Document and Entity Information
Document and Entity Information Document - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Feb. 25, 2016 | Jun. 30, 2015 | Dec. 31, 2014 | |
Entity Information [Line Items] | ||||
Entity Registrant Name | PBF ENERGY INC. | |||
Entity Central Index Key | 1,534,504 | |||
Document Type | 10-K | |||
Amendment Flag | false | |||
Document Period End Date | Dec. 31, 2015 | |||
Document Fiscal Period Focus | FY | |||
Document Fiscal Year Focus | 2,015 | |||
Current Fiscal Year End Date | --12-31 | |||
Entity Public Float | $ 2,441,905,855 | |||
Entity Filer Category | Large Accelerated Filer | |||
Entity Current Reporting Status | Yes | |||
Entity Well-known Seasoned Issuer | Yes | |||
Entity Voluntary Filers | No | |||
Class A Common Stock [Member] | ||||
Entity Information [Line Items] | ||||
Treasury Stock, Shares | 6,056,719 | 5,765,946 | ||
Entity Common Stock, Shares Outstanding | 97,808,149 | |||
Class B Common Stock [Member] | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding | 28 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 944,320,000 | $ 397,873,000 |
Accounts receivable | 454,759,000 | 551,269,000 |
Inventories | 1,174,272,000 | 1,102,261,000 |
Deferred tax asset | 371,186,000 | 222,368,000 |
Prepaid expense and other current assets | 77,474,000 | 72,900,000 |
Total current assets | 3,022,011,000 | 2,346,671,000 |
Property, plant and equipment, net | 2,356,638,000 | 1,936,839,000 |
Deferred tax assets | 201,504,000 | 345,179,000 |
Marketable securities | 234,258,000 | 234,930,000 |
Deferred charges and other assets, net | 290,713,000 | 300,389,000 |
Total assets | 6,105,124,000 | 5,164,008,000 |
Current liabilities: | ||
Accounts payable | 315,653,000 | 335,268,000 |
Accrued expenses | 1,119,189,000 | 1,130,792,000 |
Payable to related parties pursuant to tax receivable agreement | 56,621,000 | 75,535,000 |
Deferred revenue | 4,043,000 | 1,227,000 |
Total current liabilities | 1,495,506,000 | 1,542,822,000 |
Delaware Economic Development Authority loan | 4,000,000 | 8,000,000 |
Long-term debt | 1,836,355,000 | 1,220,069,000 |
Payable to related parties pursuant to tax receivable agreement | 604,797,000 | 637,192,000 |
Other long-term liabilities | 68,609,000 | 62,609,000 |
Total liabilities | $ 4,009,267,000 | $ 3,470,692,000 |
Commitments and contingencies (Note 14) | ||
Equity: | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares outstanding at December 31, 2015 and 2014 | $ 0 | $ 0 |
Treasury stock, at cost, 6,056,719 shares outstanding at December 31, 2015 and 5,765,946 shares outstanding at December 31, 2014 | (150,804,000) | (142,731,000) |
Additional paid in capital | 1,904,751,000 | 1,508,425,000 |
Retained earnings / (Accumulated deficit) | (83,454,000) | (123,271,000) |
Accumulated other comprehensive loss | (23,289,000) | (24,298,000) |
Total PBF Energy Inc. equity | 1,647,297,000 | 1,218,213,000 |
Noncontrolling interest | 448,560,000 | 475,103,000 |
Total equity | 2,095,857,000 | 1,693,316,000 |
Total liabilities and equity | 6,105,124,000 | 5,164,008,000 |
Class A Common Stock [Member] | ||
Equity: | ||
Common stock, value, issued | 93,000 | 88,000 |
Class B Common Stock [Member] | ||
Equity: | ||
Common stock, value, issued | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Preferred stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Class A Common Stock [Member] | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares outstanding | 97,781,933 | 81,981,119 |
Treasury Stock, Shares | 6,056,719 | 5,765,946 |
Class B Common Stock [Member] | ||
Common stock, par value (USD per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, shares outstanding | 28 | 39 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Income Statement [Abstract] | ||||
Revenues | $ 13,123,929 | $ 19,828,155 | $ 19,151,455 | |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | 11,481,614 | 18,471,203 | 17,803,314 | |
Operating expenses, excluding depreciation | 904,525 | 883,140 | 812,652 | |
General and administrative expenses | 181,266 | 146,661 | 95,794 | |
Gain on sale of assets | (1,004) | (895) | (183) | |
Depreciation and amortization expense | 197,417 | 180,382 | 111,479 | |
Total cost and expenses | 12,763,818 | 19,680,491 | 18,823,056 | |
Income from operations | 360,111 | 147,664 | 328,399 | |
Other income (expense) | ||||
Change in tax receivable agreement | 18,150 | 2,990 | (8,540) | |
Change in fair value of catalyst lease | 10,184 | 3,969 | 4,691 | |
Interest expense, net | (106,187) | (98,764) | (93,784) | |
Income before income taxes | 282,258 | 55,859 | 230,766 | |
Income tax expense (benefit) | 86,725 | (22,412) | 16,681 | |
Net income | 195,533 | 78,271 | 214,085 | |
Less: net income attributable to noncontrolling interests | 49,132 | 116,508 | 174,545 | |
Net income (loss) attributable to PBF Energy Inc. | $ 146,401 | $ (38,237) | $ 39,540 | |
Weighted-average shares of Class A common stock outstanding | ||||
Weighted-average shares of Class A common stock outstanding, Basic (in shares) | [1] | 88,106,999 | 74,464,494 | 32,488,369 |
Weighted-average shares of Class A common stock outstanding, Diluted (in shares) | 94,138,850 | 74,464,494 | 33,061,081 | |
Net income (loss) available to Class A common stock per share: | ||||
Basic (in usd per share) | $ 1.66 | $ (0.51) | $ 1.22 | |
Diluted (in usd per share) | 1.65 | (0.51) | 1.20 | |
Dividends per common share (in usd per share) | $ 1.20 | $ 1.20 | $ 1.20 | |
[1] | The net income attributable to PBF Energy, used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income, as well as the corresponding income tax (based on a 39.6% effective tax rate for the year ended December 31, 2015 and a 40.2% effective tax rate for the years ended December 31, 2014 and 2013, respectively) attributable to the converted units. The potential conversion of 21,249,314 and 64,164,045 PBF LLC Series A Units for the years ended December 31, 2014 and 2013, respectively, were excluded from the denominator in computing diluted net income per share because including them would have had an antidilutive effect. As the PBF LLC Series A Units were not included, the numerator used in the calculation of diluted net income per share was equal to the numerator used in the calculation of basic net income per share and does not include the net income and related income tax expense associated with the potential conversion of the PBF LLC Series A Units. |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net income | $ (121,541) | $ 55,495 | $ 158,460 | $ 103,119 | $ (320,849) | $ 170,012 | $ 45,836 | $ 183,272 | $ 195,533 | $ 78,271 | $ 214,085 |
Other comprehensive (loss) income: | |||||||||||
Unrealized gain (loss) on available for sale securities | 124 | 127 | (308) | ||||||||
Net gain (loss) on pension and other post-retirement benefits | 1,982 | (12,465) | (5,289) | ||||||||
Total other comprehensive loss (income) | 2,106 | (12,338) | (5,597) | ||||||||
Comprehensive income | 197,639 | 65,933 | 208,488 | ||||||||
Less: Comprehensive income attributable to noncontrolling interests | 49,233 | 115,261 | 171,218 | ||||||||
Comprehensive income (loss) attributable to PBF Energy Inc. | $ 148,406 | $ (49,328) | $ 37,270 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Equity Statement - USD ($) $ in Thousands | Total | Class A Common Stock [Member] | Class B Common Stock [Member] | Common Stock [Member]Class A Common Stock [Member] | Common Stock [Member]Class B Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Loss [Member] | Treasury Stock [Member] | Former Controlling Interest Equity [Member] | Noncontrolling Interest [Member] | Secondary Public Offering [Member] | Secondary Public Offering [Member]Class A Common Stock [Member] | Secondary Public Offering [Member]Common Stock [Member]Class A Common Stock [Member] | Secondary Public Offering [Member]Common Stock [Member]Class B Common Stock [Member] | Secondary Public Offering [Member]Additional Paid-in Capital [Member] | Secondary Public Offering [Member]Accumulated Other Comprehensive Loss [Member] | Secondary Public Offering [Member]Noncontrolling Interest [Member] |
Beginning balance, shares at Dec. 31, 2012 | 23,571,221 | 41 | 0 | |||||||||||||||
Beginning balance at Dec. 31, 2012 | $ 1,723,545 | $ 24 | $ 0 | $ 417,835 | $ 1,956 | $ (61) | $ 0 | $ 1,303,791 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||
Comprehensive income (loss) | 208,488 | 39,540 | (5,597) | 174,545 | ||||||||||||||
Exercise of PBF Energy Company LLC warrants and options | 1,757 | 1,757 | ||||||||||||||||
Distributions to former controlling interest holders | (157,745) | (157,745) | ||||||||||||||||
Stock based compensation, shares | 60,392 | |||||||||||||||||
Stock based compensation | 3,753 | 2,444 | 1,309 | |||||||||||||||
Dividends | (37,917) | (37,917) | ||||||||||||||||
Stock issued during period, shares | 15,950,000 | |||||||||||||||||
Stock issued during period | 0 | $ 16 | 263,845 | (3,600) | (260,261) | |||||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock, shares | (83,860) | (1) | ||||||||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock | $ 0 | |||||||||||||||||
Record deferred tax assets and liabilities and tax receivable agreement obligation | (26,625) | (26,625) | ||||||||||||||||
Noncontrolling Interest | 0 | 2,270 | (2,270) | |||||||||||||||
Treasury stock purchases, shares | (5,765,946) | |||||||||||||||||
Ending balance, shares at Dec. 31, 2013 | 39,665,473 | 40 | 0 | |||||||||||||||
Ending balance at Dec. 31, 2013 | 1,715,256 | $ 40 | $ 0 | 657,499 | 3,579 | (6,988) | $ 0 | 1,061,126 | ||||||||||
Beginning balance, shares at Dec. 31, 2012 | 23,571,221 | 41 | 0 | |||||||||||||||
Beginning balance at Dec. 31, 2012 | 1,723,545 | $ 24 | $ 0 | 417,835 | 1,956 | (61) | $ 0 | 1,303,791 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||
Stock issued during period, shares | 67,754,653 | |||||||||||||||||
Ending balance, shares at Dec. 31, 2015 | 97,781,933 | 28 | 97,781,933 | 28 | 6,056,719 | |||||||||||||
Ending balance at Dec. 31, 2015 | 2,095,857 | $ 93 | $ 0 | 1,904,751 | (83,454) | (23,289) | $ (150,804) | 448,560 | ||||||||||
Beginning balance, shares at Dec. 31, 2013 | 39,665,473 | 40 | 0 | |||||||||||||||
Beginning balance at Dec. 31, 2013 | 1,715,256 | $ 40 | $ 0 | 657,499 | 3,579 | (6,988) | $ 0 | 1,061,126 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||
Comprehensive income (loss) | 65,933 | (38,237) | (11,091) | 115,261 | ||||||||||||||
Exercise of PBF Energy Company LLC warrants and options | (78) | (78) | ||||||||||||||||
Distributions to former controlling interest holders | (87,187) | (87,187) | ||||||||||||||||
Stockholders' Equity, Distributions To Controlling Interest Holders of PBFX | (7,397) | (7,397) | ||||||||||||||||
Stock based compensation, shares | 24,896 | |||||||||||||||||
Stock based compensation | 7,181 | 5,573 | 1,608 | |||||||||||||||
Dividends | (88,613) | (88,613) | ||||||||||||||||
Stock issued during period, shares | 48,000,000 | |||||||||||||||||
Stock issued during period | 0 | $ 48 | 942,341 | (6,219) | (936,170) | |||||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock, shares | (56,696) | (1) | ||||||||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock | $ 0 | |||||||||||||||||
Record deferred tax assets and liabilities and tax receivable agreement obligation | (105,005) | (105,005) | ||||||||||||||||
Noncontrolling Interest | 0 | 8,017 | (8,017) | |||||||||||||||
Record noncontrolling interest upon completion of PBFX Offering | 335,957 | 335,957 | ||||||||||||||||
Treasury stock purchases, shares | (5,765,946) | |||||||||||||||||
Treasury stock purchases | (142,731) | $ (142,731) | ||||||||||||||||
Ending balance, shares at Dec. 31, 2014 | 81,981,119 | 39 | 81,981,119 | 39 | 5,765,946 | |||||||||||||
Ending balance at Dec. 31, 2014 | 1,693,316 | $ 88 | $ 0 | 1,508,425 | (123,271) | (24,298) | $ (142,731) | 475,103 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||
Comprehensive income (loss) | 197,639 | 146,401 | 2,005 | 49,233 | ||||||||||||||
Stockholders' Equity, Warrants And Options Exercised, Shares Issued | 12,766 | |||||||||||||||||
Exercise of PBF Energy Company LLC warrants and options | 90 | 2,797 | (2,707) | |||||||||||||||
Distributions to former controlling interest holders | (19,386) | (19,386) | ||||||||||||||||
Stockholders' Equity, Distributions To Controlling Interest Holders of PBFX | (23,458) | (23,458) | ||||||||||||||||
Stock based compensation, shares | 238,988 | |||||||||||||||||
Stock based compensation | 13,497 | 9,218 | 4,279 | |||||||||||||||
Dividends | (106,584) | (106,584) | ||||||||||||||||
Stock issued during period, shares | 11,500,000 | 3,804,653 | ||||||||||||||||
Stock issued during period | 344,000 | $ 1 | 343,999 | $ 0 | $ 4 | $ 40,968 | $ (996) | $ (39,976) | ||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock, shares | (529,178) | (11) | ||||||||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock | 0 | |||||||||||||||||
Record deferred tax assets and liabilities and tax receivable agreement obligation | (12,046) | (12,046) | ||||||||||||||||
Noncontrolling Interest | 0 | 11,390 | (11,390) | |||||||||||||||
Record noncontrolling interest upon completion of PBFX Offering | 0 | |||||||||||||||||
Treasury stock purchases, shares | (284,771) | (284,771) | ||||||||||||||||
Treasury stock purchases | (8,073) | $ (8,073) | ||||||||||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest Holders | 89 | 89 | ||||||||||||||||
Noncontrolling Interest, Increase from Business Combination | 16,951 | 16,951 | ||||||||||||||||
Ending balance, shares at Dec. 31, 2015 | 97,781,933 | 28 | 97,781,933 | 28 | 6,056,719 | |||||||||||||
Ending balance at Dec. 31, 2015 | $ 2,095,857 | $ 93 | $ 0 | $ 1,904,751 | $ (83,454) | $ (23,289) | $ (150,804) | $ 448,560 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Net income | $ 195,533 | $ 78,271 | $ 214,085 |
Adjustments to reconcile net income to net cash provided by operations: | |||
