Condensed Consolidating Financial Information (Notes) | 6 Months Ended |
Jun. 30, 2014 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Condensed Financial Statements [Text Block] | ' |
20. Condensed Consolidating Financial Information |
Separate condensed consolidating financial information of Western Refining, Inc. (the "Parent") and subsidiary guarantors and non-guarantors are presented below. At June 30, 2014, the Parent and certain subsidiary guarantors have fully and unconditionally guaranteed our Western 2021 Unsecured Notes on a joint and several basis. As a result of these guarantee arrangements, we are required to present the following condensed consolidating financial information that should be read in conjunction with the accompanying consolidated financial statements and notes thereto. |
WNRL, NTI and Navajo Convenient Stores Co., LLC ("Navajo") are subsidiaries that have not guaranteed our Unsecured Notes. WNRL was not a subsidiary of the Parent during the six months ended June 30, 2013, because Western formed the entity in the fourth quarter of 2013. Additionally, NTI was not a subsidiary of the Parent during the six months ended June 30, 2013 because it was purchased on November 12, 2013. Separate condensed financial statements for Navajo were not disclosed in prior years because Navajo was considered a minor subsidiary and is not material to the consolidated financial statements in any period presented. Therefore, no financial information is presented for non-guarantors in the condensed consolidating financial statements for the six months ended June 30, 2013. |
WNRL and NTI are publicly held master limited partnerships. As of June 30, 2014, we owned a 65.3% limited partnership interest in WNRL and a 38.7% limited partnership interest in NTI and the non-financial general partner interests of both entities. We are the primary beneficiary of WNRL's earnings and cash flows. We exercise control of both WNRL and NTI through our 100% ownership of the respective general partners. Accordingly, WNRL and NTI are consolidated with the other accounts of Western. |
Our transactions with WNRL including fees paid under our pipeline, terminalling and services agreements with WNRL are eliminated and have no significant impact on our consolidated financial statements. During the six months ended June 30, 2014, there have been no significant intercompany accounts or transactions between Western and NTI. All intercompany accounts and transactions with WNRL and NTI are eliminated in our consolidated financial statements. |
Western is WNRL’s primary customer. WNRL generates revenues by charging fees and tariffs for transporting crude oil through its pipelines and refined and other products through its terminals and pipelines and for providing storage in its storage tanks and at its terminals. Under our long-term pipeline and terminalling agreements with WNRL (see Note 21, Western Refining Logistics, LP), we accounted for 98.1% and 98.0% of WNRL’s total revenues for the three and six months ended June 30, 2014, respectively. We do not provide financial or equity support through any liquidity arrangements and/or debt guarantees to WNRL. |
WNRL has a senior secured revolving credit agreement. WNRL creditors under the revolving credit agreement have no recourse to our assets, except to the extent of the assets of Western Refining Logistic GP, LLC, the general partner of WNRL that we wholly own. Any recourse to WNRL’s general partner would be limited to the extent of the general partner’s assets that other than its investment in WNRL are not significant. Furthermore, our creditors have no recourse to the assets of WNRL's general partner, WNRL and its consolidated subsidiaries. See Note 9, Long-Term Debt, for a description of WNRL’s debt obligations. |
