abstract]

Property and Equipment

5. Property and Equipment

Property and equipment, net for the Partnership consisted of the following at (in thousands):


	September 30, 2013			December 31, 2012
Land	$	121,122		$	98,117
Buildings and improvements		131,501			108,508
Leasehold improvements		7,002			4,260
Equipment and other		72,087			60,972

Property and equipment, at cost		331,712			271,857
Accumulated depreciation and amortization		(39,653	)		(28,835	)

Property and equipment, net	$	292,059		$	243,022

Depreciation expense, including amortization of assets recorded under sale-leasebacks and capital lease obligations, was approximately $4.1 million and $3.1 million for the three months ended September 30, 2013 and 2012, and $11.7 million and $10.2 million for the nine months ended September 30, 2013 and 2012, respectively.

In addition to the business combinations discussed in Note 2, the following asset purchases and divestitures occurred in the nine months ended September 30, 2013:

•

In April 2013, the Partnership purchased one site in Pennsylvania for $0.7 million.

•

In April 2013, the Partnership sold five sites in Ohio for $1.5 million, which were included in assets held for sale at December 31, 2012. This transaction did not have a material impact on the results of operations for 2013.

•

In May 2013, the Partnership sold one site in Kentucky for $0.7 million. This transaction did not have a material impact on the results of operations for 2013.

•

In May 2013, the Partnership repurchased four sites in Ohio for $7.1 million. These sites were previously leased through sale-leaseback transactions that were accounted for as lease financing obligations with a remaining balance of $5.1 million. The $2.0 million difference between the purchase price and the remaining balance of the lease financing obligation was recorded as an increase to property and equipment.

•

In June 2013, the Partnership purchased two sites in Florida for $1.6 million, of which $0.6 million was paid in cash and the remaining balance was financed as a note payable. See Note 6 for additional details.

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

6. Goodwill and Intangible Assets

Changes in goodwill between December 31, 2012 and September 30, 2013 were as follows (in thousands):


Balance at December 31, 2012	$	5,636
Goodwill acquired in Express Lane acquisition (Note 2)		2,771

Balance at September 30, 2013	$	8,407

No impairment losses have been recorded to goodwill. All goodwill has been allocated to the Wholesale segment. See Note 2 for additional information.

Intangible assets for the Partnership consist of the following (in thousands):


	September 30, 2013							December 31, 2012
	Gross Amount		Accumulated Amortization			Net Carrying Amount		Gross Amount		Accumulated Amortization			Net Carrying Amount
Wholesale fuel supply agreements	$	16,451	$	(8,588	)	$	7,863	$	16,451	$	(7,151	)	$	9,300
Wholesale fuel distribution rights		25,025		(1,553	)		23,472		23,200		—			23,200
Trademarks		134		(50	)		84		134		(40	)		94
Covenant not to compete		1,000		(169	)		831
Below market leases		4,522		(1,092	)		3,430		3,422		(414	)		3,008

Total	$	47,132	$	(11,452	)	$	35,680	$	43,207	$	(7,605	)	$	35,602

As noted previously, the Partnership purchased two sites in Florida in June 2013. Prior to the acquisition, there was a below market lease intangible asset associated with these sites since they were previously leased through the Express Lane acquisition. This intangible asset was written off, resulting in a charge of $0.1 million for the nine months ended September 30, 2013.

The aggregate amortization expense, including amortization of above and below market lease intangible assets which is classified as rent expense, was approximately $1.1 million and $0.4 million for the three months ended September 30, 2013 and 2012, and $3.2 million and $1.7 million for the nine months ended September 30, 2013 and 2012, respectively.

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References + Details

Accrued Expenses and Other Current Liabilities

9 Months Ended

Sep. 30, 2013

Payables And Accruals [Abstract]

Accrued Expenses and Other Current Liabilities

7. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities for the Partnership consisted of the following at (in thousands):


	September 30, 2013		December 31, 2012
Interest expense	$	63	$	124
Professional fees		759		436
Express Lane working capital payable (Note 2)		—		1,791
Equity-based incentive compensation (Note 15)		2,223		—
Taxes other than income		596		40
Other		1,228		908

Total accrued expenses and other current liabilities	$	4,869	$	3,299

Debt

9 Months Ended

Sep. 30, 2013

Debt Disclosure [Abstract]

Debt

8. Debt

Debt outstanding at September 30, 2013 and December 31, 2012 was as follows:


	September 30, 2013		December 31, 2012
Revolving credit facility	$	214,586	$	183,751
Swing-line line of credit		1,465		—
Financing associated with Rocky Top acquisition		26,250		—
Note payable		992		—

Total	$	243,293	$	183,751

Credit Facility

On October 30, 2012, in connection with the Offering, the Partnership entered into a credit agreement among the Partnership, as borrower, and a syndicate of banks including KeyBank National Association, as administrative agent, collateral agent, letter-of-credit issuer, joint lead arranger and joint book runner (the “Credit Facility”).

The Credit Facility matures on October 30, 2015 and consisted of a $249.0 million senior secured revolving credit facility, a swing-line line-of-credit loan up to $7.5 million and standby letters of credit up to an aggregate of $35.0 million. The Credit Facility had the ability to be increased, from time to time, upon the Partnership’s written request, subject to certain conditions, up to an additional $75.0 million. All obligations under the Credit Facility are secured by substantially all of the assets of the Partnership and its subsidiaries.

On May 13, 2013, the Partnership entered into an amendment to the Credit Facility (the “Amendment”) to increase its credit line by $75.0 million to $324.0 million from $249.0 million. Subject to the consent of the lenders, the Partnership has the ability under certain circumstances to further increase the amount that it may borrow by $100.0 million to $424.0 million. The Amendment was treated as a modification in accordance with accounting guidance on debt modifications, and as a result, the Partnership recorded $0.4 million in deferred financing fees, which are included in deferred financing costs, net and other assets on the balance sheet at September 30, 2013 and are being amortized on a straight line basis over the remaining term of the Credit Facility.

The Partnership is required to comply with certain financial covenants under the Credit Facility. The Partnership is required to maintain a combined leverage ratio (as defined) for the most recently completed four fiscal quarters of not greater than 4.75 to 1.00 through December 31, 2014, and 4.60 to 1.00 thereafter. The Partnership is also required to maintain a combined interest charge coverage ratio (as defined) of at least 3.00 to 1.00. The Partnership was in compliance with all financial covenants as of September 30, 2013 and December 31, 2012.

Borrowings under the Credit Facility, as amended, bear interest, at the Partnership’s option, at (1) a rate equal to the London Interbank Offering Rate (“LIBOR”), for interest periods of one, two, three or six months, plus a margin of 2.25% to 3.50% per annum, depending on the Partnership’s combined leverage ratio (as defined) or (2) (a) a base rate equal to the greatest of: (i) the federal funds rate, plus 0.5%, (ii) LIBOR for one month interest periods, plus 1.00% per annum or (iii) the rate of interest established by the agent, from time to time, as its prime rate, plus (b) a margin of 1.25% to 2.50% per annum depending on the Partnership’s combined leverage ratio. In addition, the Partnership incurs a commitment fee based on the unused portion of the revolving credit facility at a rate of 0.375% to 0.50% per annum depending on the Partnership’s combined leverage ratio. The weighted average interest rate for the Credit Facility was 3.3% and 3.2% for the three and nine months ended September 30, 2013.

A total of $7.6 million of deferred financing costs are being recognized as interest expense ratably over the term of the Credit Facility. The $7.6 million of deferred financing costs resulted from the payment of $4.1 million in lender fees in connection with obtaining the Credit Facility, $3.1 million of the remaining unamortized balance of deferred financing costs associated with the (former) Predecessor credit facility and $0.4 million in lender fees in connection with Amendment.

The Credit Facility prohibits the Partnership from making distributions to unitholders if any potential default or event of default occurs or would result from the distribution, the Partnership is not in compliance with its financial covenants or the Partnership has lost its status as a partnership for U.S. federal income tax purposes. In addition, the Credit Facility contains various covenants which may limit, among other things, the Partnership’s ability to grant liens; create, incur, assume, or suffer to exist other indebtedness; or make any material change to the nature of the Partnership’s business, including mergers, liquidations, and dissolutions; and make certain investments, acquisitions or dispositions.

There was $216.1 million and $183.8 million outstanding on the Credit Facility at September 30, 2013 and December 31, 2012, respectively. There was $14.9 million and $13.9 million outstanding under standby letters of credit at September 30, 2013 and December 31, 2012, respectively.

Note Payable

In connection with the acquisition of two sites in Florida noted previously, the Partnership issued a $1.0 million note payable. Interest accrues at 4.0% over a 15-year period with monthly payments of $0.007 million each over the first 5 years commencing August 1, 2013. The 60^th payment is a balloon payment for all outstanding principal and any unpaid interest. The loan is secured by all the real and personal property at the two sites.

Financing Issued in Rocky Top Acquisition

In connection with the Rocky Top acquisition as described in Note 2, the Partnership entered into a lease for certain sites for which the Partnership is obligated to purchase these sites, at the election of the seller, either (a) in whole on or about August 1, 2015, or (b) in approximately equal parts over a 5 year period for an average of $5.3 million per year beginning in 2016. Due to the obligation to purchase the sites under the lease, the lease is accounted for as a financing. Interest accrues at an annual rate of 7.5% with monthly payments of $0.2 million due until the balance is paid. The Partnership recorded $26.2 million of debt, which was preliminarily determined to be its fair value, and the payments made until the purchase will be classified as interest expense.

Predecessor Credit Facility

On December 30, 2010, the Predecessor Entity entered into a $175.0 million revolving term loan credit facility with a syndicate of lenders. The term loan portion of $135.0 million was payable in quarterly principal amounts of $1.6 million, which payments commenced on September 30, 2011. The revolving portion of the facility had a borrowing capacity of $40.0 million of which $15.0 million could have been drawn upon for operating purposes, $5.0 million could have been used for short term advances and $20.0 million could have been used to issue letters of credit. The Predecessor Entity was subject to an initial fee of 25 basis points of the stated amount for any letters of credit issued. Both the term and revolving portions of the credit facility would have matured on December 30, 2015. During 2011, the Predecessor Entity increased the borrowing capacity under its term loan by $20.0 million in connection with an acquisition from Shell. In February 2012, the Predecessor Entity increased the borrowing capacity of the revolving facility by $8.0 million in order to pay off the term loan discussed below. After these amendments, the term loan portion of the facility was $155.0 million and the borrowing capacity of the revolving credit facility was $48.0 million.

Borrowings under the revolving term loan credit facility bore interest at a floating rate which, at the Predecessor Entity’s option, could have been determined by reference to a LIBOR rate or a base rate plus an applicable margin ranging from 125 to 300 basis points. Short term advances bore interest at a base rate plus an applicable margin. The Predecessor Entity’s applicable margin was determined by certain combined leverage ratios at the time of borrowing as set forth in the credit agreement. The Predecessor Entity was subject to a commitment fee of 50 basis points for any excess borrowing capacity over the outstanding principal borrowings under the revolver portion of the credit facility. Interest incurred for the three and nine months ended September 30, 2012, was $1.6 million and $4.6 million, respectively.

In connection with obtaining the revolving term loan credit facility, the Predecessor Entity paid $4.2 million in lender fees of which $2.6 million were allocated to the term portion of the facility and recorded as a discount to the carrying value of the debt. The discount was being amortized into interest expense over the terms of the related debt. The debt discount and deferred financing fees were being amortized into interest expense over the terms of the related debt. For the three and nine months ended September 30, 2012, amortization of debt discount and deferred financing fees was $0.3 million and $1.1 million, respectively. All amounts under the Predecessor Entity’s credit facility were paid in full with proceeds from the Offering.

Predecessor Term Loan

On December 30, 2009, the Predecessor Entity issued a promissory note. The Predecessor Entity made monthly installment payments of $0.05 million, which included components of principal and interest up to the December 30, 2014 maturity date of the term loan. Borrowings under the term loan facility bore interest at a floating rate, which were determined by reference to a base rate plus an applicable margin of 2.0%. In February 2012, this term loan was paid in its entirety. Interest incurred for the three months ended March 31, 2012 was $0.04 million. In connection with obtaining the term loan, the Predecessor Entity paid $0.1 million in lender fees, which were recorded as a discount to the carrying value of the debt. The debt discount was being amortized into interest expense over the term of the related debt. Upon paying the term loan in its entirety in February 2012, the unamortized portion of the discount was immediately expensed. For the nine months ended September 30, 2012, amortization of debt discount was $0.05 million.

Predecessor Mortgage Notes

In June and December of 2008, the Predecessor Entity entered into several mortgage notes with two lenders for an aggregate initial borrowing amount of $23.6 million. Pursuant to the terms of the mortgage notes, the Predecessor Entity made monthly installment payments that were comprised of principal and interest through maturity dates of June 23, 2023 and December 23, 2023. Since the initial borrowing the Predecessor Entity had made additional principal payments. The mortgage notes bore interest at a floating rate which could have been determined by reference to an index rate plus an applicable margin not to exceed 5.0%. As of September 30, 2012, the weighted average interest rate was 4.0%. Interest expense for the three and nine months ended September 30, 2012, was $0.1 million and $0.4 million, respectively. In connection with obtaining the mortgage notes, the Predecessor Entity incurred $0.2 million in related expenses that were recorded as deferred financing fees. The deferred financing fees were being amortized into interest expense over the terms of the related debt. Amortization of deferred financing for the nine months ended September 30, 2012 was $0.01 million. All amounts under the Predecessor Entity’s mortgage notes were paid in full with proceeds from the Offering.