Depreciation and amortization | 207,004 | 188,209 | 118,001 |
Stock-based compensation | 13,497 | 7,181 | 3,753 |
Change in fair value of catalyst lease obligation | (10,184) | (3,969) | (4,691) |
Deferred income taxes | (5,607) | (49,387) | 16,681 |
Change in tax receivable agreement liability | (18,150) | (2,990) | 8,540 |
Non-cash change in inventory repurchase obligations | 63,389 | (93,246) | (20,492) |
Non-cash lower of cost or market inventory adjustment | 427,226 | 690,110 | 0 |
Pension and other post-retirement benefits costs | 26,982 | 22,600 | 16,728 |
Gain on disposition of property, plant and equipment | (1,004) | (895) | (183) |
Changes in current assets and current liabilities: | |||
Accounts receivable | 97,636 | 45,378 | (92,851) |
Inventories | (271,892) | (394,031) | 45,991 |
Prepaid expenses and other current assets | (3,661) | (17,057) | (42,455) |
Accounts payable | (24,291) | (67,025) | 42,236 |
Accrued expenses | (36,805) | 61,785 | 209,479 |
Deferred revenue | 2,816 | (6,539) | (202,777) |
Payable to related parties pursuant to tax receivable agreement | (67,643) | 0 | 0 |
Other assets and liabilities | (34,422) | (2,070) | (20,716) |
Net cash provided by operations | 560,424 | 456,325 | 291,329 |
Cash flow from investing activities: | |||
Acquisition of Chalmette Refining, net of cash acquired | (565,304) | 0 | 0 |
Expenditures for property, plant and equipment | (353,964) | (476,389) | (318,394) |
Expenditures for deferred turnaround costs | (53,576) | (137,688) | (64,616) |
Expenditures for other assets | (8,236) | (17,255) | (32,692) |
Proceeds from sale of assets | 168,270 | 202,654 | 102,428 |
Purchase of marketable securities | (2,067,286) | (1,918,637) | 0 |
Maturities of marketable securities | 2,067,983 | 1,683,708 | 0 |
Net cash used in investing activities | (812,113) | (663,607) | (313,274) |
Cash flows from financing activities: | |||
Proceeds from issuance of PBF Logistics LP common units, net of underwriters' discount and commissions | 0 | 340,957 | 0 |
Offering costs for issuance of PBF Logistics LP common units | 0 | (5,000) | 0 |
Exercise of Series A options and warrants of PBF Energy Company LLC, net | 0 | (78) | 1,757 |
Distribution to PBF Energy Company LLC members other than PBF Energy | (19,386) | (87,187) | (157,745) |
Distribution to PBF Logistics LP public unit holders | (22,830) | (7,397) | 0 |
Dividend payments | (106,584) | (88,613) | (37,917) |
Proceeds from revolver borrowings | 170,000 | 395,000 | 1,450,000 |
Proceeds from catalyst lease | 0 | 0 | 14,337 |
Repayments of revolver borrowings | (170,000) | (410,000) | (1,435,000) |
Proceeds from PBFX Term Loan borrowings | 0 | 300,000 | 0 |
Repayments of PBFX Term Loan borrowings | (700) | (65,100) | 0 |
Proceeds from sale of Class A common stock, net of underwriters' discount | 344,000 | 0 | 0 |
Payment of contingent consideration related to acquisition of Toledo refinery | 0 | 0 | (21,357) |
Purchases of treasury stock | (8,073) | (142,731) | 0 |
Deferred financing costs and other | (17,828) | (14,036) | (1,044) |
Net cash provided by (used in) financing activities | 798,136 | 528,185 | (186,969) |
Net increase (decrease) in cash and cash equivalents | 546,447 | 320,903 | (208,914) |
Cash and equivalents, beginning of period | 397,873 | 76,970 | 285,884 |
Cash and equivalents, end of period | 944,320 | 397,873 | 76,970 |
Non-cash activities: | |||
Conversion of Delaware Economic Development Authority loan to grant | 4,000 | 4,000 | 8,000 |
Accrued construction in progress and unpaid fixed assets | 7,974 | 33,296 | 33,747 |
Cash paid during year for: | |||
Interest (including capitalized interest of $3,529, $7,517 and $5,672 in 2015, 2014 and 2013, respectively) | 100,388 | 98,499 | 92,848 |
Income taxes | 124,040 | 65,500 | 1,065 |
PBFX Revolving Credit Facility [Member] | |||
Cash flows from financing activities: | |||
Proceeds from revolver borrowings | 24,500 | 275,100 | 0 |
Repayments of revolver borrowings | (275,100) | 0 | 0 |
2023 Senior Secured Notes [Member] | |||
Cash flows from financing activities: | |||
Proceeds from Issuance of Senior Long-term Debt | 500,000 | 0 | 0 |
Rail Facility [Member] | |||
Cash flows from financing activities: | |||
Proceeds from revolver borrowings | 102,075 | 83,095 | 0 |
Repayments of revolver borrowings | (71,938) | (45,825) | 0 |
PBFX Senior Notes [Member] | |||
Cash flows from financing activities: | |||
Proceeds from Issuance of Senior Long-term Debt | $ 350,000 | $ 0 | $ 0 |
Consolidated Statements of Cas8
Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Offering costs for issuance of PBF Logistics LP common units | $ 0 | $ 5,000 | $ 0 |
Capitalized interest | $ 3,529 | $ 7,517 | $ 5,672 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Description of the Business PBF Energy Inc. ("PBF Energy") was formed as a Delaware corporation on November 7, 2011 for the purpose of facilitating an initial public offering ("IPO") of its common equity and to become the sole managing member of PBF Energy Company LLC ("PBF LLC"), a Delaware limited liability company. Prior to completion of its IPO, PBF Energy had not engaged in any business or other activities except in connection with its formation and the IPO. On December 12, 2012, PBF Energy completed an IPO of 23,567,686 shares of its Class A common stock at a public offering price of $26.00 per share. The IPO subsequently closed on December 18, 2012. PBF Energy used the net proceeds of the offering to acquire approximately 24.4% of the membership interests in PBF LLC and to cover offering expenses. As a result of the IPO and related reorganization transactions, PBF Energy became the sole managing member of PBF LLC with a controlling interest in PBF LLC and its subsidiaries. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries and records a noncontrolling interest in its consolidated financial statements representing the economic interests of PBF LLC's members other than PBF Energy (refer to Note 16 "Non-Controlling Interests" of our Notes to Consolidated Financial Statements). The financial statements and results of operations for periods prior to the completion of PBF Energy’s IPO and the related reorganization transactions are those of PBF LLC. Effective with the completion of the PBF Energy IPO and related reorganization transactions, PBF LLC became a minority-owned, controlled and consolidated subsidiary of PBF Energy. PBF LLC, together with its consolidated subsidiaries, owns and operates oil refineries and related facilities in North America. PBF Holding Company LLC ("PBF Holding") is a wholly-owned subsidiary of PBF LLC. PBF Finance Corporation ("PBF Finance") is a wholly-owned subsidiary of PBF Holding. Delaware City Refining Company LLC ("Delaware City Refining"), PBF Power Marketing LLC, PBF Energy Limited, Paulsboro Refining Company LLC ("Paulsboro Refining"), Paulsboro Natural Gas Pipeline Company LLC, Toledo Refining Company LLC ("Toledo Refining"), Chalmette Refining, L.L.C. ("Chalmette Refining") and MOEM Pipeline LLC are PBF LLC’s principal operating subsidiaries and are all wholly-owned subsidiaries of PBF Holding. In addition, PBF LLC, through Chalmette Refining, holds an 80% interest in and consolidates Collins Pipeline Company and T&M Terminal Company. PBF LLC also consolidates a publicly traded master limited partnership, PBF Logistics LP ("PBFX"). On May 14, 2014, PBFX completed its initial public offering (the “PBFX Offering”) of 15,812,500 common units. Upon completion of the PBFX Offering, PBF LLC held a 50.2% limited partner interest in PBFX and all of its incentive distribution rights (refer to Note 3 "PBF Logistics LP" of our Notes to Consolidated Financial Statements). PBF Logistics GP LLC (“PBF GP”) owns the noneconomic general partner interest and serves as the general partner of PBFX and is wholly-owned by PBF LLC. PBF Energy, through its ownership of PBF LLC, consolidates the financial results of PBFX and its subsidiaries and records a noncontrolling interest in its consolidated financial statements representing the economic interests of PBFX's unit holders other than PBF LLC (refer to Note 16 "Non-Controlling Interests" of our Notes to Consolidated Financial Statements). Collectively, PBF Energy and its consolidated subsidiaries, including PBF LLC, PBF Holding, PBF GP and PBFX are referred to hereinafter as the "Company" unless the context otherwise requires. Substantially all of the Company’s operations are in the United States. Effective with the completion of the PBFX Offering in May 2014, the Company operates in two reportable business segments: Refining and Logistics. The Company’s four oil refineries are all engaged in the refining of crude oil and other feedstocks into petroleum products, and are aggregated into the Refining segment. PBFX is a publicly traded master limited partnership that was formed to operate logistical assets such as crude oil and refined petroleum products terminals, pipelines and storage facilities. PBFX's operations are aggregated into the Logistics segment. To generate earnings and cash flows from operations, the Company is primarily dependent upon processing crude oil and selling refined petroleum products at margins sufficient to cover fixed and variable costs and other expenses. Crude oil and refined petroleum products are commodities; and factors largely out of the Company’s control can cause prices to vary over time. The potential margin volatility can have a material effect on the Company’s financial position, earnings and cash flow. Secondary Offerings On June 12, 2013, funds affiliated with Blackstone and First Reserve completed a public offering of 15,950,000 shares of Class A common stock in a secondary public offering (the "2013 secondary offering"). In connection with the 2013 secondary offering, Blackstone and First Reserve exchanged 15,950,000 Series A Units of PBF LLC for an equivalent number of shares of Class A common stock of PBF Energy, which reduced Blackstone and First Reserve's holdings in PBF LLC from 70.1% to 53.6% at the time of the offering. On January 10, 2014, PBF Energy completed a public offering of 15,000,000 shares of Class A common stock in a secondary offering (the "January 2014 secondary offering"). On March 26, 2014, PBF Energy completed another public offering of 15,000,000 shares of Class A common stock in a secondary offering (the "March 2014 secondary offering"). On June 17, 2014, PBF Energy completed a third public offering of 18,000,000 shares of Class A common stock in a secondary offering (the "June 2014 secondary offering" and collectively with the January 2014 secondary offering and the March 2014 secondary offering, the "2014 secondary offerings"). All of the shares in the 2014 secondary offerings were sold by funds affiliated with Blackstone and First Reserve. In connection with the 2014 secondary offerings, Blackstone and First Reserve exchanged PBF LLC Series A Units for an equivalent number of shares of Class A common stock of PBF Energy. On February 6, 2015, the Company completed a public offering of 3,804,653 shares of Class A common stock in a secondary offering (the "February 2015 secondary offering"). All of the shares in the February 2015 secondary offering were sold by funds affiliated with Blackstone Group L.P., or Blackstone, and First Reserve Management, L.P., or First Reserve. In connection with the February 2015 secondary offering, Blackstone and First Reserve exchanged all of their remaining PBF LLC Series A Units for an equivalent number of shares of Class A common stock of PBF Energy, and as a result, Blackstone and First Reserve no longer hold any PBF LLC Series A Units or shares of PBF Energy Class A common stock. In connection with each of the secondary offerings described above, the holders of PBF LLC Series B Units, which include certain executive officers of PBF Energy, had the right to receive a portion of the proceeds of the sale of the PBF Energy Class A common stock by Blackstone and First Reserve. PBF Energy did not receive any proceeds from any of the secondary offerings. On October 13, 2015, PBF Energy completed a public offering of an aggregate of 11,500,000 shares of its Class A common stock, including 1,500,000 shares of Class A common stock that was sold pursuant to the exercise of an over-allotment option, for net proceeds of $344,000 , after deducting underwriting discounts and commissions and other offering expenses (the "October 2015 Equity Offering"). PBF Energy incurred approximately $470 , $1,250 and $1,388 of expenses, included in general and administrative expenses, in connection with the 2015, 2014 and 2013 secondary offerings during the three years ended December 31, 2015, 2014 and 2013 , respectively, for which it was reimbursed by PBF LLC in accordance with the PBF LLC amended and restated limited liability company agreement. As a result of the equity offerings in 2015, 2014 and 2013 described above and certain other transactions such as stock option exercises, as of December 31, 2015 , the Company now owns 97,781,933 PBF LLC Series C Units and the Company's current and former executive officers and directors and certain employees beneficially own 4,985,358 PBF LLC Series A Units, and the holders of our issued and outstanding shares of Class A common stock have 95.1% of the voting power in the Company and the members of PBF LLC other than PBF Energy through their holdings of Class B common stock have the remaining 4.9% of the voting power in the Company. Tax Receivable Agreement PBF LLC intends to make an election under Section 754 of the Internal Revenue Code (the “Code”) effective for each taxable year in which an exchange of PBF LLC Series A Units for PBF Energy Class A common stock as described above occurs, which may result in an adjustment to the tax basis of the assets of PBF LLC at the time of an exchange of PBF LLC Series A Units. As a result of both the initial purchase of PBF LLC Series A Units from the PBF LLC Series A Unit holders in connection with the IPO and