NTI has 7.125% Secured Notes and a secured ABL facility. NTI creditors under the 7.125% Secured Notes and secured ABL facility should have no recourse to the Parent's assets except to the extent of the assets of Northern Tier Energy GP LLC, the general partner of NTI that we wholly own. Any recourse to NTI’s general partner would be limited to the extent of the general partner’s assets that other than its investment in NTI are not significant. Furthermore, the Parent's creditors have no recourse to the assets of NTI's general partner, NTI and its consolidated subsidiaries. See Note 9, Long-Term Debt, for a description of NTI’s debt obligations. |
WNRL and NTI have risks associated with their respective operations. WNRL’s risks are directly associated with our operations. NTI’s risks, while similar to ours because it experiences similar industry dynamics, are not associated with our operations. If we suffer significant decreases in our throughput or fail to meet desired shipping or throughput levels for an extended period of time, WNRL revenues would be reduced and WNRL could suffer substantial losses. |
In the event that WNRL or NTI incur a loss, our operating results will reflect WNRL’s or NTI’s loss, net of intercompany eliminations, to the extent of our ownership interests in WNRL and NTI at that point in time. |
We restated the Condensed Consolidating Balance Sheet as of December 31, 2013, to correct immaterial errors in the presentation of the non-guarantors' investment in NTI, the Parent’s and the Guarantor Subsidiaries' Investment in Subsidiaries and the Parent’s and the Guarantor Subsidiaries' Equity. We previously presented $775.0 million as investment in NTI in the Investment in Subsidiaries line item in the non-guarantor column of the Condensed Consolidating Balance Sheets as of December 31, 2013. We have reclassified this amount into the Equity - Western line item in the non-guarantor column. We have also corrected the Parent’s equity in the earnings of subsidiaries by changing the previously reported Investment in Subsidiaries and Equity - Western of $1,854.6 million and $383.5 million, respectively, to $3,237.3 million and $894.1 million, respectively, in the Parent column. We made similar changes in the Guarantor Subsidiaries column by changing previously reported amounts of $431.6 million and $3,052.3 million, respectively to $(92.8) million and $2,448.6 million, respectively. We adjusted all of these amounts in the eliminations column. These errors did not have an impact on the consolidated balance sheet as of December 31, 2013, and we believe these corrections are not material to our previously issued annual or interim consolidated financial statements. |
The following condensed consolidating financial information is provided as an alternative to providing separate financial statements for guarantor subsidiaries. Separate financial statements of Western’s subsidiary guarantors are not included because the guarantees are full and unconditional and these subsidiary guarantors are 100% owned and jointly and severally liable for the Parent’s outstanding debt. The information is presented using the equity method of accounting for investments in subsidiaries. |
|
CONDENSED CONSOLIDATING BALANCE SHEETS |
As of June 30, 2014 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
ASSETS | | | | | | | | | |
Current assets: | | | | | | | | | |
Cash and cash equivalents | $ | 21 | | | $ | 345,455 | | | $ | 186,337 | | | $ | — | | | $ | 531,813 | |
|
Accounts receivable, trade, net of a reserve for doubtful accounts | — | | | 415,297 | | | 301,875 | | | — | | | 717,172 | |
|
Accounts receivable and due from affiliate | — | | | 1,290,118 | | | 8,884 | | | (1,299,002 | ) | | — | |
|
Inventories | — | | | 364,212 | | | 182,260 | | | — | | | 546,472 | |