Lease Financing Obligations and Operating Leases

9 Months Ended

Sep. 30, 2013

Text Block [Abstract]

Lease Financing Obligations and Operating Leases

9. Lease Financing Obligations and Operating Leases

Lease Financing Obligations

The Predecessor Entity entered into sale-leaseback transactions for certain sites, and since the Predecessor Entity had continuing involvement in the underlying sites, the sale was not recognized and the leaseback or other arrangements were accounted for as lease financing obligations and are included in the table below. The Predecessor Entity also leased certain fuel stations and equipment under lease agreements accounted for as capital lease obligations. Certain of the lease agreements were assigned to the Partnership in connection with the Contribution Agreement.

As discussed in Note 5, in May 2013, the Partnership purchased sites in Ohio that were previously leased through sale-leaseback transactions that were accounted for as lease financing obligations.

The future minimum lease payments under lease financing obligations as of September 30, 2013 are as follows (in thousands):


Remaining in 2013	$	1,510
2014		6,140
2015		6,240
2016		6,239
2017		6,194
Thereafter		78,114

Total future minimum lease payments		104,437
Less Interest component		36,884

Present value of minimum lease payments		67,553
Current portion		2,583

Long-term portion	$	64,970

Operating Leases of Sites as Lessee

The Predecessor Entity leased sites from third parties under certain non-cancelable operating leases that expire from time to time through 2028. Those leases were subsequently contributed to the Partnership in accordance with the Contribution Agreement.

As discussed in Note 2, the Partnership acquired additional lease sites in the Rogers and Rocky Top acquisitions. Also, as discussed in Note 5, the Partnership purchased sites in Florida in June 2013 that were previously leased through operating leases.

The future minimum lease payments under operating leases as of September 30, 2013 were as follows (in thousands):


Remaining in 2013	$	3,324
2014		13,083
2015		12,105
2016		11,445
2017		10,615
Thereafter		72,231

Total future minimum lease payments	$	122,803

The total future minimum lease payments presented above do not include contingent rent based on future inflation, future revenues or volumes, or amounts that may be paid as reimbursements for certain operating costs incurred by the lessor. Most lease agreements include provisions for renewals.

Getty Lease

In May 2012, the Predecessor Entity entered into a 15-year master lease agreement with renewal options of up to an additional 20 years with Getty. Pursuant to the lease, the Predecessor Entity leased 105 gas station sites in Massachusetts, New Hampshire and Maine. The lease was assigned to the Partnership. In December 2012, the agreement was amended to add an additional 25 sites in New Jersey. The Partnership pays fixed rent, which increases 1.5% per year. In addition, the lease requires contingent rent payments based on gallons of fuel sold. During the initial 3 years of the lease, the Partnership is required to make capital expenditures of at least $4.3 million plus $0.01 per gallon of fuel sold at the New England sites. However, the Partnership is entitled to a rent credit equal to 50% of the capital expenditures up to a maximum of $2.1 million. During the initial 3.5 years of the lease, the Partnership is required to make capital expenditures of at least $1.0 million at the New Jersey sites.

Because the fair value of the land at lease inception was estimated to represent more than 25% of the total fair value of the real property subject to the lease, the land element of the lease was analyzed for operating or capital treatment separately from the rest of the property subject to the lease. The land element of the lease was classified as an operating lease and all of the other property was classified as a capital lease. As such, future minimum lease payments are included in both the financing obligations and operating lease tables above.

During the third quarter of 2013, one site was terminated from the lease. Additionally, the Partnership notified Getty of its intent to terminate seven additional sites from the lease. Any property and equipment or lease financing obligations associated with these sites were removed from the balance sheet in the third quarter of 2013, which resulted in a gain of $0.3 million, classified as a credit to rent expense on the statements of operations for the three and nine months ended September 30, 2013. Any lease payments made until the sites are formally terminated from the lease will be accounted for as rent expense.

Operating Leases of Sites as Lessor

Motor fuel stations are leased to tenants under operating leases with various expiration dates ranging through 2028.

As discussed in Note 1, the Partnership terminated leases with LGO at certain commission sites and assumed the lessor position in leases with commission agents. Also, as discussed in Note 2, the Partnership leases or subleases additional sites in connection with the Rogers and Rocky Top acquisitions. In addition, the Partnership terminated certain leases with LGO at closed sites in the third quarter of 2013.

The future minimum lease payments under non-cancelable operating leases with third parties and cancelable operating leases with LGO as of September 30, 2013 were as follows (in thousands):


	Third Parties		LGO		Total
Remaining in 2013	$	3,915	$	5,827	$	9,742
2014		11,768		23,551		35,319
2015		7,986		23,904		31,890
2016		5,471		24,262		29,733
2017		4,704		24,554		29,258
Thereafter		21,980		264,641		286,621

Total future minimum lease payments	$	55,824	$	366,739	$	422,563

The total future minimum rent as presented above does not include contingent rent based on future inflation, future revenues or volume of the lessee, or amounts that may be received as tenant reimbursements for certain operating costs. Most lease agreements include provisions for renewals.

Asset Retirement Obligations

9 Months Ended

Sep. 30, 2013

Asset Retirement Obligation Disclosure [Abstract]

Asset Retirement Obligations

10. Asset Retirement Obligations

Certain lease agreements in which the Partnership is the lessee require or contingently require the Partnership to remove underground storage tanks at the end of the lease. The Partnership’s asset retirement obligation is as follows:


Balance at December 31, 2012	$	588
Recognition of new asset retirement obligations		120
Changes in estimated cash flows or settlement dates		558
Accretion		39
Obligations settled		(35	)

Balance at September 30, 2013	$	1,270

Current portion, classified within accrued expenses and other current liabilities		245

Long-term portion, classified within noncurrent other liabilities	$	1,025

Environmental Matters

9 Months Ended

Sep. 30, 2013

Environmental Remediation Obligations [Abstract]

Environmental Matters

11. Environmental Matters

The Partnership currently owns or leases properties where refined petroleum products are being, or have been handled. These properties, and the refined petroleum products handled thereon, may be subject to federal and state environmental laws and regulations. Under such laws and regulations, the Partnership could be required to remove or remediate containerized hazardous liquids or associated generated wastes (including wastes disposed of or abandoned by prior owners or operators), to remediate contaminated property arising from the release of liquids or wastes into the environment, including contaminated groundwater, or to implement best management practices to prevent future contamination.

The Partnership maintains insurance of various types with varying levels of coverage that is considered adequate under the circumstances to cover operations and properties. The insurance policies are subject to deductibles that are considered reasonable and not excessive. In addition, the Partnership has entered into indemnification and escrow agreements with various sellers in conjunction with several of their respective acquisitions, as further described below. Financial responsibility for environmental remediation is negotiated in connection with each acquisition transaction. In each case, an assessment is made of potential environmental liability exposure based on available information. Based on that assessment and relevant economic and risk factors, a determination is made whether to, and the extent to which the Partnership will, assume liability for existing environmental conditions. The table below presents a rollforward of the environmental liability (in thousands).


Balance at December 31, 2012	$	1,177
Provision for new environmental losses		650
Changes in estimates for previously incurred losses		(144	)
Recoveries from environmental indemnification assets		(289	)

Balance at September 30, 2013		1,394

Current portion		424

Long-term portion	$	970

The Partnership is indemnified by third-party escrow funds of $0.2 million and state funds or insurance totaling $1.2 million, which are recorded as indemnification assets. State funds represent probable state reimbursement amounts. Reimbursement will depend upon the continued maintenance and solvency of the state. Insurance coverage represents amounts deemed probable of reimbursement under insurance policies.

The estimates used in these reserves are based on all known facts at the time and an assessment of the ultimate remedial action outcomes. The Partnership will adjust loss accruals as further information becomes available or circumstances change. Among the many uncertainties that impact the estimates are the necessary regulatory approvals for, and potential modifications of 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 and the possibility of existing legal claims giving rise to additional claims.

Environmental liabilities related to the contributed sites have not been assigned to the Partnership, and are still the responsibility of certain of the Predecessor Entities. The Omnibus Agreement (further described in Note 18) provides that certain of the Predecessor Entities must indemnify the Partnership for any costs or expenses that the Partnership incurs for environmental liabilities and third-party claims, regardless of when a claim is made, that are based on environmental conditions in existence prior to the closing of the Offering for contributed sites. Certain of the Predecessor Entities are the beneficiary of escrow accounts created to cover the cost to remediate certain environmental liabilities. In addition, certain of the Predecessor Entities maintain insurance policies to cover environmental liabilities and/or, where available, participate in state programs that may also assist in funding the costs of environmental liabilities. Certain sites that were contributed to the Partnership, in accordance with the Contribution Agreement, were identified as having existing environmental liabilities that are not covered by escrow accounts, state funds or insurance policies.

The following table presents a summary roll forward of the Predecessor Entity’s environmental liabilities, on an undiscounted basis, for the nine months ended September 30, 2013 (in thousands):


Balance at December 31, 2012	$	21,208
Changes in estimates for previously incurred losses		301
Recoveries from environmental indemnification assets		(2,598	)

Balance at September 30, 2013	$	18,911

A significant portion of the Predecessor Entities’ environmental reserves have corresponding indemnification assets. The breakdown of the indemnification assets is as follows (in thousands):


	September 30, 2013		December 31, 2012
Third-party escrows	$	6,989	$	7,988
State funds		3,351		4,051
Insurance coverage		5,564		6,037

Total indemnification assets	$	15,904	$	18,076

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2013
Commitments And Contingencies Disclosure [Abstract]
Commitments and Contingencies	12. Commitments and Contingencies Legal Actions In the normal course of business, the Partnership and the Predecessor Entity have and may become involved in legal actions relating to the ownership and operation of their properties and business. In management’s opinion, the resolutions of any such pending legal actions are not expected to have a material adverse effect on its financial position, results of operations and cash flows. The Partnership and the Predecessor Entity maintain liability insurance on certain aspects of its businesses in amounts deemed adequate by management. However, there is no assurance that this insurance will be adequate to protect them from all material expenses related to potential future claims or these levels of insurance will be available in the future at economically acceptable prices. Environmental Liabilities See Note 11 for a discussion of the Partnership and the Predecessor Entity’s environmental liabilities.

Fair Value Measurements

9 Months Ended

Sep. 30, 2013

Fair Value Disclosures [Abstract]

Fair Value Measurements

13. Fair Value Measurements

The Partnership and the Predecessor Entity measure and report certain financial and non-financial assets and liabilities on a fair value basis. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). GAAP specifies a three-level hierarchy that is used when measuring and disclosing fair value. The fair value hierarchy gives the highest priority to quoted prices available in active markets (i.e., observable inputs) and the lowest priority to data lacking transparency (i.e., unobservable inputs). An instrument’s categorization within the fair value hierarchy is based on the lowest level of significant input to its valuation. The following is a description of the three hierarchy levels.


Level 1		Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. Active markets are considered to be those in which transactions for the assets or liabilities occur in sufficient frequency and volume to provide pricing information on an ongoing basis.

Level 2		Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability. This category includes quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in inactive markets.


Level 3		Unobservable inputs are not corroborated by market data. This category is comprised of financial and non-financial assets and liabilities whose fair value is estimated based on internally developed models or methodologies using significant inputs that are generally less readily observable from objective sources.

Transfers into or out of any hierarchy level are recognized at the end of the reporting period in which the transfers occurred. There were no transfers between any levels in 2013 or 2012.

As further discussed in Note 15, the Partnership has accrued for phantom units granted in 2013 as a liability and adjusts that liability on a recurring basis based on the market price of the Partnership’s common units each balance sheet date. Such fair value measurements are deemed Level 1 measurements.

For assets and liabilities measured on a non-recurring basis during the year, accounting guidance requires quantitative disclosures about the fair value measurements separately for each major category. See Note 3 for a discussion of impairment charges to reduce the net book value of assets held for sale to fair value less cost to sell. Such fair value measurements were based on negotiated sales prices, or sales of comparable properties, and represent level 2 measurements.

Financial Instruments

The fair value of the Partnership’s accounts receivable and accounts payable approximated their carrying values as of September 30, 2013 and December 31, 2012 due to the short-term maturity of these instruments. The fair value of the Partnership’s long-term debt approximated its carrying value as of September 30, 2013 and December 31, 2012 due to the frequency with which interest rates are reset based on changes in prevailing interest rates.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Partners' Capital	9 Months Ended
Partners' Capital	Sep. 30, 2013
Equity [Abstract]
Partners' Capital	14. Partners’ Capital In connection with the closing of the Offering, the Predecessor contributed the Contributed Assets to the Partnership. In consideration of the Contributed Assets, the Partnership issued and/or distributed to the Predecessor an aggregate of 625,000 common units, representing 8.3% of the common units outstanding, and 7,525,000 subordinated units, representing 100% of the subordinated units outstanding, which comprise 54.1 % of the aggregate total common units and subordinated units outstanding. The Partnership issued a total of 6,900,000 common units, including 6,000,000 common units in connection with the Offering and 900,000 common units in connection with the underwriter’s over-allotment option. In January 2013, the Partnership issued an aggregate of 1,044 units to members of the board of directors of the Partnership’s General Partner related to director compensation.