subsequent exchanges, PBF Energy will become entitled to a proportionate share of the existing tax basis of the assets of PBF LLC. In addition, the purchase of PBF LLC Series A Units and subsequent exchanges have resulted in and are expected to continue to result in increases in the tax basis of the assets of PBF LLC that otherwise would not have been available. Both this proportionate share and these increases in tax basis may reduce the amount of tax that PBF Energy would otherwise be required to pay in the future. These increases in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets. PBF Energy entered into a tax receivable agreement with the PBF LLC Series A and PBF LLC Series B Unit holders (the “Tax Receivable Agreement”) that provides for the payment by PBF Energy to such persons of an amount equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis, as described below, and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. For purposes of the Tax Receivable Agreement, the benefits deemed realized by PBF Energy will be computed by comparing the actual income tax liability of PBF Energy (calculated with certain assumptions) to the amount of such taxes that PBF Energy would have been required to pay had there been no increase to the tax basis of the assets of PBF LLC as a result of purchases or exchanges of PBF LLC Series A Units for shares of PBF Energy's Class A common stock and had PBF Energy not entered into the Tax Receivable Agreement. The term of the Tax Receivable Agreement will continue until all such tax benefits have been utilized or expired unless: (i) PBF Energy exercises its right to terminate the Tax Receivable Agreement, (ii) PBF Energy breaches any of its material obligations under the Tax Receivable Agreement or (iii) certain changes of control occur, in which case all obligations under the Tax Receivable Agreement will generally be accelerated and due as calculated under certain assumptions. The payment obligations under the Tax Receivable Agreement are obligations of PBF Energy and not of PBF LLC, PBF Holding or PBFX. In general, PBF Energy expects to obtain funding for these annual payments from PBF LLC, primarily through tax distributions, which PBF LLC makes on a pro-rata basis to its owners, including PBF Energy. PBF LLC obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation and Presentation These consolidated financial statements include the accounts of PBF Energy and subsidiaries in which PBF Energy has a controlling interest. All intercompany accounts and transactions have been eliminated in consolidation. Reclassification Certain amounts previously reported in the Company's consolidated financial statements for prior periods have been reclassified to conform to the 2015 presentation. These reclassifications include presentation of deferred financing costs and debt due to the adoption of a recently adopted accounting pronouncement (as discussed below), reallocation of certain assets and related results of operations between segments arising from retrospective adjustments attributable to the drop-down transactions with PBFX (see Note 3 “PBF Logistics LP”) and the presentation of changes in the tax receivable agreement liability a separate line item in the statement of operations. Use of Estimates The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the related disclosures. Actual results could differ from those estimates. Business Combinations We use the acquisition method of accounting for the recognition of assets acquired and liabilities assumed in business combinations at their estimated fair values as of the date of acquisition. Any excess consideration transferred over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. Significant judgment is required in estimating the fair value of assets acquired. As a result, in the case of significant acquisitions, we obtain the assistance of third-party valuation specialists in estimating fair values of tangible and intangible assets based on available historical information and on expectations and assumptions about the future, considering the perspective of marketplace participants. While management believes those expectations and assumptions are reasonable, they are inherently uncertain. Unanticipated market or macroeconomic events and circumstances may occur, which could affect the accuracy or validity of the estimates and assumptions. Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. The carrying amount of the cash equivalents approximates fair value due to the short-term maturity of those instruments. Marketable Securities Debt or equity securities are classified into the following reporting categories: held-to-maturity, trading or available-for-sale securities. The Company does not routinely sell marketable securities prior to their scheduled maturity dates. Some of the Company's investments may be held and restricted for the purpose of funding future capital expenditures and acquisitions. Such investments are classified as available-for-sale marketable securities as they may occasionally be sold prior to their scheduled maturity dates due to the unexpected timing of cash needs. The carrying value of these marketable securities approximates fair value and is measured using Level 1 inputs (as defined below). The terms of the marketable securities range from one to three months and are classified on the balance sheet as non-current assets. As of December 31, 2015 , these investments are used as collateral to secure the PBFX Term Loan (as defined below) and are intended to be used only to fund future PBFX capital expenditures. Concentrations of Credit Risk For the year ended December 31, 2015 , no single customer amounted to greater than or equal to 10% of the Company's revenues. Only one customer, ExxonMobil Oil Corporation ("ExxonMobil"), accounted for 10% or more of our total trade accounts receivable as of December 31, 2015 . Following the Chalmette Acquisition on November 1, 2015, ExxonMobil and its affiliates represented approximately 18% of our total trade accounts receivable as of December 31, 2015 . For the year ended December 31, 2014 , no single customer amounted to greater than or equal to 10% of the Company's revenues. No single customer accounted for 10% or more of our total trade accounts receivable as of December 31, 2014 . For the year ended December 31, 2013, Morgan Stanley Capital Group Inc. ("MSCG") and Sunoco, Inc. (R&M) ("Sunoco") accounted for 29% and 10% of the Company's revenues, respectively. Revenue, Deferred Revenue and Accounts Receivable The Company sells various refined products primarily through its refinery subsidiaries and recognizes revenue related to the sale of products when there is persuasive evidence of an agreement, the sales prices are fixed or determinable, collectability is reasonably assured and when products are shipped or delivered in accordance with their respective agreements. Revenue for services is recorded when the services have been provided. Certain of the Company’s refineries have product offtake agreements with third-parties under which these third parties purchase a portion of the refineries' daily gasoline production. The refineries also sell their products through short-term contracts or on the spot market. Prior to July 1, 2013, the Company’s Paulsboro and Delaware City refineries sold light finished products, certain intermediates and lube base oils to MSCG under products offtake agreements with each refinery (the “Offtake Agreements”). On a daily basis, MSCG purchased and paid for the refineries’ production of light finished products as they were produced, delivered to the refineries’ storage tanks, and legal title passed to MSCG. Revenue on these product sales was deferred until they shipped out of the storage facility by MSCG. Under the Offtake Agreements, the Company’s Paulsboro and Delaware City refineries also entered into purchase and sale transactions of certain intermediates and lube base oils whereby MSCG purchased and paid for the refineries’ production of certain intermediates and lube products as they were produced and legal title passed to MSCG. The intermediate products were held in the refineries’ storage tanks until they were needed for further use in the refining process. The intermediates may also have been sold to third parties. The refineries had the right to repurchase lube products and did so to supply other third parties with that product. When the refineries needed intermediates or lube products, the products were drawn out of the storage tanks, title passed back to the refineries and MSCG was paid for those products. These transactions occurred at the daily market price for the related products. These transactions were considered to be made in contemplation of each other and, accordingly, did not result in the recognition of a sale when title passed from the refineries to MSCG. Inventory remained at cost and the net cash receipts resulted in a liability that was recorded at market price for the volumes held in storage with any change in the market price being recorded in costs of sales. The liability represented the amount the Company expected to pay to repurchase the volumes held in storage. While MSCG had legal title, it had the right to encumber and/or sell these products and any such sales by MSCG resulted in sales being recognized by the refineries when products were shipped out of the storage facility. As the exclusive vendor of intermediate products to the refineries, MSCG had the obligation to provide the intermediate products to the refineries as they were needed. Accordingly, sales by MSCG to others were limited and only made with the Company or its subsidiaries’ approval. As of July 1, 2013, the Company terminated the Offtake Agreements for the Company’s Paulsboro and Delaware City refineries. The Company entered into two separate inventory intermediation agreements (“Inventory Intermediation Agreements”) with J. Aron & Company ("J. Aron") on June 26, 2013 which commenced upon the termination of the Offtake Agreements with MSCG. On May 29, 2015, PBF Holding entered into amended and restated inventory intermediation agreements (the "A&R Intermediation Agreements") with J. Aron pursuant to which certain terms of the existing inventory intermediation agreements were amended, including, among other things, pricing and an extension of the term for a period of two years from the original expiry date of July 1, 2015, subject to certain early termination rights. In addition, the A&R Intermediation Agreements include one-year renewal clauses by mutual consent of both parties. Pursuant to each A&R Intermediation Agreement, J. Aron will continue to purchase and hold title to certain of the intermediate and finished products (the "Products") produced by the Paulsboro and Delaware City refineries (the "Refineries"), respectively, and delivered into tanks at the Refineries. Furthermore, J. Aron agrees to sell the Products back to Paulsboro refinery and Delaware City refinery as the Products are discharged out of the Refineries' tanks. J. Aron has the right to store the Products purchased in tanks under the A&R Intermediation Agreements and will retain these storage rights for the term of the agreements. PBF Holding will continue to market and sell the Products independently to third parties. Until December 31, 2015, the Company's Delaware City refinery sold and purchased feedstocks under a supply agreement with Statoil (the “Crude Supply Agreement”). This Crude Supply Agreement expired on December 31, 2015. Statoil purchased the refineries' production of certain feedstocks or purchased feedstocks from third parties on the refineries' behalf. Legal title to the feedstocks was held by Statoil and the feedstocks were held in the refineries' storage tanks until they were needed for further use in the refining process. At that time, the products were drawn out of the storage tanks and purchased by the refinery. These purchases and sales were settled monthly at the daily market prices related to those products. These transactions were considered to be made in contemplation of each other and, accordingly, did not result in the recognition of a sale when title passed from the refineries to Statoil. Inventory remained at cost and the net cash receipts resulted in a liability which is discussed further in the Inventory note below. The Company terminated its supply agreement with Statoil for its Paulsboro refinery in March 2013, at which time it began to purchase from Statoil the feedstocks owned by them at that date that had been purchased on our behalf. Subsequent to the expiration of the Delaware City Crude Supply Agreement, the Company began to purchase all of its crude and feedstock needs independently from a variety of suppliers on the spot market or through term agreements. Accounts receivable are carried at invoiced amounts. An allowance for doubtful accounts is established, if required, to report such amounts at their estimated net realizable value. In estimating probable losses, management reviews accounts that are past due and determines if there are any known disputes. There was no allowance for doubtful accounts at December 31, 2015 and 2014 . Excise taxes on sales of refined products that are collected from customers and remitted to various governmental agencies are reported on a net basis. Inventory Inventories are carried at the lower of cost or market. The cost of crude oil, feedstocks, blendstocks and refined products are determined under the last-in first-out (“LIFO”) method using the dollar value LIFO method with increments valued based on average purchase prices during the year. The cost of supplies and other inventories is determined principally on the weighted average cost method. The Company had the obligation to purchase and sell feedstocks under a supply agreement with Statoil for its Delaware City refinery. This Crude Supply Agreement expired on December 31, 2015. The Company's Paulsboro refinery also had a crude