|
Prepaid expenses | — | | | 173,624 | | | 17,372 | | | — | | | 190,996 | |
|
Other current assets | — | | | 115,867 | | | 18,925 | | | — | | | 134,792 | |
|
Total current assets | 21 | | | 2,704,573 | | | 715,653 | | | (1,299,002 | ) | | 2,121,245 | |
|
Equity method investment | — | | | — | | | 99,142 | | | — | | | 99,142 | |
|
Property, plant and equipment, net | — | | | 1,084,218 | | | 1,043,501 | | | — | | | 2,127,719 | |
|
Goodwill | — | | | — | | | 1,297,043 | | | — | | | 1,297,043 | |
|
Intangible assets, net | — | | | 38,546 | | | 38,195 | | | — | | | 76,741 | |
|
Investment in subsidiaries | 3,476,893 | | | — | | | — | | | (3,476,893 | ) | | — | |
|
Other assets, net | 18,711 | | | 42,779 | | | 13,388 | | | — | | | 74,878 | |
|
Total assets | $ | 3,495,625 | | | $ | 3,870,116 | | | $ | 3,206,922 | | | $ | (4,775,895 | ) | | $ | 5,796,768 | |
|
LIABILITIES AND EQUITY | | | | | | | | | |
Current liabilities: | | | | | | | | | |
Accounts payable, trade | $ | — | | | $ | 554,475 | | | $ | 414,910 | | | $ | — | | | $ | 969,385 | |
|
Accounts payable and due to affiliate | 1,298,873 | | | — | | | 129 | | | (1,299,002 | ) | | — | |
|
Accrued liabilities | 5,485 | | | 188,780 | | | 75,433 | | | — | | | 269,698 | |
|
Current deferred income tax liability, net | — | | | 37,262 | | | — | | | — | | | 37,262 | |
|
Current portion of long-term debt | 5,500 | | | 206 | | | — | | | — | | | 5,706 | |
|
Total current liabilities | 1,309,858 | | | 780,723 | | | 490,472 | | | (1,299,002 | ) | | 1,282,051 | |
|
Long-term liabilities: | | | | | | | | | |
Long-term debt, less current portion | 891,750 | | | — | | | 278,125 | | | — | | | 1,169,875 | |
|
Lease financing obligation | — | | | 16,276 | | | 8,314 | | | — | | | 24,590 | |
|
Deferred income tax liability, net | — | | | 264,585 | | | 37,280 | | | — | | | 301,865 | |
|
Deficit in subsidiaries | — | | | 94,527 | | | — | | | (94,527 | ) | | — | |
|
Other liabilities | — | | | 30,963 | | | 5,784 | | | — | | | 36,747 | |
|
Total long-term liabilities | 891,750 | | | 406,351 | | | 329,503 | | | (94,527 | ) | | 1,533,077 | |
|
Equity: | | | | | | | | | |
Equity - Western | 1,294,017 | | | 2,683,042 | | | 699,324 | | | (3,382,366 | ) | | 1,294,017 | |
|
Equity - Non-controlling interest | — | | | — | | | 1,687,623 | | | — | | | 1,687,623 | |
|
Total equity | 1,294,017 | | | 2,683,042 | | | 2,386,947 | | | (3,382,366 | ) | | 2,981,640 | |
|
Total liabilities and equity | $ | 3,495,625 | | | $ | 3,870,116 | | | $ | 3,206,922 | | | $ | (4,775,895 | ) | | $ | 5,796,768 | |
|
|
|
CONDENSED CONSOLIDATING BALANCE SHEETS |
As of December 31, 2013 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
ASSETS | | | | | | | | | |
Current assets: | | | | | | | | | |
Cash and cash equivalents | $ | 21 | | | $ | 298,235 | | | $ | 169,814 | | | $ | — | | | $ | 468,070 | |
|
Accounts receivable, trade, net of a reserve for doubtful accounts | — | | | 357,897 | | | 242,033 | | | — | | | 599,930 | |
|
Accounts receivable and due from affiliate | — | | | 1,246,142 | | | 3,751 | | | (1,249,893 | ) | | — | |
|
Inventories | — | | | 399,492 | | | 157,896 | | | — | | | 557,388 | |
|
Prepaid expenses | — | | | 89,951 | | | 22,186 | | | — | | | 112,137 | |
|
Other current assets | — | | | 93,489 | | | 16,722 | | | — | | | 110,211 | |
|
Total current assets | 21 | | | 2,485,206 | | | 612,402 | | | (1,249,893 | ) | | 1,847,736 | |
|
Equity method investment | — | | | — | | | 101,560 | | | — | | | 101,560 | |
|
Property, plant and equipment, net | — | | | 1,065,361 | | | 1,059,668 | | | — | | | 2,125,029 | |
|
Goodwill | — | | | — | | | 1,297,043 | | | — | | | 1,297,043 | |
|
Intangible assets, net | — | | | 39,898 | | | 38,200 | | | — | | | 78,098 | |
|
Investment in subsidiaries | 3,237,314 | | | — | | | — | | | (3,237,314 | ) | | — | |