Equity-Based Incentive Compensation

9 Months Ended

Sep. 30, 2013

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Equity-Based Incentive Compensation

15. Equity-Based Incentive Compensation

In connection with the Offering, the General Partner adopted the Lehigh Gas Partners LP 2012 Incentive Award Plan (the “Plan”), a long-term incentive plan for employees, officers, consultants and directors of the General Partner and any of its affiliates, including LGC, who perform services for the Partnership. The maximum number of common units that may be delivered with respect to awards under the Plan is 1,505,000. Generally, the Plan provides for grants of restricted units, unit options, performance awards, phantom units, unit awards, unit appreciation rights, distribution equivalent rights, and other unit-based awards, with various limits and restrictions attached to these awards on a grant-by-grant basis. The Plan is administered by the board of directors of the Partnership’s General Partner or a committee thereof, which is referred to as the Plan Administrator.

Previously, the board of directors had determined to grant up to 500,000 phantom units under the Plan to employees of LGC, other than the chief executive officer of our General Partner, within 180 days after the closing of the Offering. In this regard, on March 15, 2013, the Partnership granted 446,420 phantom units to certain LGC employees under the Plan. The fair value of the non-vested phantom units outstanding as of September 30, 2013, was $12.3 million. Compensation expense for the three and nine months ended September 30, 2013 was $1.2 million and $2.2 million, respectively. Unrecognized compensation expense related to the non-vested phantom units is expected to be recognized over a weighted average period of 2.5 years.

Since the Partnership grants phantom units to employees of LGC, the grants are measured at fair value at each balance sheet reporting date and the cumulative compensation cost recognized is classified as a liability, which is included in accrued expenses and other current liabilities on the balance sheet. See Note 7 for additional information.

The following is a summary of the phantom unit award activity for the nine months ended September 30, 2013:


Non-vested at January 1, 2013	—
Granted	449,420
Forfeited	(14,364	)

Non-vested at September 30, 2013	435,056

It is the intent of the Partnership to settle these phantom units upon vesting by issuing common units, as allowed under the Plan. However, the awards may be settled in cash at the discretion of the compensation committee of the board of directors of the General Partner.

Income Taxes

9 Months Ended

Sep. 30, 2013

Income Tax Disclosure [Abstract]

Income Taxes

16. Income Taxes

The Partnership is a limited partnership under the Internal Revenue Code and, accordingly, earnings or losses, to the extent not included in LGWS, its taxable subsidiary, are included in the tax returns of the individual partners for federal and state income tax purposes. Net earnings for financial statement purposes may differ significantly from taxable income reportable to unitholders as a result of differences between the tax basis and financial reporting basis of assets and liabilities, in addition to the allocation requirements related to taxable income under the Partnership Agreement.

As a limited partnership, the Partnership is generally not subject to income tax. However, the Partnership is subject to a statutory requirement that non-qualifying income (for example, rent associated with personal property and service income) cannot exceed 10% of total gross income, determined on a calendar year basis under the applicable income tax provisions. If the amount of its non-qualifying income exceeds this statutory limit, the Partnership would be taxed as a corporation. Accordingly, certain activities that generate non-qualifying income are conducted through LGWS. LGWS is subject to federal and state income tax and pays income taxes related to the results of its operations. For the nine months ended September 30, 2013, the Partnership’s non-qualifying income did not exceed the statutory limit.

The effective tax rate differs from the statutory rate due primarily to Partnership earnings that are generally not subject to federal and state income taxes at the Partnership level. The rate reconciliation is below:


	Three Months Ended September 30, 2013			Nine Months Ended September 30, 2013
Income from continuing operations before income taxes	$	4,201		$	14,090
Income from continuing operations before income taxes of the Partnership excluding LGWS		4,162			13,821

Income from continuing operations before income taxes of LGWS		39			269

Federal income taxes at statutory rate		13			91
Increase (decrease) due to:
State income taxes and other, net of federal income tax benefit		132			181
Valuation allowance adjustments		(868	)		(332	)

Total income tax expense (benefit)	$	(723	)	$	(60	)

During the third quarter of 2013, in connection with the updates to purchase accounting and subsequent assignment of assets and liabilities by the Partnership to LGWS. The Partnership reviewed its cumulative permanent and temporary differences. As a result of that review, the Partnership increased its net deferred tax assets that existed on the date of the contribution of net assets by the Predecessor to the Partnership by $8.5 million and increased its valuation allowance to fully offset these additional net deferred tax assets.

During the third quarter of 2013, based on the updates to the purchase price allocation for the Express Lane acquisition and the assignment of property and equipment by the Partnership to LGWS, the Partnership recorded a net deferred tax liability of $5.9 million.

As of September 30, 2013, the Partnership had the following deferred tax assets and liabilities.


	September 30, 2013			December 31, 2012
Deferred tax assets
Rent income	$	432		$	890
Lease financing obligations		28,183			27,944
Above market lease liability		890			—
Allowance for doubtful accounts		24			—

Total deferred tax assets		29,529			28,834

Deferred tax liabilities
Property and equipment		23,501			18,941
Below market lease intangible asset		1,267			—

Total deferred tax liabilities		24,768			18,941

Net deferred tax assets		4,761			9,893
Valuation allowance		(9,561	)		(9,893	)

Net deferred tax liabilities	$	4,800		$	—

At June 30, 2013, net deferred tax assets totaling $10.4 million were fully reserved against with a valuation allowance. Concurrent with the recognition of the $5.9 million net deferred tax liability noted above, and based on the expected reversal of the cumulative temporary differences and anticipated future earnings as of September 30, 2013, the Partnership released $0.9 million and $0.3 million of the valuation allowance during the three and nine months ended September 30, 2013. This release was recorded as a deferred tax benefit, effectively reversing all of the valuation allowance that was recorded to deferred tax expense in 2012 and through June 30, 2013.

In conjunction with the Partnership’s ongoing review of its actual results and anticipated future earnings, the Partnership continuously reassesses the possibility of releasing the valuation allowance on its deferred tax assets. It is reasonably possible that a significant portion of the valuation allowance will be released within the next twelve months. Since $9.6 million of net deferred tax assets existed at the date of the contribution from the Predecessor Entity, $9.6 million of the valuation allowance recorded at September 30, 2013 had been recorded in 2012 as a charge against Partners’ Capital—affiliates. As such, any reduction of such valuation allowance in the future would be recorded as a credit to Partners’ Capital—affiliates.

Net Income per Limited Partnership Unit

9 Months Ended

Sep. 30, 2013

Earnings Per Share [Abstract]

Net Income per Limited Partnership Unit

17. Net Income per Limited Partnership Unit

Under the Partnership Agreement, our General Partner’s interest in net income from the Partnership consists of incentive distribution rights (“IDRs”), which are increasing percentages, up to 50% of quarterly distributions out of the operating surplus (as defined) in excess of $0.6563 per limited partner unit. The Partnership’s undistributed net income is generally allocable pro rata to the common and subordinated unitholders, except where common unitholders have received cash distributions in excess of the subordinated unitholders. In that circumstance, net income is allocated to the common unitholders first in support of such excess cash distribution paid to them and the remainder of the net income is allocable pro rata to the common and subordinated unitholders. Losses are general allocable pro rata to the common and subordinated unitholders in accordance with the Partnership Agreement.

In addition to the common and subordinated units, the Partnership has identified the IDRs as participating securities and computes income per unit using the two-class method under which any excess of distributions declared over net income shall be allocated to the partners based on their respective sharing of income specified in the Partnership Agreement. Net income per unit applicable to limited partners (including common and subordinated unitholders) is computed by dividing the limited partners’ interest in net income, after deducting any incentive distributions, by the weighted-average number of outstanding common and subordinated units. There were no participating IDRs for the nine months ended September 30, 2013.

The following provides a reconciliation of net income and the allocation of net income to the limited partners’ interest for purposes of computing net income per limited partner unit for the three and nine months ended September 30, 2013 (in thousands, except unit, and per unit amounts):


	Three Months Ended September 30, 2013						Nine Months Ended September 30, 2013
	Common Units			Subordinated Units			Common Units			Subordinated Units
Numerator:
Net income	$	2,462		$	2,462		$	7,075		$	7,075

Declared distributions (a)		3,782			3,781			10,781			10,780
Allocation of distributions in excess of net income (b)		(1,320	)		(1,319	)		(3,706	)		(3,705	)

Limited partners’ interest in net income		2,462			2,462			7,075			7,075

Denominator:
Basic and diluted weighted average limited partnership units outstanding (c)		7,526,044			7,525,000			7,525,983			7,525,000

Basic and diluted net income per limited partnership unit	$	0.327		$	0.327		$	0.940		$	0.940

(a)	Distribution declared per unit was $0.5025 and $1.4325 for the three and nine months ended September 30, 2013, respectively, as further described below.

(b)	Allocation of distributions in excess of net income is based on a pro rata proportion to the common and subordinated units as outlined in the Partnership Agreement.

(c)	For purposes of calculating diluted weighted average limited partnership units outstanding, all outstanding phantom units were excluded from the calculation as they were anti-dilutive.

The Partnership Agreement sets forth the calculation used for determining the cash distributions the common and subordinated unitholders are entitled to receive. In accordance with the Partnership Agreement, on November 7, 2013, the Partnership declared a quarterly dividend, to be paid from the operating surplus, totaling $7.6 million or $0.5025 per unit. Subsequent to this distribution, the Partnership will have distributed $21.6 million, or $1.4325 per unit on a year-to-date basis.

Related-Party Transactions	9 Months Ended
Related-Party Transactions	Sep. 30, 2013
Related Party Transactions [Abstract]
Related-Party Transactions	18. Related-Party Transactions The related party transactions with the Partnership and the Predecessor Entity and other affiliated entities under common control not part of the Predecessor Entity are as follows: Revenues from Fuel Sales to Affiliates The Partnership and the Predecessor Entity sell motor fuels to their affiliates at prevailing market prices at the time of delivery. Revenues and cost of revenues from fuel sales to affiliates are separately classified in the statements of operations. Operating Leases of Gasoline Stations as Lessor The Partnership and the Predecessor Entity lease certain motor fuel stations to their affiliates under cancelable operating leases. Rent income under these agreements is separately classified in the statements of operations. Operating Leases of Gasoline Stations as Lessee The Partnership and the Predecessor Entity lease certain motor fuel stations from their affiliates under cancelable operating leases. Rent expense under these agreements was $0.2 million and $0.1 million for the three months ended September 30, 2013 and 2012, and $0.7 million and $0.4 million for the nine months ended September 30, 2013 and 2012, respectively. Management Fees In connection with the Offering, the Partnership entered into an Omnibus Agreement (the “Omnibus Agreement”) by and among the Partnership, the General Partner, LGC, LGO and, for limited purposes, Joseph V. Topper, Jr. Pursuant to the Omnibus Agreement, among other things, LGC provides the Partnership and the General Partner with management, administrative and operating services. As the Partnership does not have any employees, LGC provides the Partnership with personnel necessary to carry out the services provided under the Omnibus Agreement and any other services necessary to operate the Partnership’s business. In accordance with the Omnibus Agreement, the Partnership is required to pay LGC a management fee, which is initially an amount equal to (1) $420,000 per month plus (2) $0.0025 for each gallon of motor fuel the Partnership distributes per month. In addition, and subject to certain restrictions on LGC’s ability to incur third-party fees, costs, taxes and expenses, the Partnership is required to reimburse LGC and the General Partner for all reasonable out-of-pocket third-party fees, costs, taxes and expenses incurred by LGC or the General Partner on the Partnership’s behalf in connection with providing the services required to be provided by LGC under the Omnibus Agreement. For the three and nine months ended September 30, 2013 respectively, the Partnership incurred $1.7 million and $5.0 million in management fees under the Omnibus Agreement, classified as selling, general and administrative expenses in the statements of operations. The Predecessor Entity charged management fees to its Affiliates and these amounts are included as contra-expense amounts in selling, general and administrative expenses in the statements of operations. The amounts recorded for these management fees were approximately $1.3 million and $3.3 million for the three and nine months ended September 30, 2012. These management fees reflect the allocation of certain overhead expenses of the Predecessor Entity and include costs of centralized corporate functions, such as legal, accounting, information technology, insurance and other corporate services. The allocation methods for these costs included: estimates of the costs and level of support attributable to its affiliates for legal, accounting, and usage and headcount for information technology. Environmental Costs Certain environmental monitoring and remediation activities are undertaken by an affiliate of the Partnership as approved by the conflicts committee of the board of directors of the General Partner. The Partnership incurred $0.2 million with this affiliate for the nine months ended September 30, 2013. Aircraft Usage Costs The Partnership uses aircraft owned by a group of individuals that includes the CEO and certain other members of the board of directors of the General Partner as approved by the disinterested members of the conflicts committee of the board of directors of the General Partner. The Partnership incurred $0.1 million with this affiliate for the three and nine months ended September 30, 2013. Sites Previously Leased by LGO Through February 2013, the Partnership leased certain sites in the Cleveland, Ohio market to LGO, who operated or contracted to third parties the operation of the motor fuel and convenience store activities conducted at those sites. In March 2013, the Partnership entered into an agreement with an unrelated third-party to lease and conduct the convenience store activities at 19 of these sites in the Cleveland, Ohio market. Concurrently, the lease agreements between the Partnership and LGO were amended to reflect the lease of just the motor fuel-related property and terminate the lease of the convenience store. Through September 30, 2013, the unrelated third-party paid $1.7 million directly to LGO for its agreement to vacate the convenience store space. Although the Partnership did not participate directly in the transaction between LGO and the unrelated third-party, it was deemed for accounting purposes to have an intermediary role in the transaction in its capacity as the entity controlling these sites (either through fee ownership or leasehold interest). Accordingly, the Partnership recorded $1.7 million in deferred initial direct costs, which is included in deferred financing costs, net and other assets, and a corresponding deferred rent income liability, which is included in other liabilities, both of which are recognized ratably over the term of the leases with the unrelated third-party lessee. The retail motor fuel business at these sites was operated by LGO through August 31, 2013. These sites were included in the Commission Sites operated by the Partnership commencing September 1, 2013 (see Note 1 for additional information). As such, the leases with LGO were terminated on September 1, 2013. The transaction was approved by the conflicts committee of the board of directors of the General Partner. As discussed in Note 9, the Partnership terminated leases with LGO at the Commission Sites and closed sites, which resulted in a write-off of deferred rent income of $0.4 million, classified as a charge against rent income from affiliates. Advance to Affiliate As disclosed in Note 2, during the three months ended September 30, 2013, the Partnership paid $1.7 million of additional purchase price consideration for the net working capital of the Express Lane Retail Business. Because the net working capital was transferred to LGO at the acquisition date, LGO repaid this amount to the Partnership in October 2013. The payment to the Express Lane sellers was classified as a financing activity on the statement of cash flows and is included within the line item “Advances (to) from affiliates.” Mandatorily Redeemable Preferred Member Interests In December 2008, the Predecessor Entity issued non-voting preferred member interests of $12.0 million to certain related individuals. From February 2011 through August 31, 2012, the holders of preferred member interests received semi-annual dividend payments at a rate of 12.0%. Pursuant to an amendment in May 2012, the dividend rate increased to 15.0% for the period from September 1, 2012 through August 31, 2013. Dividend payments, including accrued dividends, are recorded as interest expense. For the three and nine months ended September 30, 2012, the Predecessor Entity recorded interest expense of $0.4 million and $1.1 million, respectively. In September 2012, the Predecessor Entity and the holders entered into an agreement for an aggregate $13.0 million payment, including $12.0 million for the face value of the mandatorily redeemable preferred interests and $1.0 million in consideration for a contractual modification to provide for the early cancellation and redemption of the mandatorily redeemable preferred interests (the cancellation payment), along with dividend payments accrued and unpaid at the applicable rate discussed above. As the cancellation payment was simultaneous with the Offering, the $1.0 million cancellation payment was accounted for on the Predecessor’s combined financial statements in the accounting period corresponding with the closing of the Offering. The mandatorily redeemable preferred member interests were redeemed in full, at par, with proceeds from the Offering.