supply agreement with Statoil that was terminated in March 2013. Prior to the expiration or termination of these agreements, Statoil purchased the refineries' production of certain feedstocks or purchased feedstocks from third parties on the refineries' behalf. The Company took title to the crude oil as it was delivered to the processing units, in accordance with the Crude Supply Agreement; however, the Company was obligated to purchase all the crude oil held by Statoil on the Company’s behalf upon termination of the agreement at the then market price. The Paulsboro crude supply agreement also included an obligation to purchase a fixed volume of feedstocks from Statoil on the later of maturity or when the arrangement is terminated based on a forward market price of West Texas Intermediate crude oil. As a result of the purchase obligations, the Company recorded the inventory of crude oil and feedstocks in the refineries’ storage facilities. The Company determined the purchase obligations were contracts that contain derivatives that changed in value based on changes in commodity prices. Such changes in the fair value of these derivatives were included in cost of sales. Prior to July 31, 2014, the Company’s Toledo refinery acquired substantially all of its crude oil from MSCG under a crude oil acquisition agreement (the “Toledo Crude Oil Acquisition Agreement”). Under the Toledo Crude Oil Acquisition Agreement, the Company took title to crude oil at various pipeline locations for delivery to the refinery or sale to third parties. The Company recorded the crude oil inventory when it received title. Payment for the crude oil was due to MSCG under the Toledo Crude Oil Acquisition Agreement three days after the crude oil was delivered to the Toledo refinery processing units or upon sale to a third party. The Company terminated the Toledo Crude Oil Acquisition Agreement effective July 31, 2014 and began to source its crude oil needs independently. Property, Plant and Equipment Property, plant and equipment additions are recorded at cost. The Company capitalizes costs associated with the preliminary, pre-acquisition and development/construction stages of a major construction project. The Company capitalizes the interest cost associated with major construction projects based on the effective interest rate of total borrowings. The Company also capitalizes costs incurred in the acquisition and development of software for internal use, including the costs of software, materials, consultants and payroll-related costs for employees incurred in the application development stage. Depreciation is computed using the straight-line method over the following estimated useful lives: Process units and equipment 5-25 years Pipeline and equipment 5-25 years Buildings 25 years Computers, furniture and fixtures 3-7 years Leasehold improvements 20 years Railcars 50 years Maintenance and repairs are charged to operating expenses as they are incurred. Improvements and betterments, which extend the lives of the assets, are capitalized. Deferred Charges and Other Assets, Net Deferred charges and other assets include refinery turnaround costs, catalyst, precious metals catalyst, linefill, deferred financing costs and intangible assets. Refinery turnaround costs, which are incurred in connection with planned major maintenance activities, are capitalized when incurred and amortized on a straight-line basis over the period of time estimated to lapse until the next turnaround occurs (generally 3 to 5 years ). Precious metals catalyst and linefill are considered indefinite-lived assets as they are not expected to deteriorate in their prescribed functions. Such assets are assessed for impairment in connection with the Company’s review of its long-lived assets as indicators of impairment develop. Deferred financing costs are capitalized when incurred and amortized over the life of the loan (generally 1 to 8 years ). Intangible assets with finite lives primarily consist of catalyst, emission credits and permits and are amortized over their estimated useful lives (generally 1 to 10 years ). Long-Lived Assets and Definite-Lived Intangibles The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable. Impairment is evaluated by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from use of the assets and their ultimate disposition. If such analysis indicates that the carrying value of the long-lived assets is not considered to be recoverable, the carrying value is reduced to the fair value. Impairment assessments inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions. Although management would utilize assumptions that it believes are reasonable, future events and changing market conditions may impact management’s assumptions, which could produce different results. Asset Retirement Obligations The Company records an asset retirement obligation at fair value for the estimated cost to retire a tangible long-lived asset at the time the Company incurs that liability, which is generally when the asset is purchased, constructed, or leased. The Company records the liability when it has a legal or contractual obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, the Company will record the liability when sufficient information is available to estimate the liability’s fair value. Certain of the Company’s asset retirement obligations are based on its legal obligation to perform remedial activity at its refinery sites when it permanently ceases operations of the long-lived assets. The Company therefore considers the settlement date of these obligations to be indeterminable. Accordingly, the Company cannot calculate an associated asset retirement liability for these obligations at this time. The Company will measure and recognize the fair value of these asset retirement obligations when the settlement date is determinable. Environmental Matters Liabilities for future remediation costs are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Other than for assessments, the timing and magnitude of these accruals generally are based on the completion of investigations or other studies or a commitment to a formal plan of action. Environmental liabilities are based on best estimates of probable future costs using currently available technology and applying current regulations, as well as the Company’s own internal environmental policies. The measurement of environmental remediation liabilities may be discounted to reflect the time value of money if the aggregate amount and timing of cash payments of the liabilities are fixed or reliably determinable. The actual settlement of the Company’s liability for environmental matters could materially differ from its estimates due to a number of uncertainties such as the extent of contamination, changes in environmental laws and regulations, potential improvements in remediation technologies and the participation of other responsible parties. Stock-Based Compensation Stock-based compensation includes the accounting effect of options to purchase PBF Energy Class A common stock granted by the Company to certain employees, Series A warrants issued or granted by PBF LLC to employees in connection with their acquisition of PBF LLC Series A units, options to acquire Series A units of PBF LLC granted by PBF LLC to certain employees, Series B units of PBF LLC that were granted to certain members of management and restricted PBF LLC Series A Units and restricted PBF Energy Class A common stock granted to certain directors and officers. The estimated fair value of the options to purchase PBF Energy Class A common stock and the PBF LLC Series A warrants and options is based on the Black-Scholes option pricing model and the fair value of the PBF LLC Series B units is estimated based on a Monte Carlo simulation model. The estimated fair value is amortized as stock-based compensation expense on a straight-line method over the vesting period and included in general and administration expense. Additionally, stock-based compensation also includes unit-based compensation provided to certain officers, non-employee directors and seconded employees of PBFX's general partner, PBF GP, or its affiliates, consisting of PBFX phantom units. The fair value of PBFX's phantom units are measured based on the fair market value of the underlying common units on the date of grant based on the common unit closing price on the grant date. The estimated fair value of PBFX's phantom units is amortized over the vesting period using the straight-line method. Awards vest over a four year service period. The phantom unit awards may be settled in common units, cash or a combination of both. Expenses related to unit-based compensation are also included in general and administrative expenses. Income Taxes As a result of the PBF Energy’s acquisition of PBF LLC Series A Units or exchanges of PBF LLC Series A Units for PBF Energy Class A common stock, PBF Energy expects to benefit from amortization and other tax deductions reflecting the step up in tax basis in the acquired assets. Those deductions will be allocated to PBF Energy and will be taken into account in reporting PBF Energy’s taxable income. As a result of a federal income tax election made by PBF LLC, applicable to a portion of PBF Energy’s acquisition of PBF LLC Series A Units, the income tax basis of the assets of PBF LLC, underlying a portion of the units PBF Energy acquired, has been adjusted based upon the amount that PBF Energy paid for that portion of its PBF LLC Series A Units. PBF Energy entered into the Tax Receivable Agreement which provides for the payment by PBF Energy equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. As a result of these transactions, PBF Energy’s tax basis in its share of PBF LLC’s assets will be higher than the book basis of these same assets. This resulted in a deferred tax asset of $698,477 as of December 31, 2015 , of which the majority is expected to be realized over 10 years as the tax basis of these assets is amortized. Deferred taxes are provided using a liability method, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences represent the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effect of changes in tax laws and rates on the date of enactment. PBF Energy recognizes tax benefits for uncertain tax positions only if it is more likely than not that the position is sustainable based on its technical merits. Interest and penalties on uncertain tax positions are included as a component of the provision for income taxes on the consolidated statements of operations. The Federal and state tax returns for all years since 2012 are subject to examination by the respective tax authorities. Net Income Per Share For the period subsequent to the IPO basic net income per share is calculated by dividing the net income available to PBF Energy Class A common stockholders by the weighted average number of shares of PBF Energy Class A common stock outstanding during the period. Diluted net income per share is calculated by dividing the net income available to PBF Energy Class A common stockholders, adjusted for the net income attributable to the noncontrolling interest and the assumed income tax expense thereon, by the weighted average number of PBF Energy Class A common shares outstanding during the period adjusted to include the assumed exchange of all PBF LLC Series A units outstanding for PBF Energy Class A common stock, if applicable under the if converted method, and the potentially dilutive effect of outstanding options to purchase shares of PBF Energy Class A common stock, and options and warrants to purchase PBF LLC Series A Units, subject to forfeiture utilizing the treasury stock method. Pension and Other Post-Retirement Benefits The Company recognizes an asset for the overfunded status or a liability for the underfunded status of its pension and post-retirement benefit plans. The funded status is recorded within other long-term liabilities or assets. Changes in the plans’ funded status are recognized in other comprehensive income in the period the change occurs. Fair Value Measurement A fair value hierarchy (Level 1, Level 2, or Level 3) is used to categorize fair value amounts based on the quality of inputs used to measure fair value. Accordingly, fair values derived from Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Fair values derived from Level 2 inputs are based on quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are either directly or indirectly observable for the asset or liability. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. The Company uses appropriate valuation techniques based on the available inputs to measure the fair values of its applicable assets and liabilities. When available, the Company measures fair value using Level 1 inputs because they generally provide the most reliable evidence of fair value. In some valuations, the inputs may fall into different levels in the hierarchy. In these cases, the asset or liability level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurements. Financial Instruments The estimated fair value of financial instruments has been determined based on the Company’s assessment of available market information and appropriate valuation methodologies. The Company’s non-derivative financial instruments that are included in current assets and current liabilities are recorded at cost in the consolidated balance sheets. The estimated fair value of these financial instruments approximates their carrying value due to their short-term nature. Derivative instruments are recorded at fair value in the consolidated balance sheets. The Company’s commodity contracts are measured and recorded at fair value using Level 1 inputs based on quoted prices in an active market, Level 2 inputs based on quoted market prices for similar instruments, or Level 3 inputs based on third party sources and other available market based data. The Company’s catalyst lease obligation and derivatives related to the Company’s crude oil and feedstocks and refined product purchase obligations are measured and recorded at fair value using Level 2 inputs on a recurring basis, based on observable market prices for similar instruments. Derivative Instruments The Company is exposed to market risk, primarily related to changes in commodity prices for the crude oil and feedstocks used in the refining process as well as the prices of the refined products sold. The accounting treatment for commodity contracts depends on the intended use of the particular contract and on whether or not the contract meets the definition of a derivative. All derivative instruments, not designated as normal purchases or sales, are recorded in the balance sheet as either assets or liabilities measured at their fair values. Changes in the fair value of derivative instruments that either are not designated or do not qualify for hedge accounting treatment or normal purchase or normal sale accounting are recognized currently in earnings. Contracts qualifying for the normal purchase and sales exemption are accounted for upon settlement. Cash flows related to derivative instruments that are not designated or do not qualify for hedge accounting treatment are included in operating activities. The Company designates certain derivative instruments as fair value hedges of a particular risk associated with a recognized asset or liability. At the inception of the hedge designation, the Company documents the relationship between the hedging instrument and the hedged item, as well as its risk management objective and strategy for undertaking various hedge transactions. Derivative gains and losses related to these fair value hedges, including hedge ineffectiveness, are recorded in cost of sales along with the change in fair value of the hedged asset or liability attributable to the hedged risk. Cash flows related to derivative instruments that are designated as fair value hedges are included in operating activities. Economic hedges are hedges not designated as fair value or cash flow hedges for accounting purposes that are used to (i) manage price volatility in certain refinery feedstock and refined product inventories, and (ii) manage price volatility in certain forecasted refinery feedstock purchases and refined product sales. These instruments are recorded at fair value and changes in the fair value of the derivative instruments are recognized currently in cost of sales. Derivative accounting is complex and requires management judgment in the following respects: identification of derivatives and embedded derivatives, determination of the fair value of derivatives, documentation of hedge relationships, assessment and measurement of hedge ineffectiveness and election and designation of the normal purchases and sales exception. All of these judgments, depending upon their timing and effect, can have a significant impact on the Company’s earnings. Recently Issued Accounting Pronouncements In February 2015, the FASB issued ASU No. 2015-02, "Consolidations (Topic 810): Amendments to the Consolidation Analysis" ("ASU 2015-02"), which amends current consolidation guidance including changes to both the variable and voting interest models used by companies to evaluate whether an entity should be consolidated. The requirements from ASU 2015-02 are effective for interim and annual periods beginning after December 15, 2015, and early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" ("ASU 2015-03"), which requires debt issuance costs related to a recognized debt liability to be presented on the balance sheet as a direct deduction from the debt liability rather than as an asset. The standard is effective for interim and annual periods beginning after December 15, 2015 and early adoption is permitted. The Company early adopted the new standard in its consolidated financial statements and related disclosures, which resulted in a reclassification of $41,282 and $32,280 of deferred financing costs from other assets to long-term debt as of December 31, 2015 and December 31, 2014, respectively. In August 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” (“ASU 2015-14”), which defers the effective date of ASU 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”) for all entities by one year. The guidance in ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. Under ASU 2015-14, this guidance becomes effective for interim and annual periods beginning after December 15, 2017 and permits the use of either the retrospective or cumulative effect transition method. Under ASU 2015-14, early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company continues to evaluate the impact of this new st |
PBF LOGISTICS LP
PBF LOGISTICS LP | 12 Months Ended |
Dec. 31, 2015 | |
PBF LOGISTICS LP [Abstract] | |
PBF LOGISTICS LP | PBF LOGISTICS LP PBFX is a fee-based, growth-oriented, Delaware master limited partnership formed by PBF Energy to own or lease, operate, develop and acquire crude oil and refined petroleum products terminals, pipelines, storage facilities and similar logistics assets. PBFX engages in the receiving, handling, storing and transferring of crude oil, refined products and intermediates from sources located throughout the United States and Canada for PBF Energy in support of its refineries. All of PBFX’s revenue is derived from long-term, fee-based commercial agreements with PBF Holding, which include minimum volume commitments, for receiving, handling, storing and transferring crude oil and refined products. PBF Energy also has agreements with PBFX that establish fees for certain general and administrative services and operational and maintenance services provided by PBF Holding to PBFX. These transactions are eliminated by PBF Energy in consolidation. PBFX, a variable interest entity, is consolidated by PBF Energy through its ownership of PBF LLC. PBF LLC, through its ownership of PBF GP, has the sole ability to direct the activities of PBFX that most significantly impact its economic performance. PBF LLC is considered to be the primary beneficiary of PBFX for accounting purposes. Initial Public Offering On May 14, 2014, PBFX completed its initial public offering (the “PBFX Offering”) of 15,812,500 common units (including 2,062,500 common units issued pursuant to the exercise of the underwriters' over-allotment option). Upon completion of the PBFX Offering, PBF LLC held a 50.2% limited partner interest in PBFX (consisting of 74,053 common units and 15,886,553 subordinated units) and all of PBFX’s incentive distribution rights ("IDRs"), with the remaining 49.8% limited partner interest held by public common unit holders. PBFX received proceeds (after deducting underwriting discounts and structuring fees but before offering expenses) from the PBFX Offering of approximately $340,957 . PBFX used the net proceeds from the PBFX Offering (i) to distribute $35,000 to PBF LLC to reimburse it for certain capital expenditures incurred prior to the closing of the PBFX Offering with respect to assets contributed to PBFX and to reimburse it for offering expenses it incurred on behalf of PBFX; (ii) to pay debt issuance costs of $2,293 related to PBFX’s Revolving Credit Facility and Term Loan (refer to Note 10, "Credit Facility and Long Term Debt" of our Notes to Consolidated Financial Statements); (iii) to purchase $298,664 in U.S. Treasury securities which will be used to fund anticipated capital expenditures; and (iv) to retain approximately $5,000 for general partnership purposes. PBFX’s initial assets consisted of a light crude oil rail unloading terminal at the Delaware City refinery that also services the Paulsboro refinery (which is referred to as the “Delaware City Rail Terminal”), and a crude oil truck unloading terminal at the Toledo refinery (which is referred to as the “Toledo Truck Terminal”) that are integral components of the crude oil delivery operations at three of PBF Energy’s refineries. September 2014 Drop-down Transaction Effective September 30, 2014, PBF Holding distributed to PBF LLC all of the equity interests of Delaware City Terminaling Company II LLC ("DCT II"), which assets consist solely of the Delaware City heavy crude unloading rack (the "DCR West Rack"). PBF LLC then contributed to PBFX all of the equity interests of DCT II for total consideration of $150,000 (the "DCR West Rack Acquisition"). December 2014 Drop-down Transaction Effective December 11, 2014, PBF LLC contributed to PBFX all of the issued and outstanding limited liability company interests of Toledo Terminaling Company LLC ("Toledo Terminaling"), whose assets consist of a tank farm and related facilities located at PBF Energy's Toledo refinery, including a propane storage and loading facility (the "Toledo Storage Facility"), for total consideration of $150,000 (the "Toledo Storage Facility Acquisition"). |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Chalmette Acquisition On November 1, 2015, the Company acquired from ExxonMobil, Mobil Pipe Line Company and PDV Chalmette, L.L.C., 100% of the ownership interests of Chalmette Refining, which owns the Chalmette refinery and related logistics assets (collectively, the "Chalmette Acquisition"). The Chalmette refinery, located outside of New Orleans, Louisiana, is a dual-train coking refinery and is capable of processing both light and heavy crude oil. Subsequent to the closing of the Chalmette Acquisition, Chalmette Refining is a wholly-owned subsidiary of PBF Holding. Chalmette Refining is strategically positioned on the Gulf Coast with strong logistics connectivity that offers flexible raw material sourcing and product distribution opportunities, including the potential to export products and provides geographic diversification into PADD 3. Chalmette Refining owns 100% of the MOEM Pipeline, providing access to the Empire Terminal, as well as the CAM Connection Pipeline, providing access to the Louisiana Offshore Oil Port facility through a third party pipeline. Chalmette Refining also owns 80% of each of the Collins Pipeline Company and T&M Terminal Company, both located in Collins, Mississippi, which provide a clean products outlet for the refinery to the Plantation and Colonial Pipelines. Also included in the acquisition are a marine terminal capable of importing waterborne feedstocks and loading or unloading finished products; a clean products truck rack which provides access to local markets; and a crude and product storage facility. The aggregate purchase price for the Chalmette Acquisition was $322,000 in cash, plus estimated inventory and working capital of $243,304 , which is subject to final valuation upon agreement of both parties. The transaction was financed through a combination of cash on hand and borrowings under the Company’s existing revolving credit line. The Company accounted for the Chalmette Acquisition as a business combination under US GAAP whereby we recognize assets acquired and liabilities assumed in an acquisition at their estimated fair values as of the date of acquisition. Any excess consideration transferred over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. The final purchase price and its allocation are dependent on final reconciliations of working capital and other items subject to agreement by both parties. The following table summarizes the preliminary amounts recognized for assets acquired and liabilities assumed as of the acquisition date. The total purchase consideration and the estimated fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Net cash $ 565,083 Preliminary estimate of payable to Seller for working capital adjustments 19,263 Cash acquired (19,042 ) Total estimated consideration $ 565,304 Fair Value Allocation Accounts receivable $ 1,126 Inventories 268,751 Prepaid expenses and other current assets 913 Property, plant and equipment 356,961 Deferred charges and other assets 8,312 Accounts payable (4,870 ) Accrued expenses (28,347 ) Deferred tax liability (20,577 ) Noncontrolling interests (16,965 ) Estimated fair value of net assets acquired $ 565,304 In addition, in connection with the acquisition of Chalmette Refining, the Company acquired Collins Pipeline Company and T&M Terminal Company, which are both C-corporations for tax purposes. As a result, the Company recognized a deferred tax liability of $20,577 attributable to the book and tax basis difference in the C-corporation assets. The Company’s consolidated financial statements for year ended December 31, 2015 include the results of operations of the Chalmette refinery since November 1, 2015 during which period the Chalmette refinery contributed revenues of $643,267 and net income of $53,539 . On an unaudited pro forma basis, the revenues and net income of the Company assuming the acquisition had occurred on January 1, 2014, are shown below. The unaudited pro forma information does not purport to present what the Company’s actual results would have been had the acquisition occurred on January 1, 2014, nor is the financial information indicative of the results of future operations. The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the Chalmette acquisition financing. Years ended December 31, (Unaudited) 2015 2014 Pro forma revenues $ 16,811,922 $ 26,685,661 Pro forma net income attributable to PBF Energy Inc. 263,606 8,803 Pro forma net income available to Class A common stock per share: Basic $ 2.72 $ 0.09 Diluted $ 2.70 $ 0.09 The unaudited amount of revenues and net income above have been calculated after conforming Chalmette Refining's accounting policies to those of the Company and certain one-time adjustments. Acquisition Expenses The Company incurred acquisition related costs consisting primarily of consulting and legal expenses related to the Chalmette Acquisition and other pending and non-consummated acquisitions of $5,833 in the year ended December 31, 2015 . Acquisition related expenses were not material for the years ended December 31, 2014 and 2013. These costs are included in the consolidated income statement in General and administrative expenses. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: December 31, 2015 Titled Inventory Inventory Supply and Offtake Arrangements Total Crude oil and feedstocks $ 1,137,605 $ — $ 1,137,605 Refined products and blendstocks 687,389 411,357 1,098,746 Warehouse stock and other 55,257 — 55,257 $ 1,880,251 $ 411,357 $ 2,291,608 Lower of cost or market adjustment (966,564 ) (150,772 ) (1,117,336 ) Total inventories $ 913,687 $ 260,585 $ 1,174,272 December 31, 2014 Titled Inventory Inventory Supply and Offtake Arrangements Total Crude oil and feedstocks $ 918,756 $ 61,122 $ 979,878 Refined products and blendstocks 520,308 255,459 775,767 Warehouse stock and other 36,726 — 36,726 $ 1,475,790 $ 316,581 $ 1,792,371 Lower of cost or market adjustment (609,774 ) (80,336 ) (690,110 ) Total inventories $ 866,016 $ 236,245 $ 1,102,261 Inventory under inventory supply and intermediation arrangements included certain crude oil stored at the Company’s Delaware City refinery's storage facilities that the Company was obligated to purchase as it was consumed in connection with its Crude Supply Agreement that expired on December 31, 2015; and light finished products sold to counterparties in connection with the A&R Intermediation Agreements and stored in the Paulsboro and Delaware City refineries' storage facilities. Due to the lower crude oil and refined product pricing environment at the end of 2014 and into 2015, the Company recorded adjustments to value its inventories to the lower of cost or market. During the year ended December 31, 2015 , the Company recorded an adjustment to value its inventories to the lower of cost or market which decreased operating income and net income by $427,226 and $258,045 , respectively, reflecting the net change in the lower of cost or market inventory reserve from $690,110 at December 31, 2014 to $1,117,336 at December 31, 2015 . In the year ended December 31, 2014 , the Company first recorded an adjustment to value its inventories to the lower of cost or market which decreased operating income and net income by $690,110 and $412,686 , respectively. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment consisted of the following: December 31, December 31, Land $ 93,673 $ 61,780 Process units, pipelines and equipment 2,368,224 1,977,333 Buildings and leasehold improvements 34,265 28,398 Computers, furniture and fixtures 72,672 68,431 Construction in progress 150,393 69,867 2,719,227 2,205,809 Less—Accumulated depreciation (362,589 ) (268,970 ) $ 2,356,638 $ 1,936,839 Depreciation expense for the years ended December 31, 2015 , 2014 and 2013 was $94,781 , $114,919 and $79,413 , respectively. The Company capitalized $3,529 and $7,517 in interest during 2015 and 2014 , respectively, in connection with construction in progress. For the year ended December 31, 2014, the Company determined that it would abandon a capital project at the Delaware City refinery. The project was related to the construction of a new hydrocracker (the “Hydrocracker Project”). The carrying value for the Hydrocracker Project was $28,508 . The total pre-tax impairment charge of $28,508 was recorded in depreciation and amortization expense in the Refining segment for the year ended December 31, 2014. No additional cash expenditures were incurred related to the Hydrocracker Project subsequent to the impairment charge. |
DEFERRED CHARGES AND OTHER ASSE
DEFERRED CHARGES AND OTHER ASSETS, NET | 12 Months Ended |
Dec. 31, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
DEFERRED CHARGES AND OTHER ASSETS, NET | DEFERRED CHARGES AND OTHER ASSETS, NET Deferred charges and other assets, net consisted of the following: December 31, December 31, Deferred turnaround costs, net $ 177,236 $ 204,987 Catalyst, net 77,725 77,322 Linefill 13,504 10,230 Restricted cash 1,500 1,521 Intangible assets, net 219 357 Other 20,529 5,972 $ 290,713 $ 300,389 The Company recorded amortization expense related to deferred turnaround costs, catalyst and intangible assets of $102,636 , $65,452 and $32,066 for the years ended December 31, 2015 , 2014 and 2013 respectively. The restricted cash consists primarily of cash held as collateral securing the PBF Rail credit facility. Intangible assets, net was comprised of permits and emission credits as follows: December 31, December 31, Gross amount $ 3,597 $ 3,599 Accumulated amortization (3,378 ) (3,242 ) Net amount $ 219 $ 357 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following: December 31, December 31, Inventory-related accruals $ 548,800 $ 588,297 Inventory supply and offtake arrangements 252,380 253,549 Accrued transportation costs 91,546 59,959 Accrued salaries and benefits 61,011 56,117 Excise and sales tax payable 34,129 40,444 Accrued utilities 25,192 22,337 Accrued interest 24,806 23,014 Customer deposits 20,395 24,659 Renewable energy credit obligations 19,472 286 Accrued construction in progress 7,400 31,452 Other 34,058 30,678 $ 1,119,189 $ 1,130,792 The Company has the obligation to repurchase certain intermediates and finished products that are held in the Company’s refinery storage tanks at the Delaware City and Paulsboro refineries in accordance with the A&R Intermediation Agreements with J. Aron. As of December 31, 2015 , a liability is recognized for the Inventory supply and intermediation arrangements and is recorded at market price for the J. Aron owned inventory held in the Company's storage tanks under the Inventory Intermediation Agreements, with any change in the market price being recorded in cost of sales. The Company had the obligation to purchase and sell feedstocks under a supply agreement with Statoil for its Delaware City refinery. This Crude Supply Agreement expired on December 31, 2015. Prior to its expiration, Statoil purchased the refinery's production of certain feedstocks or purchased feedstocks from third parties on the refineries' behalf. Legal title to the feedstocks was held by Statoil and the feedstocks were held in the refinery's storage tanks until they were needed for further use in the refining process. At that time, the products were drawn out of the storage tanks and purchased by the refinery. These purchases and sales were settled monthly at the daily market prices related to those products. These transactions were considered to be made in contemplation of each other and, accordingly, did not result in the recognition of a sale when title passed from the refinery to Statoil. Inventory remained at cost and the net cash receipts resulted in a liability. The Company is subject to obligations to purchase Renewable Identification Numbers ("RINs") required to comply with the Renewable Fuels Standard. The Company's overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by the Environmental Protection Agency ("EPA"). To the degree the Company is unable to blend the required amount of biofuels to satisfy our RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid expenses and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. |
DELAWARE ECONOMIC DEVELOPMENT A
DELAWARE ECONOMIC DEVELOPMENT AUTHORITY LOAN | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
DELAWARE ECONOMIC DEVELOPMENT AUTHORITY LOAN | DELAWARE ECONOMIC DEVELOPMENT AUTHORITY LOAN In June 2010, in connection with the Delaware City acquisition, the Delaware Economic Development Authority (the “Authority”) granted the Company a $20,000 loan to assist with operating costs and the cost of restarting the refinery. The loan is represented by a zero interest rate note and the entire unpaid principal amount is payable in full on March 1, 2017, unless the loan is converted to a grant. The Company recorded the loan as a long-term liability pending approval from the Authority that it has met the requirements to convert the remaining loan balance to a grant. The loan converts to a grant in tranches of up to $4,000 annually over a five -year period, starting at the one -year anniversary of the “certified restart date” as defined in the agreement and certified by the Authority. In order for the loan to be converted to a grant, the Company is required to utilize at least 600 man hours of labor in connection with the reconstruction and restarting of the Delaware City refinery, expend at least $125,000 in qualified capital expenditures, commence refinery operations, and maintain certain employment levels, all as defined in the agreement. In February 2013, October 2013, August 2014 and December 2015, the Company received confirmation from the Authority that the Company had satisfied the conditions necessary for the first four $4,000 tranches of the loan to be converted to a grant. As a result of the grant conversion, property, plant and equipment, net was reduced by $4,000 in each of the years ended December 31, 2015 and December 31, 2014 , respectively, as the proceeds from the loan were used for capital projects. |
CREDIT FACILITY AND LONG-TERM D
CREDIT FACILITY AND LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
CREDIT FACILITY AND LONG-TERM DEBT | CREDIT FACILITY AND LONG-TERM DEBT PBF Holding Revolving Loan On August 15, 2014, PBF Holding amended and restated the terms of its asset based revolving credit agreement ("Revolving Loan") to, among other things, increase the commitment from $1,610,000 to $2,500,000 , and extend the maturity to August 2019 . In addition, the amended and restated agreement reduced the interest rate on advances and the commitment fee paid on the unused portion of the facility. The amended and restated agreement also increased the sublimit for letters of credit from $1,000,000 to $1,500,000 and reduced the combined LC Participation Fee and Fronting Fee paid on each issued and outstanding letter of credit. The LC Participation Fee ranges from 1.25% to 2.0% depending on the Company's debt rating and the Fronting Fee is equal to 0.25% . An accordion feature allows for increases in the aggregate commitment of up to $2,750,000 . In November and December 2015, PBF Holding increased the maximum availability under the Revolving Loan to $2,600,000 and $2,635,000 , respectively. At the option of PBF Holding, advances under the Revolving Loan bear interest either at the Alternate Base Rate plus the Applicable Margin, or the Adjusted LIBOR Rate plus the Applicable Margin, all as defined in the agreement. The Applicable Margin ranges from 1.50% to 2.25% for Adjusted LIBOR Rate Loans and from 0.50% to 1.25% for Alternative Base Rate Loans, depending on the Company's debt rating. Interest is paid in arrears, either quarterly in the case of Alternate Base Rate Loans or at the maturity of each Adjusted LIBOR Rate Loan. Advances under the Revolving Loan, plus all issued and outstanding letters of credit may not exceed the lesser of $2,635,000 or the Borrowing Base, as defined in the agreement. The Revolving Loan can be prepaid, without penalty, at any time. The Revolving Loan has a financial covenant which requires that if at any time Excess Availability, as defined in the agreement, is less than the greater of (i) 10% of the lesser of the then existing Borrowing Base and the then aggregate Revolving Commitments of the Lenders (the Financial Covenant Testing Amount), and (ii) $100,000 , and until such time as Excess Availability is greater than the Financial Covenant Testing Amount and $100,000 for a period of 12 or more consecutive days, PBF Holding will not permit the Consolidated Fixed Charge Coverage Ratio, as defined in the agreement and determined as of the last day of the most recently completed quarter, to be less than 1.1 to 1.0 . PBF Holding’s obligations under the Revolving Loan (a) are guaranteed by each of its domestic operating subsidiaries that are not Excluded Subsidiaries (as defined in the agreement) and (b) are secured by a lien on (x) PBF LLC’s equity interest in PBF Holding and (y) certain assets of PBF Holding and the subsidiary guarantors, including all deposit accounts (other than zero balance accounts, cash collateral accounts, trust accounts and/or payroll accounts, all of which are excluded from the collateral), all accounts receivable, all hydrocarbon inventory (other than the intermediate and finished products owned by J. Aron pursuant to the Inventory Intermediation Agreements) and to the extent evidencing, governing, securing or otherwise related to the foregoing, all general intangibles, chattel paper, instruments, documents, letter of credit rights and supporting obligations; and all products and proceeds of the foregoing. There were no outstanding borrowings under the Revolving Loan as of December 31, 2015 and December 31, 2014 , and standby letters of credit were $351,511 and $400,262 , respectively. PBFX Credit Facilities On May 14, 2014, in connection with the closing of the PBFX Offering, PBFX entered into a five -year, $275,000 senior secured revolving credit facility (the “PBFX Revolving Credit Facility”) and a three -year, $300,000 term loan facility (the “PBFX Term Loan”), each with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders. The PBFX Revolving Credit Facility was increased from $275,000 to $325,000 in December 2014. The PBFX Revolving Credit Facility is available to fund working capital, acquisitions, distributions and capital expenditures and for other general partnership purposes. PBFX can increase the maximum amount of the PBFX Revolving Credit Facility by an aggregate amount of up to $275,000 , to a total facility size of $600,000 , subject to receiving increased commitments from lenders or other financial institutions and satisfaction of certain conditions. The PBFX Revolving Credit Facility includes a $25,000 sublimit for standby letters of credit and a $25,000 sublimit for swingline loans. Obligations under the PBFX Revolving Credit Facility and certain cash management and hedging obligations designated by PBFX are guaranteed by its restricted subsidiaries, and are secured by a first priority lien on PBFX’s assets (including PBFX’s equity interests in Delaware City Terminaling Company LLC) and those of