|
Other assets, net | 20,591 | | | 29,515 | | | 13,393 | | | — | | | 63,499 | |
|
Total assets | $ | 3,257,926 | | | $ | 3,619,980 | | | $ | 3,122,266 | | | $ | (4,487,207 | ) | | $ | 5,512,965 | |
|
LIABILITIES AND EQUITY | | | | | | | | | |
Current liabilities: | | | | | | | | | |
Accounts payable, trade | $ | — | | | $ | 530,373 | | | $ | 348,646 | | | $ | — | | | $ | 879,019 | |
|
Accounts payable and due to affiliate | 1,249,893 | | | — | | | — | | | (1,249,893 | ) | | — | |
|
Accrued liabilities | 6,056 | | | 198,603 | | | 71,256 | | | — | | | 275,915 | |
|
Current deferred income tax liability, net | — | | | 30,398 | | | 95 | | | — | | | 30,493 | |
|
Current portion of long-term debt | 213,425 | | | 217 | | | — | | | — | | | 213,642 | |
|
Total current liabilities | 1,469,374 | | | 759,591 | | | 419,997 | | | (1,249,893 | ) | | 1,399,069 | |
|
Long-term liabilities: | | | | | | | | | |
Long-term debt, less current portion | 894,500 | | | 96 | | | 278,369 | | | — | | | 1,172,965 | |
|
Lease financing obligation | — | | | 16,462 | | | 8,448 | | | — | | | 24,910 | |
|
Deferred income tax liability, net | — | | | 215,209 | | | 37,280 | | | — | | | 252,489 | |
|
Deficit in subsidiaries | — | | | 92,799 | | | — | | | (92,799 | ) | | — | |
|
Other liabilities | — | | | 87,237 | | | 5,708 | | | — | | | 92,945 | |
|
Total long-term liabilities | 894,500 | | | 411,803 | | | 329,805 | | | (92,799 | ) | | 1,543,309 | |
|
Equity: | | | | | | | | | |
Equity - Western | 894,052 | | | 2,448,586 | | | 695,929 | | | (3,144,515 | ) | | 894,052 | |
|
Equity - Non-controlling interest | — | | | — | | | 1,676,535 | | | — | | | 1,676,535 | |
|
Total equity | 894,052 | | | 2,448,586 | | | 2,372,464 | | | (3,144,515 | ) | | 2,570,587 | |
|
Total liabilities and equity | $ | 3,257,926 | | | $ | 3,619,980 | | | $ | 3,122,266 | | | $ | (4,487,207 | ) | | $ | 5,512,965 | |
|
|
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME |
Three Months Ended June 30, 2014 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
Net sales | $ | — | | | $ | 4,108,590 | | | $ | 1,534,302 | | | $ | (1,291,602 | ) | | $ | 4,351,290 | |
|
Operating costs and expenses: | | | | | | | | | |
Cost of products sold (exclusive of depreciation and amortization) | — | | | 3,689,494 | | | 1,328,824 | | | (1,287,149 | ) | | 3,731,169 | |
|
Direct operating expenses (exclusive of depreciation and amortization) | — | | | 123,455 | | | 84,461 | | | (4,453 | ) | | 203,463 | |
|
Selling, general and administrative expenses | 47 | | | 29,818 | | | 24,775 | | | — | | | 54,640 | |
|
Affiliate severance costs | — | | | — | | | 3,479 | | | — | | | 3,479 | |
|
Loss (gain) on disposal of assets, net | — | | | 208 | | | (89 | ) | | — | | | 119 | |
|
Depreciation and amortization | — | | | 25,019 | | | 22,829 | | | — | | | 47,848 | |
|
Total operating costs and expenses | 47 | | | 3,867,994 | | | 1,464,279 | | | (1,291,602 | ) | | 4,040,718 | |
|
Operating income (loss) | (47 | ) | | 240,596 | | | 70,023 | | | — | | | 310,572 | |
|
Other income (expense): | | | | | | | | | |
Equity in earnings of subsidiaries | 175,780 | | | 7,171 | | | — | | | (182,951 | ) | | — | |
|
Interest income | — | | | 132 | | | 89 | | | — | | | 221 | |
|
Interest expense and other financing costs | (17,096 | ) | | (2,227 | ) | | (6,399 | ) | | — | | | (25,722 | ) |
|
Amortization of loan fees | (1,949 | ) | | — | | | (130 | ) | | — | | | (2,079 | ) |
|
Loss on extinguishment of debt | 8 | | | (9 | ) | | — | | | — | | | (1 | ) |
|
Other, net | — | | | 510 | | | 473 | | | — | | | 983 | |
|
Income before income taxes | 156,696 | | | 246,173 | | | 64,056 | | | (182,951 | ) | | 283,974 | |
|
Provision for income taxes | — | | | (93,322 | ) | | (85 | ) | | — | | | (93,407 | ) |
|
Net income | 156,696 | | | 152,851 | | | 63,971 | | | (182,951 | ) | | 190,567 | |