- Definition

The entire disclosure for related party transactions. Examples of related party transactions include transactions between (a) a parent company and its subsidiary; (b) subsidiaries of a common parent; (c) and entity and its principal owners; and (d) affiliates.

+ References + Details

Segment Reporting

9 Months Ended

Sep. 30, 2013

Segment Reporting [Abstract]

Segment Reporting

19. Segment Reporting

As discussed in Note 1, effective September 1, 2013, the Partnership engages in both the wholesale and retail distribution of motor fuels, primarily gasoline and diesel fuel. Given this change, the Partnership conducts its business in two segments: 1) the wholesale segment and 2) the retail segment. Unallocated costs consist primarily of interest expense associated with the Credit Facility, selling, general and administrative expenses, income taxes and the elimination of the retail segment’s intersegment cost of revenues from fuel sales against the wholesale segment’s intersegment revenues from fuel sales. The profit in ending inventory generated by the intersegment fuel sale is also eliminated. Total assets by segment are not presented as the chief operating decision maker does not currently assess performance or allocate resources based on that data and thus does not currently receive it. Financial data for each segment is as follows (in thousands):


	Three Months Ended September 30, 2013
	Wholesale			Retail			Unallocated			Consolidated
Revenues from fuel sales to external customers	$	462,741		$	17,232		$	—		$	479,973
Intersegment revenues from fuel sales		15,813			—			(15,813	)		—
Rent income		9,773			332						10,105
Revenues from retail merchandise and other		—			34						34

Total revenues		488,327			17,598			(15,813	)		490,112

Depreciation and amortization		5,062			150			—			5,212
Interest expense, net		(952	)		(42	)		(2,355	)		(3,349	)
Income tax expense (benefit)		—			—			(723	)		(723	)
Net income (loss)		10,884			301			(6,261	)		4,924
Expenditures for long-lived assets		31,675			—			—			31,675


	Nine Months Ended September 30, 2013
	Wholesale			Retail			Unallocated			Consolidated
Revenues from fuel sales to external customers	$	1,401,333		$	17,232		$	—		$	1,418,565
Intersegment revenues from fuel sales		15,813			—			(15,813	)		—
Rent income		30,307			332			—			30,639
Revenues from retail merchandise and other		—			34			—			34

Total revenues		1,447,453			17,598			(15,813	)		1,449,238

Depreciation and amortization		14,765			150			—			14,915
Interest expense, net		(3,197	)		(42	)		(6,994	)		(10,233	)
Income tax expense (benefit)		—			—			(60	)		(60	)
Net income (loss)		32,811			301			(18,962	)		14,150

Expenditures for long-lived assets		35,804			—			—			35,804

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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+ Details

Organization and Basis of Presentation (Policies)	9 Months Ended
Organization and Basis of Presentation (Policies)	Sep. 30, 2013
Accounting Policies [Abstract]
Interim Financial Statements	Interim Financial Statements The accompanying interim condensed financial statements and related disclosures are unaudited and have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) on the same basis as the corresponding audited financial statements for the year ended December 31, 2012, and, in the opinion of management, include all adjustments of a normal recurring nature considered necessary to present fairly the Partnership’s financial position as of September 30, 2013, and the results of its operations and cash flows for the periods presented. Operating results for the three and nine months ended September 30, 2013, are not necessarily indicative of the results that may be expected for the year ending December 31, 2013, or any other future periods. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted under the SEC’s rules and regulations for interim financial statements. These unaudited condensed financial statements should be read in conjunction with the corresponding audited financial statements and accompanying notes for the year ended December 31, 2012, included in our annual report on Form 10-K, filed with the SEC on March 28, 2013.
Consolidation	Consolidation In addition to its subsidiaries, the Partnership considers entities in which a controlling financial interest may be achieved through arrangements that do not involve voting interests for consolidation. Such entities, known as variable interest entities, are required to be consolidated by their primary beneficiary. Although the Partnership does not possess any ownership interests in its affiliate, LGO, nor is it the primary beneficiary, the Partnership may provide certain financial support outside of its existing contractual arrangements as a result of its vendor-customer relationship with LGO.
Segment Reporting	Segment Reporting As noted previously, effective September 1, 2013, the Partnership engages in both the wholesale and retail distribution of motor fuels, primarily gasoline and diesel fuel. Given this change, the Partnership conducts its business in two segments: 1) the wholesale segment and 2) the retail segment. See Note 19 for additional information.
Revenue Recognition	Revenue Recognition Revenues from wholesale fuel sales are recognized when fuel is delivered to the customer. The purchase and delivery of motor fuels generally occurs on the same day. Revenues from retail fuel sales are recognized when fuel is delivered to the customer. The Partnership records inventory from the time of the purchase of motor fuels from third party suppliers until the retail sale to the end customer. Revenue from leasing arrangements in which the Partnership or Predecessor Entity is the lessor is recognized ratably over the term of the underlying lease. For the Predecessor Entity, retail merchandise sales are recognized net of applicable provisions for discounts and allowances upon delivery, generally at the point of sale.
Motor Fuel Inventory	Motor Fuel Inventory Motor fuel inventory is stated at the lower of average cost or market using the first-in, first-out method.
Reclassifications	Reclassifications Certain reclassifications were made to prior period amounts to conform to the current year presentation. Specifically, accounts receivable and accounts payable as of December 31, 2012 were each increased by $2.0 million. This reclassification has no impact on net income or partners’ capital for any periods.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Partnership considers the applicability and impact of all new accounting guidance. No new accounting guidance was adopted in 2013 that had or is expected to have a significant impact on the financial statements.

- Definition

Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.

+ References + Details

- Definition

Disclosure of accounting policy for major classes of inventories, bases of stating inventories (for example, lower of cost or market), methods by which amounts are added and removed from inventory classes (for example, FIFO, LIFO, or average cost), loss recognition on impairment of inventories, and situations in which inventories are stated above cost. If inventory is carried at cost, this disclosure includes the nature of the cost elements included in inventory.

+ References + Details

- Definition

Disclosure of accounting policy for revenue recognition. If the entity has different policies for different types of revenue transactions, the policy for each material type of transaction is generally disclosed. If a sales transaction has multiple element arrangements (for example, delivery of multiple products, services or the rights to use assets) the disclosure may indicate the accounting policy for each unit of accounting as well as how units of accounting are determined and valued. The disclosure may encompass important judgment as to appropriateness of principles related to recognition of revenue. The disclosure also may indicate the entity's treatment of any unearned or deferred revenue that arises from the transaction.

+ References + Details

Acquisitions (Tables)

9 Months Ended

Sep. 30, 2013

Schedule of Pro Forma Information

The following is unaudited pro forma information related to the Express Lane Acquisition as if the transaction had occurred on January 1, 2012 (in thousands):


	Lehigh Gas Entities (Predecessor) Combined
	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
Total revenues	$	571,074		$	1,595,649
Net loss	$	(942	)	$	(2,292	)

Rogers [Member]

Schedule of Preliminary Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of the assets acquired at the acquisition date (in thousands):


Property and equipment	$	18,810
Intangible assets - Wholesale fuel distribution rights		1,145

Net assets acquired	$	19,955

Dunmore [Member]

Schedule of Preliminary Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):


	Original Preliminary Purchase Price Allocation		Cumulative Adjustments			Adjusted Preliminary Purchase Price Allocation
Property and equipment	$	20,400		2,400		$	22,800
Intangible assets		8,200		(2,400	)		5,800

Total identifiable assets		28,600		—			28,600
Other liabilities - Lease agreements with above average market value		200		—			200

Net identifiable assets acquired		28,400		—			28,400
Goodwill		600		—			600

Net assets acquired	$	29,000		—		$	29,000

Express Lane [Member]

Schedule of Preliminary Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):


	Original Preliminary Purchase Price Allocation		Cumulative Adjustments			Adjusted Preliminary Purchase Price Allocation
Net working capital	$	1,822	$	(102	)	$	1,720
Property and equipment		27,500		1,145			28,645
Intangible assets		17,600		2,100			19,700
Environmental indemnification asset		1,177		—			1,177

Total identifiable assets		48,099		3,143			51,242
Environmental liabilities		1,177		—			1,177
Other liabilities		2,500		6,116			8,616

Total identifiable liabilities		3,677		6,116			9,793

Net identifiable assets acquired		44,422		(2,973	)		41,449
Goodwill		993		2,771			3,764

Net assets acquired	$	45,415	$	(202	)	$	45,213

Rocky Top [Member]

Schedule of Preliminary Fair Values of Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of the assets acquired at the acquisition date (in thousands):


Property and equipment	$	33,670
Intangible assets - Wholesale fuel distribution rights		3,180

Net assets acquired	$	36,850

Discontinued Operations and Assets Held for Sale (Tables)

9 Months Ended

Sep. 30, 2013

Discontinued Operations And Disposal Groups [Abstract]

Schedule of Operating Results of Locations Included in Discontinued Operations

The following results are included in discontinued operations for the periods presented (in thousands):


	Lehigh Gas Entities (Predecessor) Combined
	Three Months Ended September 30, 2012			Nine Months Ended September 30, 2012
Revenues:
Revenues from fuel sales	$	1,217		$	3,775
Rent income		31			91

Total revenues		1,248			3,866
Costs and Expenses:
Cost of revenues from fuel sales		1,187			3,669
Operating expenses		43			49
Depreciation and amortization		13			46
Gains on sales of assets, net		—			(238	)

Total costs and operating expenses		1,243			3,526

Operating income		5			340
Interest expense, net		(14	)		(40	)

Income from discontinued operations	$	(9	)	$	300

Schedule of Assets of Operations Held for Sale

Assets held for sale for the Partnership were as follows (in thousands):


	December 31, 2012
Land	$	1,351
Buildings and improvements		435
Equipment and other		163

Total property and equipment, at cost		1,949
Accumulated depreciation and amortization		(334	)

Assets held for sale	$	1,615

- Definition

Tabular disclosure of disposal groups, which may include the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the classification and carrying value of the assets and liabilities comprising the disposal group, and the segment in which the disposal group was reported. Also may include the amount of adjustments to amounts previously reported in discontinued operations such as resolution of contingencies arising from the disposal transaction or the operations of the component prior to disposal.