|
Less net income attributed to non-controlling interest | — | | | — | | | 33,871 | | | — | | | 33,871 | |
|
Net income attributable to Western Refining, Inc. shareholders | $ | 156,696 | | | $ | 152,851 | | | $ | 30,100 | | | $ | (182,951 | ) | | $ | 156,696 | |
|
Comprehensive income | $ | 156,696 | | | $ | 152,854 | | | $ | 30,100 | | | $ | (182,951 | ) | | $ | 156,699 | |
|
|
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME |
Six Months Ended June 30, 2014 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
Net sales | $ | — | | | $ | 7,693,834 | | | $ | 2,824,437 | | | $ | (2,441,838 | ) | | $ | 8,076,433 | |
|
Operating costs and expenses: | | | | | | | | | |
Cost of products sold (exclusive of depreciation and amortization) | — | | | 6,929,160 | | | 2,396,214 | | | (2,433,468 | ) | | 6,891,906 | |
|
Direct operating expenses (exclusive of depreciation and amortization) | — | | | 242,405 | | | 167,777 | | | (8,370 | ) | | 401,812 | |
|
Selling, general and administrative expenses | 93 | | | 59,424 | | | 53,855 | | | — | | | 113,372 | |
|
Affiliate severance costs | — | | | — | | | 12,878 | | | — | | | 12,878 | |
|
Loss (gain) on disposal of assets, net | — | | | 1,106 | | | (101 | ) | | — | | | 1,005 | |
|
Maintenance turnaround expense | — | | | 46,446 | | | — | | | — | | | 46,446 | |
|
Depreciation and amortization | — | | | 49,200 | | | 45,058 | | | — | | | 94,258 | |
|
Total operating costs and expenses | 93 | | | 7,327,741 | | | 2,675,681 | | | (2,441,838 | ) | | 7,561,677 | |
|
Operating income (loss) | (93 | ) | | 366,093 | | | 148,756 | | | — | | | 514,756 | |
|
Other income (expense): | | | | | — | | | | | |
|
Equity in earnings of subsidiaries | 281,582 | | | 14,315 | | | — | | | (295,897 | ) | | — | |
|
Interest income | — | | | 239 | | | 177 | | | — | | | 416 | |
|
Interest expense and other financing costs | (35,330 | ) | | (4,496 | ) | | (12,756 | ) | | — | | | (52,582 | ) |
|
Amortization of loan fees | (3,917 | ) | | — | | | (259 | ) | | — | | | (4,176 | ) |
|
Loss on extinguishment of debt | — | | | (9 | ) | | — | | | — | | | (9 | ) |
|
Other, net | — | | | 716 | | | 1,749 | | | — | | | 2,465 | |
|
Income before income taxes | 242,242 | | | 376,858 | | | 137,667 | | | (295,897 | ) | | 460,870 | |
|
Provision for income taxes | — | | | (142,402 | ) | | (204 | ) | | — | | | (142,606 | ) |
|
Net income | 242,242 | | | 234,456 | | | 137,463 | | | (295,897 | ) | | 318,264 | |
|
Less net income attributed to non-controlling interest | — | | | — | | | 76,022 | | | — | | | 76,022 | |
|
Net income attributable to Western Refining, Inc. shareholders | $ | 242,242 | | | $ | 234,456 | | | $ | 61,441 | | | $ | (295,897 | ) | | $ | 242,242 | |
|
Comprehensive income | $ | 242,242 | | | $ | 234,462 | | | $ | 61,472 | | | $ | (295,897 | ) | | $ | 242,279 | |
|
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME |
Three Months Ended June 30, 2013 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
Net sales | $ | — | | | $ | 3,658,154 | | | $ | — | | | $ | (1,228,192 | ) | | $ | 2,429,962 | |
|
Operating costs and expenses: | | | | | | | | | |
Cost of products sold (exclusive of depreciation and amortization) | — | | | 3,211,989 | | | — | | | (1,225,106 | ) | | 1,986,883 | |
|
Direct operating expenses (exclusive of depreciation and amortization) | — | | | 116,947 | | | — | | | (3,086 | ) | | 113,861 | |
|
Selling, general and administrative expenses | 47 | | | 29,403 | | | — | | | — | | | 29,450 | |
|
Maintenance turnaround expense | — | | | 35 | | | — | | | — | | | 35 | |
|
Depreciation and amortization | — | | | 27,143 | | | — | | | — | | | 27,143 | |
|
Total operating costs and expenses | 47 | | | 3,385,517 | | | — | | | (1,228,192 | ) | | 2,157,372 | |
|