+ References + Details

Motor Fuel Inventory (Tables)

9 Months Ended

Sep. 30, 2013

Inventory Disclosure [Abstract]

Schedule of Inventory

Inventory consisted of the following (in thousands):


	September 30, 2013
Gasoline	$	1,655
Diesel fuel		174

Total inventory	$	1,829

Property and Equipment (Tables)

9 Months Ended

Sep. 30, 2013

Property Plant And Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment, net for the Partnership consisted of the following at (in thousands):


	September 30, 2013			December 31, 2012
Land	$	121,122		$	98,117
Buildings and improvements		131,501			108,508
Leasehold improvements		7,002			4,260
Equipment and other		72,087			60,972

Property and equipment, at cost		331,712			271,857
Accumulated depreciation and amortization		(39,653	)		(28,835	)

Property and equipment, net	$	292,059		$	243,022

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2013

Goodwill And Intangible Assets Disclosure [Abstract]

Schedule of Changes in Goodwill

Changes in goodwill between December 31, 2012 and September 30, 2013 were as follows (in thousands):


Balance at December 31, 2012	$	5,636
Goodwill acquired in Express Lane acquisition (Note 2)		2,771

Balance at September 30, 2013	$	8,407

Schedule of Intangible Assets for Partnership

Intangible assets for the Partnership consist of the following (in thousands):


	September 30, 2013							December 31, 2012
	Gross Amount		Accumulated Amortization			Net Carrying Amount		Gross Amount		Accumulated Amortization			Net Carrying Amount
Wholesale fuel supply agreements	$	16,451	$	(8,588	)	$	7,863	$	16,451	$	(7,151	)	$	9,300
Wholesale fuel distribution rights		25,025		(1,553	)		23,472		23,200		—			23,200
Trademarks		134		(50	)		84		134		(40	)		94
Covenant not to compete		1,000		(169	)		831
Below market leases		4,522		(1,092	)		3,430		3,422		(414	)		3,008

Total	$	47,132	$	(11,452	)	$	35,680	$	43,207	$	(7,605	)	$	35,602

Accrued Expenses and Other Current Liabilities (Tables)

9 Months Ended

Sep. 30, 2013

Payables And Accruals [Abstract]

Schedule of Accrued Expenses and Other Current Liabilities for Partnership

Accrued expenses and other current liabilities for the Partnership consisted of the following at (in thousands):


	September 30, 2013		December 31, 2012
Interest expense	$	63	$	124
Professional fees		759		436
Express Lane working capital payable (Note 2)		—		1,791
Equity-based incentive compensation (Note 15)		2,223		—
Taxes other than income		596		40
Other		1,228		908

Total accrued expenses and other current liabilities	$	4,869	$	3,299

Debt (Tables)

9 Months Ended

Sep. 30, 2013

Debt Disclosure [Abstract]

Summary of Debt Outstanding

Debt outstanding at September 30, 2013 and December 31, 2012 was as follows:


	September 30, 2013		December 31, 2012
Revolving credit facility	$	214,586	$	183,751
Swing-line line of credit		1,465		—
Financing associated with Rocky Top acquisition		26,250		—
Note payable		992		—

Total	$	243,293	$	183,751

Lease Financing Obligations and Operating Leases (Tables)

9 Months Ended

Sep. 30, 2013

Text Block [Abstract]

Schedule of Future Minimum Lease Payments Under Lease Financing Obligations

The future minimum lease payments under lease financing obligations as of September 30, 2013 are as follows (in thousands):


Remaining in 2013	$	1,510
2014		6,140
2015		6,240
2016		6,239
2017		6,194
Thereafter		78,114

Total future minimum lease payments		104,437
Less Interest component		36,884

Present value of minimum lease payments		67,553
Current portion		2,583

Long-term portion	$	64,970

Schedule of Future Minimum Lease Payments Under Operating Leases

The future minimum lease payments under operating leases as of September 30, 2013 were as follows (in thousands):


Remaining in 2013	$	3,324
2014		13,083
2015		12,105
2016		11,445
2017		10,615
Thereafter		72,231

Total future minimum lease payments	$	122,803

Schedule of Future Minimum Lease Payments Under Non-Cancelable Operating Leases

The future minimum lease payments under non-cancelable operating leases with third parties and cancelable operating leases with LGO as of September 30, 2013 were as follows (in thousands):


	Third Parties		LGO		Total
Remaining in 2013	$	3,915	$	5,827	$	9,742
2014		11,768		23,551		35,319
2015		7,986		23,904		31,890
2016		5,471		24,262		29,733
2017		4,704		24,554		29,258
Thereafter		21,980		264,641		286,621

Total future minimum lease payments	$	55,824	$	366,739	$	422,563

Asset Retirement Obligations (Tables)

9 Months Ended

Sep. 30, 2013

Asset Retirement Obligation Disclosure [Abstract]

Schedule of Changes in Partnership's Asset Retirement Obligation

The Partnership’s asset retirement obligation is as follows:


Balance at December 31, 2012	$	588
Recognition of new asset retirement obligations		120
Changes in estimated cash flows or settlement dates		558
Accretion		39
Obligations settled		(35	)

Balance at September 30, 2013	$	1,270

Current portion, classified within accrued expenses and other current liabilities		245

Long-term portion, classified within noncurrent other liabilities	$	1,025

Environmental Matters (Tables)

9 Months Ended

Sep. 30, 2013

Summary Roll Forward of Environmental Liabilities, on an Undiscounted Basis

The table below presents a rollforward of the environmental liability (in thousands).


Balance at December 31, 2012	$	1,177
Provision for new environmental losses		650
Changes in estimates for previously incurred losses		(144	)
Recoveries from environmental indemnification assets		(289	)

Balance at September 30, 2013		1,394

Current portion		424

Long-term portion	$	970

Predecessor [Member]

Summary Roll Forward of Environmental Liabilities, on an Undiscounted Basis

The following table presents a summary roll forward of the Predecessor Entity’s environmental liabilities, on an undiscounted basis, for the nine months ended September 30, 2013 (in thousands):


Balance at December 31, 2012	$	21,208
Changes in estimates for previously incurred losses		301
Recoveries from environmental indemnification assets		(2,598	)

Balance at September 30, 2013	$	18,911

Schedule of Break Down of Indemnification Assets

The breakdown of the indemnification assets is as follows (in thousands):


	September 30, 2013		December 31, 2012
Third-party escrows	$	6,989	$	7,988
State funds		3,351		4,051
Insurance coverage		5,564		6,037

Total indemnification assets	$	15,904	$	18,076

Equity-Based Incentive Compensation (Tables)

9 Months Ended

Sep. 30, 2013

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Summary of Phantom Unit Award Activity

The following is a summary of the phantom unit award activity for the nine months ended September 30, 2013:


Non-vested at January 1, 2013	—
Granted	449,420
Forfeited	(14,364	)

Non-vested at September 30, 2013	435,056

Income Taxes (Tables)

9 Months Ended

Sep. 30, 2013

Income Tax Disclosure [Abstract]

Schedule of Reconciliation of Effective Tax Rate and Statutory Rate Due Primarily to Partnership Earnings that are Generally not Subject to Federal and State Income Taxes at Partnership Level


	Three Months Ended September 30, 2013			Nine Months Ended September 30, 2013
Income from continuing operations before income taxes	$	4,201		$	14,090
Income from continuing operations before income taxes of the Partnership excluding LGWS		4,162			13,821

Income from continuing operations before income taxes of LGWS		39			269

Federal income taxes at statutory rate		13			91
Increase (decrease) due to:
State income taxes and other, net of federal income tax benefit		132			181
Valuation allowance adjustments		(868	)		(332	)

Total income tax expense (benefit)	$	(723	)	$	(60	)

Schedule of Significant Deferred Tax Assets and Liabilities

As of September 30, 2013, the Partnership had the following deferred tax assets and liabilities.


	September 30, 2013			December 31, 2012
Deferred tax assets
Rent income	$	432		$	890
Lease financing obligations		28,183			27,944
Above market lease liability		890			—
Allowance for doubtful accounts		24			—

Total deferred tax assets		29,529			28,834

Deferred tax liabilities
Property and equipment		23,501			18,941
Below market lease intangible asset		1,267			—

Total deferred tax liabilities		24,768			18,941

Net deferred tax assets		4,761			9,893
Valuation allowance		(9,561	)		(9,893	)

Net deferred tax liabilities	$	4,800		$	—

Net Income per Limited Partnership Unit (Tables)

9 Months Ended

Sep. 30, 2013

Earnings Per Share [Abstract]

Schedule of Reconciliation of Net Income and Allocation of Net Income to Limited Partners' Interest for Purposes of Computing Net Income per Limited Partner Unit


	Three Months Ended September 30, 2013						Nine Months Ended September 30, 2013
	Common Units			Subordinated Units			Common Units			Subordinated Units
Numerator:
Net income	$	2,462		$	2,462		$	7,075		$	7,075

Declared distributions (a)		3,782			3,781			10,781			10,780
Allocation of distributions in excess of net income (b)		(1,320	)		(1,319	)		(3,706	)		(3,705	)

Limited partners’ interest in net income		2,462			2,462			7,075			7,075

Denominator:
Basic and diluted weighted average limited partnership units outstanding (c)		7,526,044			7,525,000			7,525,983			7,525,000

Basic and diluted net income per limited partnership unit	$	0.327		$	0.327		$	0.940		$	0.940

(a)	Distribution declared per unit was $0.5025 and $1.4325 for the three and nine months ended September 30, 2013, respectively, as further described below.

(b)	Allocation of distributions in excess of net income is based on a pro rata proportion to the common and subordinated units as outlined in the Partnership Agreement.

(c)	For purposes of calculating diluted weighted average limited partnership units outstanding, all outstanding phantom units were excluded from the calculation as they were anti-dilutive.

Segment Reporting (Tables)

9 Months Ended

Sep. 30, 2013

Segment Reporting [Abstract]

Schedule of Financial Data for Each Segment


	Three Months Ended September 30, 2013
	Wholesale			Retail			Unallocated			Consolidated
Revenues from fuel sales to external customers	$	462,741		$	17,232		$	—		$	479,973
Intersegment revenues from fuel sales		15,813			—			(15,813	)		—
Rent income		9,773			332						10,105
Revenues from retail merchandise and other		—			34						34

Total revenues		488,327			17,598			(15,813	)		490,112

Depreciation and amortization		5,062			150			—			5,212
Interest expense, net		(952	)		(42	)		(2,355	)		(3,349	)
Income tax expense (benefit)		—			—			(723	)		(723	)
Net income (loss)		10,884			301			(6,261	)		4,924
Expenditures for long-lived assets		31,675			—			—			31,675


	Nine Months Ended September 30, 2013
	Wholesale			Retail			Unallocated			Consolidated
Revenues from fuel sales to external customers	$	1,401,333		$	17,232		$	—		$	1,418,565
Intersegment revenues from fuel sales		15,813			—			(15,813	)		—
Rent income		30,307			332			—			30,639
Revenues from retail merchandise and other		—			34			—			34

Total revenues		1,447,453			17,598			(15,813	)		1,449,238

Depreciation and amortization		14,765			150			—			14,915
Interest expense, net		(3,197	)		(42	)		(6,994	)		(10,233	)
Income tax expense (benefit)		—			—			(60	)		(60	)
Net income (loss)		32,811			301			(18,962	)		14,150

Expenditures for long-lived assets		35,804			—			—			35,804

Organization and Basis of Presentation - Additional Information (Detail) - USD ($) $ in Thousands	1 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013
Organization And Basis Of Presentation [Line Items]
Payment to affiliate for commission sites	$ 3,500	$ 3,508
Payments to affiliates for motor fuel inventory	$ 1,700
Accounts Receivable [Member]
Organization And Basis Of Presentation [Line Items]
Reconciliation of accounts receivable and accounts payable		2,000
Accounts Payable [Member]
Organization And Basis Of Presentation [Line Items]
Reconciliation of accounts receivable and accounts payable		$ 2,000

Acquisitions - Additional Information (Detail) $ in Thousands		1 Months Ended					3 Months Ended	9 Months Ended
	Oct. 23, 2013 USD ($)	Sep. 30, 2013 USD ($)	Sep. 25, 2013 USD ($)	Sep. 24, 2013 USD ($) Station	Sep. 19, 2013 Station	Dec. 21, 2012 USD ($) Station Location Agreement	Sep. 30, 2013 USD ($)	Sep. 30, 2013 USD ($)	Dec. 31, 2012 USD ($)
Business Acquisition [Line Items]
Acquisition costs incurred							$ 400	$ 1,000
Financing associated with Rocky Top acquisition		$ 243,243					243,243	243,243	$ 183,751
Incremental rent income for acquisition							4,167	11,352
Net working capital		1,700					1,700	1,700
Rogers [Member]
Business Acquisition [Line Items]
Number of locations acquired \| Station					13
Number of locations acquired as leasehold interest \| Station					4
Aggregate purchase price		20,000
Period for valuation and completion of accounting for transaction					1 year
Revenue							1,900	1,900
Rogers [Member] \| Wholesale Fuel Distribution Rights [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life					10 years
Rogers [Member] \| Buildings [Member]
Business Acquisition [Line Items]
Estimated useful life					20 years
Rogers [Member] \| Equipment [Member] \| Minimum [Member]
Business Acquisition [Line Items]
Estimated useful life					5 years
Rogers [Member] \| Equipment [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Estimated useful life					15 years
Rogers [Member] \| Subsequent Event [Member]
Business Acquisition [Line Items]
Purchase of initially leased site	$ 1,100
Rocky Top [Member]
Business Acquisition [Line Items]
Number of locations acquired \| Station				1
Number of locations acquired as leasehold interest \| Station				3
Aggregate purchase price				$ 10,700
Period for valuation and completion of accounting for transaction				1 year
Revenue							1,600	1,600
Aggregate purchase price				$ 26,200
Period over which purchase consideration will be paid			5 years	5 years
Average purchase consideration			$ 5,300	$ 5,300
Financing associated with Rocky Top acquisition		26,250	$ 26,200	$ 26,200			26,250	26,250
Rocky Top [Member] \| Wholesale Fuel Distribution Rights [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life				10 years
Rocky Top [Member] \| Buildings [Member]
Business Acquisition [Line Items]
Estimated useful life				20 years
Rocky Top [Member] \| Equipment [Member] \| Minimum [Member]
Business Acquisition [Line Items]
Estimated useful life				5 years
Rocky Top [Member] \| Equipment [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Estimated useful life				15 years
Rocky Top [Member] \| Sellers [Member]
Business Acquisition [Line Items]
Number of locations acquired for sublease \| Station				29
Dunmore [Member]
Business Acquisition [Line Items]
Number of locations acquired \| Location						23
Number of locations acquired as leasehold interest \| Location						1
Aggregate purchase price						$ 28,000
Number of locations acquired \| Station						24
Advance rent payments						$ 500
Escrow deposit						$ 500
Incremental rent income for acquisition							500	1,500
Dunmore [Member] \| Wholesale Fuel Distribution Rights [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life						10 years
Dunmore [Member] \| Covenant Not To Compete [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life						5 years
Dunmore [Member] \| Non-compete Agreement [Member] \| Joseph Gentile, Jr. [Member]
Business Acquisition [Line Items]
Aggregate purchase price						$ 500
Period of non-compete agreement						5 years
Dunmore [Member] \| Buildings [Member]
Business Acquisition [Line Items]
Estimated useful life						20 years
Dunmore [Member] \| Equipment [Member] \| Minimum [Member]
Business Acquisition [Line Items]
Estimated useful life						5 years
Dunmore [Member] \| Equipment [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Estimated useful life						15 years
Express Lane [Member]
Business Acquisition [Line Items]
Aggregate purchase price						$ 41,900
Revenue							33,400	99,000
Aggregate purchase price						45,300
Escrow deposit						1,100
Net working capital		$ 1,720					$ 1,720	$ 1,720
Post closing preliminary adjustment						1,700
Portion of escrow deposit allocated for funding of any indemnification or similar claims made						1,000
Portion of escrow deposit allocated for pending completion of environmental remediation measures						100
Portion of escrow deposit allocated for pending completion of environmental remediation measures						600
Express Lane [Member] \| LGO [Member]
Business Acquisition [Line Items]
Advance rent payments						$ 1,000
Express Lane [Member] \| Wholesale Fuel Distribution Rights [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life						10 years
Express Lane [Member] \| Lease Agreements With Above Average Market Value [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life						5 years
Express Lane [Member] \| Lease Agreements With Below Average Market Value [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life						5 years
Express Lane [Member] \| Covenant Not To Compete [Member]
Business Acquisition [Line Items]
Estimated weighted average useful life						4 years
Express Lane [Member] \| Express Lane Stock Purchase Agreement [Member]
Business Acquisition [Line Items]
Number of locations acquired \| Location						1
Number of locations acquired as leasehold interest \| Location						40
Number of locations acquired \| Station						41
Period of non-compete agreement						4 years
Express Lane [Member] \| Express Lane Purchase and Sale Agreement [Member]
Business Acquisition [Line Items]
Number of locations acquired \| Location						6
Number of wholesale fuel supply purchase agreements acquired \| Agreement						2
Express Lane [Member] \| Buildings [Member]
Business Acquisition [Line Items]
Estimated useful life						20 years
Express Lane [Member] \| Equipment [Member] \| Minimum [Member]
Business Acquisition [Line Items]
Estimated useful life						5 years
Express Lane [Member] \| Equipment [Member] \| Maximum [Member]
Business Acquisition [Line Items]
Estimated useful life						15 years

Acquisitions - Schedule of preliminary fair values of assets acquired and liabilities assumed (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Business Acquisition [Line Items]
Net working capital	$ 1,700
Goodwill	8,407	$ 5,636
Rogers [Member]
Business Acquisition [Line Items]
Property and equipment	18,810
Net assets acquired	19,955
Rogers [Member] \| Wholesale Fuel Distribution Rights [Member]
Business Acquisition [Line Items]
Intangible assets	1,145
Rocky Top [Member]
Business Acquisition [Line Items]
Property and equipment	33,670
Net assets acquired	36,850
Rocky Top [Member] \| Wholesale Fuel Distribution Rights [Member]
Business Acquisition [Line Items]
Intangible assets	3,180
Dunmore [Member]
Business Acquisition [Line Items]
Property and equipment	22,800
Intangible assets	5,800
Total identifiable assets	28,600
Net identifiable assets acquired	28,400
Goodwill	600
Net assets acquired	29,000
Dunmore [Member] \| Original Preliminary Purchase Price Allocation [Member]
Business Acquisition [Line Items]
Property and equipment	20,400
Intangible assets	8,200
Total identifiable assets	28,600
Net identifiable assets acquired	28,400
Goodwill	600
Net assets acquired	29,000
Dunmore [Member] \| Cumulative Adjustments [Member]
Business Acquisition [Line Items]
Property and equipment	2,400
Intangible assets	(2,400)
Dunmore [Member] \| Lease Agreements With Above Average Market Value [Member]
Business Acquisition [Line Items]
Other liabilities	200
Dunmore [Member] \| Lease Agreements With Above Average Market Value [Member] \| Original Preliminary Purchase Price Allocation [Member]
Business Acquisition [Line Items]
Other liabilities	200
Express Lane [Member]
Business Acquisition [Line Items]
Net working capital	1,720
Property and equipment	28,645
Intangible assets	19,700
Environmental indemnification asset	1,177
Total identifiable assets	51,242
Environmental liabilities	1,177
Other liabilities	8,616
Total identifiable liabilities	9,793
Net identifiable assets acquired	41,449
Goodwill	3,764
Net assets acquired	45,213
Express Lane [Member] \| Original Preliminary Purchase Price Allocation [Member]
Business Acquisition [Line Items]
Net working capital	1,822
Property and equipment	27,500
Intangible assets	17,600
Environmental indemnification asset	1,177
Total identifiable assets	48,099
Environmental liabilities	1,177
Other liabilities	2,500
Total identifiable liabilities	3,677
Net identifiable assets acquired	44,422
Goodwill	993
Net assets acquired	45,415
Express Lane [Member] \| Cumulative Adjustments [Member]
Business Acquisition [Line Items]
Net working capital	(102)
Property and equipment	1,145
Intangible assets	2,100
Total identifiable assets	3,143
Other liabilities	6,116
Total identifiable liabilities	6,116
Net identifiable assets acquired	(2,973)
Goodwill	2,771
Net assets acquired	$ (202)

Acquisitions - Schedule of Pro Forma Information (Detail) - Predecessor [Member] - Express Lane [Member] - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2012
Business Acquisition [Line Items]
Total revenues	$ 571,074	$ 595,649
Net loss	$ (942)	$ (2,292)

Discontinued Operations and Assets Held for Sale - Schedule of Operating Results of Locations Included in Discontinued Operations (Detail) - Predecessor [Member] - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2012	Sep. 30, 2012
Revenues:
Revenues from fuel sales	$ 1,217	$ 3,775
Rent income	31	91
Total revenues	1,248	3,866
Costs and Expenses:
Cost of revenues from fuel sales	1,187	3,669
Operating expenses	43	49
Depreciation and amortization	13	46
Gains on sales of assets, net		(238)
Total costs and operating expenses	1,243	3,526
Operating income	5	340
Interest expense, net	(14)	(40)
Income from discontinued operations	$ (9)	$ 300

Discontinued Operations and Assets Held for Sale - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2012 USD ($)	Dec. 31, 2012 site
Discontinued Operations And Disposal Groups [Abstract]
Number of locations held-for-sale \| site		5
Impairment charges related to assets held-for-sale \| $	$ 0.9

Discontinued Operations and Assets Held for Sale - Schedule of Assets of Operations Held for Sale (Detail) $ in Thousands	Dec. 31, 2012 USD ($)
Assets Held For Sale [Line Items]
Property and equipment, at cost	$ 1,949
Accumulated depreciation and amortization	(334)
Assets held for sale	1,615
Land [Member]
Assets Held For Sale [Line Items]
Property and equipment, at cost	1,351
Buildings and Improvements [Member]
Assets Held For Sale [Line Items]
Property and equipment, at cost	435
Equipment and Other [Member]
Assets Held For Sale [Line Items]
Property and equipment, at cost	$ 163

Motor Fuel Inventory - Schedule of Inventory (Detail) $ in Thousands	Sep. 30, 2013 USD ($)
Inventory
Total inventory	$ 1,829
Gasoline [Member]
Inventory
Total inventory	1,655
Diesel Fuel [Member]
Inventory
Total inventory	$ 174

Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 331,712	$ 271,857
Accumulated depreciation and amortization	(39,653)	(28,835)
Property and equipment, net	292,059	243,022
Land [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	121,122	98,117
Buildings and Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	131,501	108,508
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	7,002	4,260
Equipment and Other [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, at cost	$ 72,087	$ 60,972

Property and Equipment - Additional Information (Detail) $ in Thousands	1 Months Ended			3 Months Ended		9 Months Ended
	Jun. 30, 2013 USD ($) site	May 31, 2013 USD ($) site	Apr. 30, 2013 USD ($) site	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)
Significant Acquisitions and Disposals [Line Items]
Depreciation				$ 4,100	$ 3,100	$ 11,700	$ 10,200
Increase to property and equipment						$ (1,778)
Pennsylvania [Member]
Significant Acquisitions and Disposals [Line Items]
Number of sites purchased \| site			1
Purchase price			$ 700
Ohio [Member]
Significant Acquisitions and Disposals [Line Items]
Number of sites purchased \| site		4
Purchase price		$ 7,100
Number of sites sold \| site			5
Sale price of sites sold			$ 1,500
Lease financing obligations		5,100
Increase to property and equipment		$ 2,000
Kentucky [Member]
Significant Acquisitions and Disposals [Line Items]
Number of sites sold \| site		1
Sale price of sites sold		$ 700
Florida [Member]
Significant Acquisitions and Disposals [Line Items]
Number of sites purchased \| site	2
Purchase price	$ 1,600
Purchase price paid in cash	$ 600

Goodwill and Intangible Assets - Schedule of Changes in Goodwill (Detail) $ in Thousands	9 Months Ended
	Sep. 30, 2013 USD ($)
Goodwill [Line Items]
Goodwill, Beginning Balance	$ 5,636
Goodwill, Ending Balance	8,407
Express Lane [Member]
Goodwill [Line Items]
Goodwill acquired	2,771
Goodwill, Ending Balance	$ 3,764

Goodwill and Intangible Assets - Schedule of Intangible Assets for Partnership (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Amount	$ 47,132	$ 43,207
Finite-lived intangible assets, Accumulated Amortization	(11,452)	(7,605)
Intangible assets, Net Amount	35,680	35,602
Wholesale Fuel Supply Agreements [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Amount	16,451	16,451
Finite-lived intangible assets, Accumulated Amortization	(8,588)	(7,151)
Finite-lived intangible assets, Net Carrying Amount	7,863	9,300
Wholesale Fuel Distribution Rights [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Amount	25,025	23,200
Finite-lived intangible assets, Accumulated Amortization	(1,553)
Finite-lived intangible assets, Net Carrying Amount	23,472	23,200
Trademarks [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Amount	134	134
Finite-lived intangible assets, Accumulated Amortization	(50)	(40)
Finite-lived intangible assets, Net Carrying Amount	84	94
Covenant Not To Compete [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Amount	1,000
Finite-lived intangible assets, Accumulated Amortization	(169)
Finite-lived intangible assets, Net Carrying Amount	831
Lease Agreements With Below Average Market Value [Member]
Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets, Gross Amount	4,522	3,422
Finite-lived intangible assets, Accumulated Amortization	(1,092)	(414)
Finite-lived intangible assets, Net Carrying Amount	$ 3,430	$ 3,008

Goodwill and Intangible Assets - Additional Information (Detail) $ in Millions	1 Months Ended	3 Months Ended		9 Months Ended
	Jun. 30, 2013 site	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)
Finite-Lived Intangible Assets [Line Items]
Amortization expense		$ 1.1		$ 3.2
Florida [Member]
Finite-Lived Intangible Assets [Line Items]
Number of sites purchased \| site	2
Charge due to write off of intangible asset				$ 0.1
Predecessor [Member]
Finite-Lived Intangible Assets [Line Items]
Amortization expense			$ 0.4		$ 1.7

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities for Partnership (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Accrued Liabilities And Other Liabilities [Abstract]
Interest expense	$ 63	$ 124
Professional fees	759	436
Express Lane working capital payable		1,791
Equity-based incentive compensation	2,223
Taxes other than income	596	40
Other	1,228	908
Total accrued expenses and other current liabilities	$ 4,869	$ 3,299

Debt - Summary of Debt Outstanding (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Sep. 25, 2013	Sep. 24, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Financing associated with Rocky Top acquisition	$ 243,243			$ 183,751
Total	243,293			183,751
Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Line of credit facility	214,586			183,751
Swing-line Line of Credit [Member]
Debt Instrument [Line Items]
Line of credit facility	1,465
Notes Payable [Member]
Debt Instrument [Line Items]
Note payable	992
Rocky Top [Member]
Debt Instrument [Line Items]
Financing associated with Rocky Top acquisition	$ 26,250	$ 26,200	$ 26,200