Operating income (loss) | (47 | ) | | 272,637 | | | — | | | — | | | 272,590 | |
|
Other income (expense): | | | | | | | | | |
Equity in earnings of subsidiaries | 188,569 | | | — | | | — | | | (188,569 | ) | | — | |
|
Interest income | — | | | 235 | | | — | | | — | | | 235 | |
|
Interest expense and other financing costs | (13,029 | ) | | (1,652 | ) | | — | | | — | | | (14,681 | ) |
|
Amortization of loan fees | (1,515 | ) | | — | | | — | | | — | | | (1,515 | ) |
|
Loss on extinguishment of debt | (24,719 | ) | | — | | | — | | | — | | | (24,719 | ) |
|
Other, net | — | | | 101 | | | — | | | — | | | 101 | |
|
Income before income taxes | 149,259 | | | 271,321 | | | — | | | (188,569 | ) | | 232,011 | |
|
Provision for income taxes | — | | | (82,752 | ) | | — | | | — | | | (82,752 | ) |
|
Net income | 149,259 | | | 188,569 | | | — | | | (188,569 | ) | | 149,259 | |
|
Less net income attributed to non-controlling interest | — | | | — | | | — | | | — | | | — | |
|
Net income attributable to Western Refining, Inc. shareholders | $ | 149,259 | | | $ | 188,569 | | | $ | — | | | $ | (188,569 | ) | | $ | 149,259 | |
|
Comprehensive income | $ | 149,259 | | | $ | 188,712 | | | $ | — | | | $ | (188,569 | ) | | $ | 149,402 | |
|
|
CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME |
Six Months Ended June 30, 2013 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
Net sales | $ | — | | | $ | 6,942,561 | | | $ | — | | | $ | (2,326,382 | ) | | $ | 4,616,179 | |
|
Operating costs and expenses: | | | | | | | | | |
Cost of products sold (exclusive of depreciation and amortization) | — | | | 6,105,230 | | | — | | | (2,321,163 | ) | | 3,784,067 | |
|
Direct operating expenses (exclusive of depreciation and amortization) | — | | | 240,940 | | | — | | | (5,219 | ) | | 235,721 | |
|
Selling, general and administrative expenses | 93 | | | 55,909 | | | — | | | — | | | 56,002 | |
|
Maintenance turnaround expense | — | | | 43,203 | | | — | | | — | | | 43,203 | |
|
Depreciation and amortization | — | | | 51,475 | | | — | | | — | | | 51,475 | |
|
Total operating costs and expenses | 93 | | | 6,496,757 | | | — | | | (2,326,382 | ) | | 4,170,468 | |
|
Operating income (loss) | (93 | ) | | 445,804 | | | — | | | — | | | 445,711 | |
|
Other income (expense): | | | | | | | | | |
Equity in earnings of subsidiaries | 312,050 | | | — | | | — | | | (312,050 | ) | | — | |
|
Interest income | — | | | 386 | | | — | | | — | | | 386 | |
|
Interest expense and other financing costs | (29,094 | ) | | (3,575 | ) | | — | | | — | | | (32,669 | ) |
|
Amortization of loan fees | (3,119 | ) | | — | | | — | | | — | | | (3,119 | ) |
|
Loss on extinguishment of debt | (46,766 | ) | | — | | | — | | | — | | | (46,766 | ) |
|
Other, net | — | | | 298 | | | — | | | — | | | 298 | |
|
Income before income taxes | 232,978 | | | 442,913 | | | — | | | (312,050 | ) | | 363,841 | |
|
Provision for income taxes | — | | | (130,863 | ) | | — | | | — | | | (130,863 | ) |
|
Net income | 232,978 | | | 312,050 | | | — | | | (312,050 | ) | | 232,978 | |
|
Less net income attributed to non-controlling interest | — | | | — | | | — | | | — | | | — | |
|
Net income attributable to Western Refining, Inc. shareholders | $ | 232,978 | | | $ | 312,050 | | | $ | — | | | $ | (312,050 | ) | | $ | 232,978 | |
|
Comprehensive income | $ | 232,978 | | | $ | 312,200 | | | $ | — | | | $ | (312,050 | ) | | $ | 233,128 | |
|
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS |
Six Months Ended June 30, 2014 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
Cash flows from operating activities: | | | | | | | | | |
Net cash provided by (used in) operating activities | $ | 5,855 | | | $ | 154,764 | | | $ | 175,845 | | | $ | (58,077 | ) | | $ | 278,387 | |
|
Cash flows from investing activities: | | | | | | | | | |