Debt - Additional Information (Detail)	1 Months Ended								3 Months Ended			9 Months Ended		12 Months Ended
Debt - Additional Information (Detail)	Sep. 30, 2013 USD ($) Item	Sep. 25, 2013 USD ($)	Sep. 24, 2013 USD ($)	May 13, 2013 USD ($)	Oct. 30, 2012 USD ($)	Dec. 30, 2010 USD ($)	Dec. 31, 2009 USD ($)	Dec. 31, 2008 USD ($) Item	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Mar. 31, 2012 USD ($)	Sep. 30, 2013 USD ($) Item	Sep. 30, 2012 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2010 USD ($)	Feb. 29, 2012 USD ($)	Dec. 31, 2011 USD ($)
Debt Instrument [Line Items]
Financing associated with Rocky Top acquisition	$ 243,243,000								$ 243,243,000			$ 243,243,000		$ 183,751,000
Amortization of financing fees												2,013,000
Rocky Top [Member]
Debt Instrument [Line Items]
Frequency of periodic payment		Monthly
Interest rate (as a percent)		7.50%
Periodic payment		$ 200,000
Period over which purchase consideration will be paid		5 years	5 years
Average purchase consideration		$ 5,300,000	$ 5,300,000
Financing associated with Rocky Top acquisition	26,250,000	$ 26,200,000	$ 26,200,000						$ 26,250,000			$ 26,250,000
Predecessor [Member]
Debt Instrument [Line Items]
Amortization of debt discount													$ 584,000
Amortization of financing fees													537,000
Senior Secured Revolving Credit Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 249,000,000
Amount by which maximum borrowing capacity may be increased					$ 75,000,000
Debt maturity date					Oct. 30, 2015
Deferred financing fees					$ 7,600,000
Weighted average interest rate									3.30%			3.20%
Lender fees					$ 4,100,000
Amount outstanding	216,100,000								$ 216,100,000			$ 216,100,000		183,800,000
Senior Secured Revolving Credit Facility [Member] \| LIBOR [Member] \| First Option [Member]
Debt Instrument [Line Items]
Reference rate					LIBOR
Senior Secured Revolving Credit Facility [Member] \| LIBOR [Member] \| First Option [Member] \| First Period Option [Member]
Debt Instrument [Line Items]
Reference rate period					1 month
Senior Secured Revolving Credit Facility [Member] \| LIBOR [Member] \| First Option [Member] \| Second Period Option [Member]
Debt Instrument [Line Items]
Reference rate period					2 months
Senior Secured Revolving Credit Facility [Member] \| LIBOR [Member] \| First Option [Member] \| Third Period Option [Member]
Debt Instrument [Line Items]
Reference rate period					3 months
Senior Secured Revolving Credit Facility [Member] \| LIBOR [Member] \| First Option [Member] \| Fourth Period Option [Member]
Debt Instrument [Line Items]
Reference rate period					6 months
Senior Secured Revolving Credit Facility [Member] \| LIBOR [Member] \| Second Option [Member]
Debt Instrument [Line Items]
Reference rate					One month LIBOR
Margin on variable reference interest rate (as a percent)					1.00%
Senior Secured Revolving Credit Facility [Member] \| Federal Funds Effective Rate [Member] \| Second Option [Member]
Debt Instrument [Line Items]
Reference rate					Federal funds
Margin on variable reference interest rate (as a percent)					0.50%
Senior Secured Revolving Credit Facility [Member] \| Base Rate [Member] \| Second Option [Member]
Debt Instrument [Line Items]
Reference rate					Agent established rate
Senior Secured Revolving Credit Facility [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Commitment fee on used portion of revolving credit (as a percent)					0.50%
Senior Secured Revolving Credit Facility [Member] \| Maximum [Member] \| LIBOR [Member] \| First Option [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					3.50%
Senior Secured Revolving Credit Facility [Member] \| Maximum [Member] \| Base Rate [Member] \| Second Option [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					2.50%
Senior Secured Revolving Credit Facility [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Commitment fee on used portion of revolving credit (as a percent)					0.375%
Senior Secured Revolving Credit Facility [Member] \| Minimum [Member] \| LIBOR [Member] \| First Option [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					2.25%
Senior Secured Revolving Credit Facility [Member] \| Minimum [Member] \| Base Rate [Member] \| Second Option [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					1.25%
Swing-line Line of Credit [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity					$ 7,500,000
Amount outstanding	1,465,000								1,465,000			1,465,000
Standby Letters of Credit [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity					35,000,000
Amended Credit Facility [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity				$ 324,000,000
Amount by which maximum borrowing capacity may be increased				100,000,000
Increase in Credit Facility				75,000,000
Maximum borrowing capacity after increase				$ 424,000,000
Deferred financing fees	400,000								400,000			$ 400,000
Number of most recently completed quarters to measure leverage ratio \| Item												4
Lender fees	$ 400,000								$ 400,000			$ 400,000
Amended Credit Facility [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Combined interest charge coverage ratio												3.00
Amended Credit Facility [Member] \| Before December 31, 2014 [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Combined leverage ratio												4.75
Amended Credit Facility [Member] \| After December 31, 2014 [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Combined leverage ratio												4.60
Revolving Term Loan, Net of Discount [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Debt maturity date						Dec. 30, 2015
Deferred financing fees					$ 3,100,000
Lender fees															$ 4,200,000
Amount of credit facility						$ 175,000,000
Financing fees recorded as debt discount															2,600,000
Amortization of debt discount and deferred financing fees										$ 300,000			1,100,000
Revolving Term Loan, Net of Discount [Member] \| Predecessor [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					3.00%
Revolving Term Loan, Net of Discount [Member] \| Predecessor [Member] \| Minimum [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					1.25%
Notes Payable [Member]
Debt Instrument [Line Items]
Frequency of periodic payment	Monthly
Interest rate (as a percent)	4.00%								4.00%			4.00%
Term of debt	15 years
Periodic payment	$ 7,000
Notes Payable [Member] \| FLORIDA [Member]
Debt Instrument [Line Items]
Number of sites purchased \| Item	2
Amount of credit facility	$ 1,000,000								$ 1,000,000			$ 1,000,000
Term Loan Portion of Revolving Credit Facility [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Amount of credit facility															135,000,000		$ 155,000,000
Principal amounts payable in quarterly															1,600,000
Increase in borrowing capacity																	$ 20,000,000
Revolving Facility [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity															40,000,000	$ 48,000,000
Fund which may be drawn upon for operating purposes															15,000,000
Increase in borrowing capacity																$ 8,000,000
Commitment fee (as a percent)														0.50%
Interest incurred										1,600,000			4,600,000
Revolving Facility [Member] \| Predecessor [Member] \| LIBOR [Member]
Debt Instrument [Line Items]
Reference rate					LIBOR
Letters of Credit [Member]
Debt Instrument [Line Items]
Amount outstanding	$ 14,900,000								$ 14,900,000			$ 14,900,000		$ 13,900,000
Letters of Credit [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity															$ 20,000,000
Initial fee (as a percent)															0.25%
Term Loan, Net of Discount [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Debt maturity date							Dec. 30, 2014
Margin on variable reference interest rate (as a percent)							2.00%
Lender fees							$ 100,000
Periodic payment							$ 50,000
Interest incurred											$ 40,000
Amortization of debt discount													50,000
Term Loan, Net of Discount [Member] \| Predecessor [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Reference rate					Base rate
Mortgage Notes [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Deferred financing fees								$ 200,000
Amount of credit facility								$ 23,600,000
Interest incurred										$ 100,000			400,000
Debt maturity date beginning								Jun. 23, 2023
Debt maturity date ending								Dec. 23, 2023
Number of lenders \| Item								2
Weighted average interest rate	4.00%								4.00%			4.00%
Amortization of financing fees													$ 10,000
Mortgage Notes [Member] \| Predecessor [Member] \| Base Rate [Member]
Debt Instrument [Line Items]
Reference rate					Index rate
Mortgage Notes [Member] \| Predecessor [Member] \| Maximum [Member]
Debt Instrument [Line Items]
Margin on variable reference interest rate (as a percent)					5.00%
Short Term Advances [Member] \| Predecessor [Member]
Debt Instrument [Line Items]
Maximum borrowing capacity															$ 5,000,000

Lease Financing Obligations and Operating Leases - Schedule of Future Minimum Lease Payments Under Lease Financing Obligations (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Capital Leases Future Minimum Payments Due [Abstract]
Remaining in 2013	$ 1,510
2014	6,140
2015	6,240
2016	6,239
2017	6,194
Thereafter	78,114
Total future minimum lease payments	104,437
Less Interest component	36,884
Present value of minimum lease payments	67,553
Current portion	2,583	$ 2,187
Long-term portion	$ 64,970	$ 73,793

Lease Financing Obligations and Operating Leases - Schedule of Future Minimum Lease Payments Under Operating Leases (Detail) - Gasoline Stations [Member] $ in Thousands	Sep. 30, 2013 USD ($)
Schedule Of Leases [Line Items]
Remaining in 2013	$ 3,324
2014	13,083
2015	12,105
2016	11,445
2017	10,615
Thereafter	72,231
Total future minimum lease payments	$ 122,803

Lease Financing Obligations and Operating Leases - Additional Information (Detail) $ in Millions	1 Months Ended		3 Months Ended	9 Months Ended
	Dec. 31, 2012 USD ($) site $ / Gallon	May 31, 2012 site	Sep. 30, 2013 USD ($) Lease	Sep. 30, 2013 USD ($)
Schedule Of Leases [Line Items]
Gain on termination of lease			$ 0.3	$ 0.3
Master Lease Agreement [Member]
Schedule Of Leases [Line Items]
Percentage by which the fixed rent payments increase per year	1.50%
Rent credit as a percentage of capital expenditure	50.00%
Number of lease terminated \| Lease			1
Number of leases intent to terminate				Seven
Master Lease Agreement [Member] \| New Jersey [Member]
Schedule Of Leases [Line Items]
Number of additional gas station sites leased \| site	25
Initial period of lease during which a specified amount of capital expenditures are required to be made	3 years 6 months
Master Lease Agreement [Member] \| New England Sites [Member]
Schedule Of Leases [Line Items]
Initial period of lease during which a specified amount of capital expenditures are required to be made	3 years
Capital expenditure on leases based on per gallon sold \| $ / Gallon	0.01
Maximum [Member] \| Master Lease Agreement [Member]
Schedule Of Leases [Line Items]
Rent credit	$ 2.1
Minimum [Member] \| Master Lease Agreement [Member] \| New Jersey [Member]
Schedule Of Leases [Line Items]
Capital expenditure on leases	1.0
Minimum [Member] \| Master Lease Agreement [Member] \| New England Sites [Member]
Schedule Of Leases [Line Items]
Capital expenditure on leases	$ 4.3
Predecessor [Member] \| Master Lease Agreement [Member]
Schedule Of Leases [Line Items]
Period of lease		15 years
Number of gas stations leased in Massachusetts, New Hampshire and Maine \| site		105
Predecessor [Member] \| Maximum [Member] \| Master Lease Agreement [Member]
Schedule Of Leases [Line Items]
Period for which lease can be renewed		20 years

Lease Financing Obligations and Operating Leases - Schedule of Future Minimum Lease Payments Under Non-Cancelable Operating Leases (Detail) - Gasoline Stations [Member] $ in Thousands	Sep. 30, 2013 USD ($)
Schedule Of Leases [Line Items]
Remaining in 2013	$ 9,742
2014	35,319
2015	31,890
2016	29,733
2017	29,258
Thereafter	286,621
Total future minimum lease payments	422,563
Third Parties [Member]
Schedule Of Leases [Line Items]
Remaining in 2013	3,915
2014	11,768
2015	7,986
2016	5,471
2017	4,704
Thereafter	21,980
Total future minimum lease payments	55,824
LGO [Member]
Schedule Of Leases [Line Items]
Remaining in 2013	5,827
2014	23,551
2015	23,904
2016	24,262
2017	24,554
Thereafter	264,641
Total future minimum lease payments	$ 366,739

Asset Retirement Obligations - Schedule of Changes in Partnership's Asset Retirement Obligation (Detail) $ in Thousands	9 Months Ended
	Sep. 30, 2013 USD ($)
Asset Retirement Obligation [Abstract]
Beginning balance	$ 588
Recognition of new asset retirement obligations	120
Changes in estimated cash flows or settlement dates	558
Accretion	39
Obligations settled	(35)
Ending balance	1,270
Current portion, classified within accrued expenses and other current liabilities	245
Long-term portion, classified within noncurrent other liabilities	$ 1,025

Environmental Matters - Summary Roll Forward of Environmental Liabilities, on an Undiscounted Basis (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2013	Dec. 31, 2012
Environmental liabilities [Line Items]
Beginning Balance	$ 1,177
Provision for new environmental losses	650
Changes in estimates for previously incurred losses	(144)
Recoveries from environmental indemnification assets	(289)
Ending Balance	1,394
Current portion	424	$ 591
Long-term portion	970	$ 586
Predecessor [Member]
Environmental liabilities [Line Items]
Beginning Balance	21,208
Changes in estimates for previously incurred losses	301
Recoveries from environmental indemnification assets	(2,598)
Ending Balance	$ 18,911

Environmental Matters - Additional Information (Detail) $ in Millions	Sep. 30, 2013 USD ($)
Accrual For Environmental Loss Contingencies [Roll Forward]
Third-party escrows	$ 0.2
State funds or insurance coverage	$ 1.2

Environmental Matters - Schedule of Break Down of Indemnification Assets (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Environmental liabilities [Line Items]
Third-party escrows	$ 200
Predecessor [Member]
Environmental liabilities [Line Items]
Third-party escrows	6,989	$ 7,988
State funds	3,351	4,051
Insurance coverage	5,564	6,037
Total indemnification assets	$ 15,904	$ 18,076

Fair Value Measurements - Additional Information (Detail) - USD ($)	Sep. 30, 2013	Dec. 31, 2012
Fair Value Disclosures [Abstract]
Transfers between levels	$ 0	$ 0

Partners' Capital - Additional Information (Detail) - shares			1 Months Ended
	Nov. 09, 2012	Oct. 30, 2012	Jan. 31, 2013	Oct. 30, 2012
Common Units [Member]
Partners' Capital
Units exercised by underwriters under over-allotment option	900,000
Units issued in offering				6,000,000
Units issued to members of the board of directors of the Partnership's General Partner related to director compensation			1,044
Predecessor [Member] \| Common Units [Member]
Partners' Capital
Units issued		6,900,000
Contribution Agreement [Member] \| Predecessor [Member] \| Common Units [Member]
Partners' Capital
Units issued		625,000
Units outstanding (as a percent)		8.30%		8.30%
Contribution Agreement [Member] \| Predecessor [Member] \| Subordinated Units [Member]
Partners' Capital
Units issued				7,525,000
Units outstanding (as a percent)		100.00%		100.00%
Contribution Agreement [Member] \| Predecessor [Member] \| Common Units and Subordinated Units [Member]
Partners' Capital
Units outstanding (as a percent)		54.10%		54.10%

Equity-Based Incentive Compensation - Additional Information (Detail) - Long-term Incentive Plan [Member] - USD ($) $ in Millions		1 Months Ended	3 Months Ended	9 Months Ended
	Mar. 15, 2013	Oct. 31, 2012	Sep. 30, 2013	Sep. 30, 2013
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum number of units to be delivered under the Plan			1,505,000	1,505,000
Phantom Units [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in units)				449,420
Fair value of non-vested units outstanding			$ 12.3	$ 12.3
Compensation expense			$ 1.2	$ 2.2
Weighted average period for recognition of unrecognized compensation expense				2 years 6 months
Phantom Units [Member] \| Certain Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of units available for grant		500,000
Period during which phantom units can be granted after the Offering		180 days
Granted (in units)	446,420

Equity-Based Incentive Compensation - Summary of Phantom Unit Award Activity (Detail) - Long-term Incentive Plan [Member] - Phantom Units [Member]	9 Months Ended
	Sep. 30, 2013 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Non-vested at the beginning of the period (in units)
Granted (in units)	449,420
Forfeited (in units)	(14,364)
Non-vested at the end of the period (in units)	435,056

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013	Jun. 30, 2013	Dec. 31, 2012	Oct. 30, 2012
Current Income Tax Expense Benefit Continuing Operations [Line Items]
Net of deferred tax liability	$ 24,768	$ 24,768		$ 18,941
Net deferred income tax assets			$ 10,400
Valuation allowance	(868)	(332)
Valuation allowance	9,561	9,561		$ 9,893
Express Lane [Member]
Current Income Tax Expense Benefit Continuing Operations [Line Items]
Net of deferred tax liability	5,900	$ 5,900
Predecessor [Member]
Current Income Tax Expense Benefit Continuing Operations [Line Items]
Increase in net deferred tax asset	$ 8,500
Net deferred income tax assets					$ 9,600
Valuation allowance					$ 9,600
Maximum [Member]
Current Income Tax Expense Benefit Continuing Operations [Line Items]
Percentage of non-qualifying income		10.00%

Income Taxes - Schedule of Reconciliation of Effective Tax Rate and Statutory Rate Due Primarily to Partnership Earnings that are Generally not Subject to Federal and State Income Taxes at Partnership Level (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013
Income Tax Disclosure [Abstract]
Income from continuing operations before income taxes	$ 4,201	$ 14,090
Income from continuing operations before income taxes of the Partnership excluding LGWS	4,162	13,821
Income from continuing operations before income taxes of LGWS	39	269
Federal income taxes at statutory rate	13	91
Increase (decrease) due to:
State income taxes and other, net of federal income tax benefit	132	181
Valuation allowance adjustments	(868)	(332)
Total income tax expense (benefit)	$ (723)	$ (60)

Income Taxes - Schedule of Significant Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	Sep. 30, 2013	Dec. 31, 2012
Deferred tax assets
Rent income	$ 432	$ 890
Lease financing obligations	28,183	27,944
Above market lease liability	890
Allowance for doubtful accounts	24
Total deferred tax assets	29,529	28,834
Deferred tax liabilities
Property and equipment	23,501	18,941
Below market lease intangible asset	1,267
Total deferred tax liabilities	24,768	18,941
Net deferred tax assets	4,761	9,893
Valuation allowance	(9,561)	(9,893)
Net deferred tax liabilities	$ 4,800

Net Income per Limited Partnership Unit - Additional Information (Detail) $ / shares in Units, $ in Millions	1 Months Ended	3 Months Ended	9 Months Ended
	Nov. 07, 2013 USD ($) $ / shares	Sep. 30, 2013 $ / shares	Sep. 30, 2013 Item $ / shares
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Number of participating incentive distribution rights \| Item			0
Quarterly dividend distribution declared (in dollars per unit)		$ 0.5025	$ 1.4325
Subsequent Event [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Quarterly dividend declared \| $	$ 7.6
Quarterly dividend distribution declared (in dollars per unit)	$ 0.5025
Subsequent Event [Member] \| Forecast [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Quarterly dividend declared \| $	$ 21.6
Quarterly dividend distribution declared (in dollars per unit)	$ 1.4325
Maximum [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Maximum percentage of quarterly distributions out of operating surplus			50.00%
Minimum [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Incentive distribution per limited partner unit (in dollars per unit)			$ 0.6563

Net Income per Limited Partnership Unit - Schedule of Reconciliation of Net Income and Allocation of Net Income to Limited Partners' Interest for Purposes of Computing Net Income per Limited Partner Unit (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2013	Sep. 30, 2012	Sep. 30, 2013	Sep. 30, 2012
Numerator:
Net income	$ 4,924		$ 14,150
Declared distributions			18,435
Limited partners' interest in net income	$ 4,924		$ 14,150
Denominator:
Basic and diluted weighted average limited partnership units outstanding, common units	7,526,044		7,525,983
Basic and diluted net income per limited partnership unit, common units (in dollars per unit)	$ 0.327		$ 0.940
Basic and diluted weighted average limited partnership units outstanding subordinated Units	7,525,000		7,525,000
Basic and diluted net income per limited partnership unit, subordinated units (in dollars per unit)	$ 0.327		$ 0.940
Common Units [Member]
Numerator:
Net income	$ 2,462		$ 7,075
Declared distributions	3,782		10,781
Allocation of distributions in excess of net income	(1,320)		(3,706)
Limited partners' interest in net income	$ 2,462		$ 7,075
Denominator:
Basic and diluted weighted average limited partnership units outstanding, common units	7,526,044		7,525,983
Basic and diluted net income per limited partnership unit, common units (in dollars per unit)	$ 0.327		$ 0.940
Subordinated Units [Member]
Numerator:
Net income		$ 2,462		$ 7,075
Declared distributions		3,781		10,780
Allocation of distributions in excess of net income		(1,319)		(3,705)
Limited partners' interest in net income		$ 2,462		$ 7,075
Denominator:
Basic and diluted weighted average limited partnership units outstanding subordinated Units		7,525,000		7,525,000
Basic and diluted net income per limited partnership unit, subordinated units (in dollars per unit)		$ 0.327		$ 0.940

Net Income per Limited Partnership Unit - Schedule of Reconciliation of Net Income and Allocation of Net Income to Limited Partners' Interest for Purposes of Computing Net Income per Limited Partner Unit (Parenthetical) (Detail) - $ / shares	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013
Earnings Per Share [Abstract]
Quarterly dividend distribution declared (in dollars per unit)	$ 0.5025	$ 1.4325

Related-Party Transactions - Additional Information (Detail)	1 Months Ended			3 Months Ended		9 Months Ended		12 Months Ended	19 Months Ended
	Mar. 31, 2013 USD ($) site	Oct. 30, 2012 USD ($) $ / Gallon	Sep. 30, 2012 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Sep. 30, 2013 USD ($)	Sep. 30, 2012 USD ($)	Aug. 31, 2013	Aug. 31, 2012	Dec. 31, 2008 USD ($)
Related Party Transaction [Line Items]
Rental expenses under operating leases agreements				$ 3,679,000		$ 11,463,000
Number of sites leased to unrelated third-party \| site	19
Direct payment made by unrelated third-party to vacate convenience store space	$ 1,700,000
Deferred initial direct costs	1,700,000
Net working capital				1,700,000		1,700,000
Interest expense				3,349,000		10,233,000
Predecessor [Member]
Related Party Transaction [Line Items]
Rental expenses under operating leases agreements					$ 3,464,000		$ 8,326,000
Interest expense					3,388,000		10,281,000
Predecessor Entity to Affiliate [Member]
Related Party Transaction [Line Items]
Environmental monitoring and remediation activities						200,000
Aircraft usage costs				100,000		100,000
Predecessor Entity to Affiliate [Member] \| Gasoline Stations [Member]
Related Party Transaction [Line Items]
Rental expenses under operating leases agreements				200,000	100,000	700,000	400,000
Predecessor Entity to Affiliate [Member] \| Predecessor [Member]
Related Party Transaction [Line Items]
Management fees					1,300,000		3,300,000
LGC [Member] \| Omnibus Agreement [Member]
Related Party Transaction [Line Items]
Initial management fee, per month		$ 420,000
Initial management fee, per gallon per month of motor fuel distributed \| $ / Gallon		0.0025
Management fees				$ 1,700,000		$ 5,000,000
Individuals [Member] \| Predecessor [Member]
Related Party Transaction [Line Items]
Outstanding balance										$ 12,000,000
Coupon rate (as a percent)								15.00%	12.00%
Interest expense					$ 400,000		$ 1,100,000
Payment to cancel the mandatorily redeemable preferred equity			$ 13,000,000
Payment to cancel the mandatorily redeemable preferred equity pertaining to face value			12,000,000
Termination fee			$ 1,000,000
LGO [Member]
Related Party Transaction [Line Items]
Deferred rent income liability	$ 1,700,000
Lease termination date						Sep. 01, 2013
Write-off of deferred rent income						$ 400,000

Segment Reporting - Additional Information (Detail)	9 Months Ended
Segment Reporting - Additional Information (Detail)	Sep. 30, 2013 Segment
Segment Reporting [Abstract]
Number of segments	2

Segment Reporting - Schedule of Financial Data for Each Segment (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2013
Sales Information [Line Items]
Revenues from fuel sales	$ 251,626	$ 698,649
Rent income	4,167	11,352
Revenues from retail merchandise and other	34	34
Total revenues	490,112	1,449,238
Depreciation and amortization		14,915
Interest expense, net	(3,349)	(10,233)
Income tax expense (benefit)	(723)	(60)
Net income (loss) and comprehensive income (loss)	4,924	14,150
Operating Segments [Member]
Sales Information [Line Items]
Revenues from fuel sales	479,973	1,418,565
Rent income	10,105	30,639
Revenues from retail merchandise and other	34	34
Total revenues	490,112	1,449,238
Depreciation and amortization	5,212	14,915
Interest expense, net	(3,349)	(10,233)
Income tax expense (benefit)	(723)	(60)
Net income (loss) and comprehensive income (loss)	4,924	14,150
Expenditures for long-lived assets	31,675	35,804
Intersegment Eliminations [Member]
Sales Information [Line Items]
Revenues from fuel sales
Wholesale [Member] \| Operating Segments [Member]
Sales Information [Line Items]
Revenues from fuel sales	462,741	1,401,333
Rent income	9,773	30,307
Revenues from retail merchandise and other
Total revenues	488,327	1,447,453
Depreciation and amortization	5,062	14,765
Interest expense, net	(952)	(3,197)
Income tax expense (benefit)
Net income (loss) and comprehensive income (loss)	10,884	32,811
Expenditures for long-lived assets	31,675	35,804
Wholesale [Member] \| Intersegment Eliminations [Member]
Sales Information [Line Items]
Revenues from fuel sales	15,813	15,813
Retail [Member] \| Operating Segments [Member]
Sales Information [Line Items]
Revenues from fuel sales	17,232	17,232
Rent income	332	332
Revenues from retail merchandise and other	34	34
Total revenues	17,598	17,598
Depreciation and amortization	150	150
Interest expense, net	(42)	(42)
Income tax expense (benefit)
Net income (loss) and comprehensive income (loss)	301	301
Expenditures for long-lived assets
Retail [Member] \| Intersegment Eliminations [Member]
Sales Information [Line Items]
Revenues from fuel sales
Unallocated [Member] \| Operating Segments [Member]
Sales Information [Line Items]
Revenues from fuel sales
Rent income
Revenues from retail merchandise and other
Total revenues	(15,813)
Depreciation and amortization
Interest expense, net	(2,355)
Income tax expense (benefit)	(723)
Net income (loss) and comprehensive income (loss)	(6,261)
Expenditures for long-lived assets
Unallocated [Member] \| Intersegment Eliminations [Member]
Sales Information [Line Items]
Revenues from fuel sales	$ (15,813)
Corporate [Member] \| Operating Segments [Member]
Sales Information [Line Items]
Revenues from fuel sales
Rent income
Revenues from retail merchandise and other
Total revenues		(15,813)
Depreciation and amortization
Interest expense, net		(6,994)
Income tax expense (benefit)		(60)
Net income (loss) and comprehensive income (loss)		(18,962)
Expenditures for long-lived assets
Corporate [Member] \| Intersegment Eliminations [Member]
Sales Information [Line Items]
Revenues from fuel sales		$ (15,813)