Capital expenditures | — | | | (63,552 | ) | | (27,067 | ) | | — | | | (90,619 | ) |
|
Return of capital from equity method investment | — | | | — | | | 1,360 | | | — | | | 1,360 | |
|
Contributions to affiliate | — | | | (45,368 | ) | | — | | | 45,368 | | | — | |
|
Proceeds from the sale of assets | — | | | 384 | | | 426 | | | — | | | 810 | |
|
Net cash provided by (used in) investing activities | — | | | (108,536 | ) | | (25,281 | ) | | 45,368 | | | (88,449 | ) |
|
Cash flows from financing activities: | | | | | | | | | |
Payments on long-term debt | (3,009 | ) | | (107 | ) | | — | | | — | | | (3,116 | ) |
|
Distribution to affiliate | — | | | — | | | (58,077 | ) | | 58,077 | | | — | |
|
Distribution to non-controlling interest holders | — | | | — | | | (75,964 | ) | | — | | | (75,964 | ) |
|
Dividends paid | (41,475 | ) | | — | | | — | | | — | | | (41,475 | ) |
|
Repurchases of common stock | (5,930 | ) | | — | | | — | | | — | | | (5,930 | ) |
|
Convertible debt redemption | (809 | ) | | — | | | — | | | — | | | (809 | ) |
|
Contributions from affiliates | 45,368 | | | — | | | — | | | (45,368 | ) | | — | |
|
Excess tax benefit from stock-based compensation | — | | | 1,099 | | | — | | | — | | | 1,099 | |
|
Net cash provided by (used in) financing activities | (5,855 | ) | | 992 | | | (134,041 | ) | | 12,709 | | | (126,195 | ) |
|
Net increase in cash and cash equivalents | — | | | 47,220 | | | 16,523 | | | — | | | 63,743 | |
|
Cash and cash equivalents at beginning of year | 21 | | | 298,235 | | | 169,814 | | | — | | | 468,070 | |
|
Cash and cash equivalents at end of year | $ | 21 | | | $ | 345,455 | | | $ | 186,337 | | | $ | — | | | $ | 531,813 | |
|
|
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS |
Six Months Ended June 30, 2013 |
(In thousands) |
|
| | | | | | | | | | | | | | | | | | | |
| Parent | | Guarantor Subsidiaries | | Non-Guarantors | | Eliminations | | Consolidated |
Cash flows from operating activities: | | | | | | | | | |
Net cash provided by operating activities | $ | 215,082 | | | $ | 44,242 | | | $ | — | | | $ | — | | | $ | 259,324 | |
|
Cash flows from investing activities: | | | | | | | | | |
Capital expenditures | — | | | (101,854 | ) | | — | | | — | | | (101,854 | ) |
|
Proceeds from the sale of assets | — | | | 434 | | | — | | | — | | | 434 | |
|
Contributions to affiliate | — | | | (11,398 | ) | | — | | | 11,398 | | | — | |
|
Net cash provided by (used in) investing activities | — | | | (112,818 | ) | | — | | | 11,398 | | | (101,420 | ) |
|
Cash flows from financing activities: | | | | | | | | | |
Additions to long-term debt | 350,000 | | | — | | | — | | | — | | | 350,000 | |
|
Payments on long-term debt | (325,056 | ) | | (101 | ) | | — | | | — | | | (325,157 | ) |
|
Prepayment fee on early retirement | (24,396 | ) | | — | | | — | | | — | | | (24,396 | ) |
|
Deferred financing costs | (7,636 | ) | | (4,809 | ) | | — | | | — | | | (12,445 | ) |
|
Dividends paid | (20,479 | ) | | — | | | — | | | — | | | (20,479 | ) |
|
Repurchases of common stock | (198,789 | ) | | — | | | — | | | — | | | (198,789 | ) |
|
Convertible debt redemption | (124 | ) | | — | | | — | | | — | | | (124 | ) |
|
Contributions from affiliates | 11,398 | | | — | | | — | | | (11,398 | ) | | — | |
|
Excess tax benefit from stock-based compensation | — | | | (8,146 | ) | | — | | | — | | | (8,146 | ) |
|
Net cash used in financing activities | (215,082 | ) | | (13,056 | ) | | — | | | (11,398 | ) | | (239,536 | ) |
|
Net decrease in cash and cash equivalents | — | | | (81,632 | ) | | — | | | — | | | (81,632 | ) |
|
Cash and cash equivalents at beginning of year | 21 | | | 453,946 | | | — | | | — | | | 453,967 | |
|
Cash and cash equivalents at end of year | $ | 21 | | | $ | 372,314 | | | $ | — | | | $ | — | | | $ | 372,335 | |
|
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