PBFX’s restricted subsidiaries (other than excluded assets and a guaranty of collection from PBF LLC). The maturity date of the PBFX Revolving Credit Facility may be extended for one year on up to two occasions, subject to certain customary terms and conditions. Borrowings under the PBFX Revolving Credit Facility bear interest at either a base rate plus an applicable margin ranging from 0.75% to 1.75% , or at LIBOR plus an applicable margin ranging from 1.75% to 2.75% . The applicable margin will vary based upon PBFX’s Consolidated Total Leverage Ratio, as defined in the PBFX Revolving Credit Facility. The PBFX Term Loan was used to fund a distribution to PBF LLC and is guaranteed by a guaranty of collection from PBF LLC and secured at all times by cash, U.S. Treasury or other investment grade securities in an amount equal to or greater than the outstanding principal amount (refer to Note 11 "Marketable Securities" of our Notes to Condensed Consolidated Financial Statements). Borrowings under the PBFX Term Loan bear interest either at the Base Rate (as defined in the PBFX Term Loan), or at LIBOR plus an applicable margin equal to 0.25% . The PBFX Revolving Credit Facility contains affirmative and negative covenants customary for revolving credit facilities of this nature which, among other things, limit or restrict PBFX’s ability and the ability of its restricted subsidiaries to incur or guarantee debt, incur liens, make investments, make restricted payments, amend material contracts, engage in business activities, engage in mergers, consolidations and other organizational changes, sell, transfer or otherwise dispose of assets or enter into burdensome agreements or enter into transactions with affiliates on terms which are not arm’s length. The PBFX Term Loan contains affirmative and negative covenants customary for term loans of this nature which, among other things, limit PBFX’s use of the proceeds and restrict PBFX’s ability to incur liens and enter into burdensome agreements. Additionally, under the terms of the PBFX Revolving Credit Facility, PBFX is required to maintain the following financial ratios, each tested on a quarterly basis for the immediately preceding four quarter period then ended (or such shorter period as shall apply, the “Measurement Period”): (a) until such time as PBFX obtains an investment grade credit rating, Consolidated Interest Coverage Ratio (as defined in the PBFX Revolving Credit Facility) of at least 2.50 to 1.00 ; (b) the Consolidated Total Leverage Ratio of not greater than 4.00 to 1.00 (or 4.50 to 1.00 at any time after (i) PBFX has issued at least $100,000 of unsecured notes, and (ii) in addition to clause (i), upon the consummation of a Material Permitted Acquisition (as defined in the PBFX Revolving Credit Facility) and for two-hundred seventy days immediately thereafter (an “Increase Period”), if elected by PBFX by written notice to the administrative agent given on or prior to the date of such acquisition, the maximum permitted Consolidated Total Coverage Ratio shall be increased by 0.50 to 1.00 above the otherwise relevant level (the “Step-Up”), provided that Increase Periods may not be successive unless the ratio has been complied with for at least one Measurement Period ending after such Increase Period (i.e., without giving effect to the Step-Up)) and (c) after PBFX has issued at least $100,000 of unsecured notes, the Consolidated Senior Secured Leverage Ratio (as defined in the credit agreement) of not greater than 3.50 to 1.00 . The PBFX Revolving Credit Facility generally prohibits PBFX from making cash distributions (subject to certain exceptions) except for so long as no default or event of default exists or would be caused thereby, and only to the extent permitted by PBFX's partnership agreement, PBFX may make cash distributions to its unit holders up to the amount of PBFX’s Available Cash (as defined in the partnership agreement). The PBFX Revolving Credit Facility and the PBFX Term Loan contain events of default customary for transactions of their nature, including, but not limited to (and subject to any applicable grace periods in certain circumstances), the failure to pay any principal, interest or fees when due, failure to perform or observe any covenant contained in the PBFX Revolving Credit Facility or related documentation, any representation or warranty made in the agreements or related documentation being untrue in any material respect when made, default under certain material debt agreements, commencement of bankruptcy or other insolvency proceedings, certain changes in PBFX’s ownership or the ownership or board composition of PBF GP and material judgments or orders. Upon the occurrence and during the continuation of an event of default under the agreements, the lenders may, among other things, terminate their commitments, declare any outstanding loans to be immediately due and payable and/or exercise remedies against PBFX and the collateral as may be available to the lenders under the agreements and related documentation or applicable law. The PBFX Revolving Credit Facility and the PBFX Term Loan may be repaid, from time-to-time, without penalty. As of December 31, 2015 , there were $24,500 of borrowings and $2,000 of letters of credit outstanding under the PBFX Revolving Credit Facility, $234,200 outstanding under the PBFX Term Loan and $350,000 outstanding under the PBFX Senior Notes. At December 31, 2014 , there were borrowings of $275,100 outstanding under the PBFX Revolving Credit Facility and $234,900 outstanding under the PBFX Term Loan. PBFX Senior Notes On May 12, 2015, PBFX entered into an indenture among the Partnership, PBF Logistics Finance Corporation, a Delaware corporation and wholly-owned subsidiary of the Partnership (“PBF Finance,” and together with the Partnership, the “Issuers”), the Guarantors named therein and Deutsche Bank Trust Company Americas, as Trustee, under which the Issuers issued $350,000 in aggregate principal amount of 6.875% Senior Notes due 2023 (the "PBFX Senior Notes"). The initial purchasers in the offering purchased $330,090 aggregate principal amount of the PBFX Senior Notes pursuant to a private placement transaction conducted under Rule 144A and Regulation S of the Securities Act of 1933, as amended, and certain of PBF Energy’s officers and directors and their affiliates and family members purchased the remaining $19,910 aggregate principal amount of the PBFX Senior Notes in a separate private placement transaction. The Issuers received net proceeds of approximately $343,000 from the offering after deducting the initial purchasers’ discount and offering expenses, and used such proceeds to pay $88,000 of the cash consideration due in connection with the Delaware City Products Pipeline and Truck Rack Acquisition and to repay $255,000 of outstanding indebtedness under the PBFX Revolving Credit Facility. PBF LLC agreed to a limited guarantee of collection of the principal amount of the PBFX Senior Notes, but is not otherwise subject to the covenants of the indenture. The PBFX Senior Notes are general senior unsecured obligations of the Issuers and are equal in right of payment with all of the Issuers’ existing and future senior indebtedness, including amounts outstanding under the PBFX Revolving Credit Facility and the PBFX Term Loan. The PBFX Senior Notes will be senior to any future subordinated indebtedness the Issuers may incur. The PBFX Senior Notes are effectively subordinated to all of the Issuers’ and the Guarantors’ existing and future secured debt, including the PBFX Revolving Credit Facility and PBFX Term Loan, to the extent of the value of the assets securing that secured debt and will be structurally subordinated to all indebtedness of PBFX’s subsidiaries that do not guarantee the PBFX Senior Notes. The PBFX indenture contains customary terms, events of default and covenants for transactions of this nature. These covenants include limitations on PBFX’s and its restricted subsidiaries’ ability to, among other things: (i) make investments, (ii) incur additional indebtedness or issue preferred units, (iii) pay dividends or make distributions on units or redeem or repurchase its subordinated debt, (iv) create liens, (v) incur dividend or other payment restrictions affecting subsidiaries, (vi) sell assets, (vii) merge or consolidate with other entities and (viii) enter into transactions with affiliates. These covenants are subject to a number of important limitations and exceptions. PBFX has optional redemption rights to repurchase all or a portion of the PBFX Senior Notes at varying prices no less than 100% of the principal amount of the PBFX Senior Notes, plus accrued and unpaid interest. The holders of the PBFX Senior Notes have repurchase options exercisable only upon a change in control, certain asset dispositions, or in event of default as defined in the indenture. PBF Rail Revolving Credit Facility Effective March 25, 2014, PBF Rail Logistics Company LLC (“PBF Rail”), an indirect wholly-owned subsidiary of PBF Holding, entered into a $250,000 secured revolving credit agreement (the “Rail Facility”) with a consortium of banks, including Credit Agricole Corporate & Investment Bank (“CA-CIB”) as Administrative Agent. The primary purpose of the Rail Facility is to fund the acquisition by PBF Rail of coiled and insulated crude tank cars and non-coiled and non-insulated general purpose crude tank cars (the "Eligible Railcars") before December 2015. The amount available to be advanced under the Rail Facility is equals to 70% of the lesser of the aggregate Appraised Value of the Eligible Railcars, or the aggregate Purchase Price of such Eligible Railcars, as these terms are defined in the Rail Facility. On the first anniversary of the closing, the advance rate adjusts automatically to 65% . At any time prior to maturity PBF Rail may repay and re-borrow any advances without premium or penalty. At PBF Rail's election, advances bear interest at a rate per annum equal to one month LIBOR plus the Facility Margin for Eurodollar Loans, or the Corporate Base Rate plus the Facility Margin for Base Rate Loans (the Corporate Base Rate is equal to the higher of the prime rate as determined by CA-CIB, the Federal Funds Rate plus 50 basis points, or one month LIBOR plus 100 basis points), all as defined in the Rail Facility. In addition, there is a commitment fee on the unused portion. Interest and fees are payable monthly. The lenders received a perfected, first priority security interest in all of PBF Rail's assets, including but not limited to (i) the Eligible Railcars, (ii) all railcar marks and other intangibles, (iii) the rights of PBF Rail under the Transportation Services Agreement (“TSA”) entered into between PBF Rail and PBF Holding, (iv) the accounts of PBF Rail, and (v) proceeds from the sale or other disposition of the Eligible Railcars, including insurance proceeds. In addition, the lenders received a pledge of the membership interest of PBF Rail held by PBF Transportation Company LLC, a wholly-owned subsidiary of PBF Holding. The obligations of PBF Holding under the TSA are guaranteed by each of Delaware City Refining, Paulsboro Refining, and Toledo Refining. On April 29, 2015, PBF Rail entered into the First Amendment to the Rail Facility. The amendments to the Rail Facility include the extension of the maturity to April 29, 2017, the reduction of the total commitment from $250,000 to $150,000 , and the reduction of the commitment fee on the unused portion of the Rail Facility. On the first anniversary of the closing of the amendment, the advance rate adjusts automatically to 65% . There was $67,491 and $37,270 outstanding under the Rail Facility at December 31, 2015 and December 31, 2014 , respectively. Senior Secured Notes On February 9, 2012, PBF Holding completed the offering of $675,500 aggregate principal amount of 8.25% Senior Secured Notes due 2020 (the "2020 Senior Secured Notes"). The net proceeds, after deducting the original issue discount, the initial purchasers’ discounts and commissions, and the fees and expenses of the offering, were used to repay all of the outstanding indebtedness plus accrued interest owed under the Toledo Promissory Note, the Paulsboro Promissory Note, and the Term Loan, as well as to reduce the outstanding balance of the Revolving Loan. On November 24, 2015, PBF Holding and PBF Holding’s wholly-owned subsidiary, PBF Finance Corporation completed an offering of $500,000 in aggregate principal amount of 7.00% Senior Secured Notes due 2023 (the “2023 Senior Secured Notes”, and together with the 2020 Senior Secured Notes, the "Senior Secured Notes"). The net proceeds from this offering were approximately $490,000 after deducting the initial purchasers’ discount and offering expenses. The Company intends to use the proceeds for general corporate purposes, including to fund a portion of the purchase price for the pending acquisition of the Torrance refinery and related logistics assets. The 2023 Senior Secured Notes include a registration payment arrangement whereby the Company has agreed to file with the SEC and use reasonable efforts to cause to become effective within 365 days of the closing date, a registration statement relating to an offer to exchange the 2023 Senior Secured Notes for an issue of registered notes with terms substantially identical to the notes. The Company fully intends to file a registration statement for the exchange of the 2023 Senior Secured Notes within the 365 day period following the closing of the 2023 Senior Secured Notes. In addition, there are no restrictions or hindrances that the Company is aware of that would prohibit it from filing such registration statement and maintaining its effectiveness as stipulated in the registration rights agreement. As such, the Company asserts that it is not probable that it will have to transfer any consideration as a result of the registration rights agreement and thus no loss contingency was recorded. The Senior Secured Notes are secured on a first-priority basis by substantially all of the present and future assets of PBF Holding and its subsidiaries (other than assets securing the Revolving Loan). Payment of the Senior Secured Notes is jointly and severally guaranteed by substantially all of PBF Holding’s subsidiaries. PBF Holding has optional redemption rights to repurchase all or a portion of the Senior Secured Notes at varying prices no less than 100% of the principal amounts of the notes plus accrued and unpaid interest. The holders of the Senior Secured Notes have repurchase options exercisable only upon a change in control, certain asset sale transactions, or in event of a default as defined in the indenture agreement. In addition, the Senior Secured Notes contain covenant restrictions limiting certain types of additional debt, equity issuances, and payments. At all times after (a) a covenant suspension event (which requires that the Senior Secured Notes have investment grade ratings from both Moody’s Investment Services, Inc. and Standard & Poor’s), or (b) a Collateral Fall-Away Event, as defined in the indenture, the Senior Secured Notes will become unsecured. Catalyst Leases Subsidiaries of the Company have entered into agreements at each of its refineries whereby the Company sold certain of its catalyst precious metals to major commercial banks and then leased them back. The catalyst is required to be repurchased by the Company at market value at lease termination. The Company treated these transactions as financing arrangements, and the lease payments are recorded as interest expense over the agreements’ terms. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company’s liability is directly impacted by the change in value of the underlying catalyst. The fair value of these repurchase obligations as reflected in the fair value of long-term debt outstanding table below is measured using Level 2 inputs. Details on the catalyst leases at each of our refineries as of December 31, 2015 are included in the following table: Annual lease fee Annual interest rate Expiration date Paulsboro catalyst lease $ 180 1.95 % December 2016 * Delaware City catalyst lease $ 322 1.96 % October 2016 * Toledo catalyst lease $ 326 1.99 % June 2017 Chalmette catalyst lease $ 185 3.85 % November 2018 * The Paulsboro and Delaware catalyst leases are included in long-term debt as of December 31, 2015 as the Company has the ability and intent to finance these debts through availability under other credit facilities if the catalyst leases are not renewed at maturity. Long-term debt outstanding consisted of the following: December 31, December 31, 2020 Senior Secured Notes $ 669,644 $ 668,520 2023 Senior Secured Notes 500,000 — Revolving Loan — — PBFX Revolving Credit Facility 24,500 275,100 PBFX Term Loan 234,200 234,900 PBFX Senior Notes 350,000 — Rail Facility 67,491 37,270 Catalyst leases 31,802 36,559 Unamortized deferred financing costs (41,282 ) (32,280 ) 1,836,355 1,220,069 Less—Current maturities — — Long-term debt $ 1,836,355 $ 1,220,069 Debt Maturities Debt maturing in the next five years and thereafter is as follows: Year Ending December 31, 2016 $ 17,252 2017 311,364 2018 4,877 2019 24,500 2020 669,644 Thereafter 850,000 $ 1,877,637 |
MARKETABLE SECURITIES
MARKETABLE SECURITIES | 12 Months Ended |
Dec. 31, 2015 | |
Marketable Securities [Abstract] | |
MARKETABLE SECURITIES | 11. MARKETABLE SECURITIES The U.S. Treasury securities purchased by the Company with the proceeds from the PBFX Offering are used as collateral to secure the PBFX Term Loan. PBFX anticipates holding the securities for an indefinite amount of time (the securities will be rolled over as they mature). As necessary and at the discretion of PBFX, these securities are expected to be liquidated and the proceeds used to fund future capital expenditures. While PBFX does not routinely sell marketable securities prior to their scheduled maturity dates, some of PBFX's investments may be held and restricted for the purpose of funding future capital expenditures and acquisitions, so these investments are classified as available-for-sale marketable securities as they may occasionally be sold prior to their scheduled maturity dates due to the unexpected timing of cash needs. The carrying values of these marketable securities approximate fair value and are measured using Level 1 inputs. The maturities of the marketable securities range from one to three months and are classified on the balance sheet in non-current assets. As of December 31, 2015 and December 31, 2014 the Company held $234,258 and $234,930 , respectively, in marketable securities. The gross unrecognized holding gains and losses for the years ended December 31, 2015 and December 31, 2014 were not material |
OTHER LONG-TERM LIABILITIES
OTHER LONG-TERM LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Other Liabilities Disclosure [Abstract] | |
OTHER LONG-TERM LIABILITIES | OTHER LONG-TERM LIABILITIES Other long-term liabilities consisted of the following: December 31, December 31, Defined benefit pension plan liabilities $ 42,509 $ 40,142 Post retiree medical plan 17,729 14,740 Environmental liabilities and other 8,189 7,727 Other 182 — $ 68,609 $ 62,609 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS The Company engaged Fuel Strategies International, Inc., the principal of which is the brother of the Executive Chairman of the Board of Directors of the Company, to provide consulting services relating to petroleum coke and commercial operations. For the year ended December 31, 2015 there were no charges under this agreement. For the years ended December 31, 2014 and 2013 , the Company incurred charges of $588 and $646 , respectively, under this agreement. The Company has an agreement with the Executive Chairman of the Board of Directors, for the use of an airplane that is owned by a company owned by the Executive Chairman. The Company pays a charter rate that is the lowest rate this aircraft is chartered to third-parties. For the years ended December 31, 2015 , 2014 and 2013 , the Company incurred charges of $957 , $1,214 , and $1,274 , respectively, related to the use of this airplane. As of December 31, 2013, each of Blackstone and First Reserve, the Company’s financial sponsors, had received the full return of its aggregate amount invested in PBF LLC Series A Units. As a result, pursuant to the amended and restated limited liability company agreement of PBF LLC, the holders of PBF LLC Series B Units are entitled to an interest in the amounts received by Blackstone and First Reserve in excess of their original investment in the form of PBF LLC distributions and from the shares of PBF Energy Class A Common Stock issuable to Blackstone and First Reserve (for their own account and on behalf of the holders of PBF LLC Series B Units) upon an exchange, and the proceeds from the sale of such shares. Such proceeds received by Blackstone and First Reserve are distributed to the holders of the PBF LLC Series B Units in accordance with the distribution percentages specified in the PBF LLC amended and restated limited liability company agreement. The total amount distributed to the PBF LLC Series B Unit holders for the years ended December 31, 2015 , 2014 and 2013 was $19,592 , $130,523 and $6,427 respectively. There were no amounts distributed to PBF LLC Series B Unit holders prior to 2013. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Lease and Other Commitments The Company leases office space, office equipment, refinery facilities and equipment, and railcars under non-cancelable operating leases, with terms ranging from one to twenty years, subject to certain renewal options as applicable. Total rent expense was $126,060 , $98,473 , and $70,581 for the years ended December 31, 2015 , 2014 and 2013 , respectively. The Company is party to agreements which provide for the treatment of wastewater and the supply of hydrogen and steam for certain of its refineries. The Company made purchases of $36,139 , $40,444 and $38,383 under these supply agreements for the years ended December 31, 2015 , 2014 and 2013 , respectively. The fixed and determinable amounts of the obligations under these agreements and total minimum future annual rentals, exclusive of related costs, are approximately: Year Ending December 31, 2016 $ 138,890 2017 131,057 2018 122,286 2019 95,397 2020 94,666 Thereafter 237,435 $ 819,731 Employment Agreements Concurrent with the PBF Energy IPO in December 2012, PBF Investments ("PBFI") entered into amended and restated employment agreements with members of executive management and certain other key personnel that include automatic annual renewals, unless canceled. Under some of the agreements, certain of the executives would receive a lump sum payment of between one and a half to 2.99 times their base salary and continuation of certain employee benefits for the same period upon termination by the Company “Without Cause”, or by the employee “For Good Reason”, or upon a “Change in Control”, as defined in the agreements. Upon death or disability, certain of the Company’s executives, or their estates, would receive a lump sum payment of at least one half of their base salary. Environmental Matters The Company’s refineries are subject to extensive and frequently changing federal, state and local laws and regulations, including, but not limited to, those relating to the discharge of materials into the environment or that otherwise relate to the protection of the environment, waste management and the characteristics and the compositions of fuels. Compliance with existing and anticipated laws and regulations can increase the overall cost of operating the refineries, including remediation, operating costs and capital costs to construct, maintain and upgrade equipment and facilities. In connection with the Paulsboro refinery acquisition, the Company assumed certain environmental remediation obligations. The environmental liability of $10,367 recorded as of December 31, 2015 ( $10,476 as of December 31, 2014 ) represents the present value of expected future costs discounted at a rate of 8% . At December 31, 2015 the undiscounted liability is $15,646 and the Company expects to make aggregate payments for this liability of $5,998 over the next five years . The current portion of the environmental liability is recorded in accrued expenses and the non-current portion is recorded in other long-term liabilities. As of December 31, 2015 and December 31, 2014 , this liability is self-guaranteed by the Company. In connection with the acquisition of the Delaware City assets, Valero Energy Corporation ("Valero") remains responsible for certain pre-acquisition environmental obligations up to $20,000 and the predecessor to Valero in ownership of the refinery retains other historical obligations. In connection with the acquisition of the Delaware City assets and the Paulsboro refinery, the Company and Valero purchased ten year, $75,000 environmental insurance policies to insure against unknown environmental liabilities at each site. In connection with the Toledo refinery acquisition, Sunoco remains responsible for environmental remediation for conditions that existed on the closing date for twenty years from March 1, 2011 subject to certain limitations. In connection with the acquisition of the Chalmette refinery, the Company obtained $3,936 in financial assurance (in the form of a surety bond) to cover estimated potential site remediation costs associated with an agreed to Administrative Order of Consent with the EPA. The estimated cost assumes remedial activities will continue for a minimum of 30 years. Further, in connection with the acquisition of the Chalmette refinery, the Company purchased a ten year, $100,000 environmental insurance policy to insure against unknown environmental liabilities at the refinery. In 2010, New York State adopted a Low-Sulfur Heating Oil mandate that, beginning July 1, 2012, requires all heating oil sold in New York State to contain no more than 15 parts per million ("PPM") sulfur. Since July 1, 2012, other states in the Northeast market began requiring heating oil sold in their state to contain no more than 15 PPM sulfur. Currently, six Northeastern states require heating oil with 15 PPM or less sulfur. By July 1, 2016, two more states are expected to adopt this requirement and by July 1, 2018 most of the remaining Northeastern states (except for Pennsylvania and New Hampshire) will require heating oil with 15 PPM or less sulfur. All of the heating oil the Company currently produces meets these specifications. The mandate and other requirements do not currently have a material impact on the Company's financial position, results of operations or cash flows. The EPA issued the final Tier 3 Gasoline standards on March 3, 2014 under the Clean Air Act. This final rule establishes more stringent vehicle emission standards and further reduces the sulfur content of gasoline starting in January of 2017. The new standard is set at 10 PPM sulfur in gasoline on an annual average basis starting January 1, 2017, with a credit trading program to provide compliance flexibility. The EPA responded to industry comments on the proposed rule and maintained the per gallon sulfur cap on gasoline at the existing 80 PPM cap. The standards set by the new rule are not expected to have a material impact on the Company’s financial position, results of operations or cash flows. The EPA was required to release the final annual standards for the Reformulated Fuels Standard ("RFS") for 2014 no later than Nov 29, 2013 and for 2015 no later than Nov 29, 2014. The EPA did not meet these requirements but did release proposed standards for 2014. The EPA did not finalize this proposal in 2014. However, in May 2015, the EPA re-proposed annual standards for RFS 2 for 2014, and proposed new standards for 2015 and 2016 and biomass-based diesel volumes for 2017. The final standards were issued on November 30, 2015. The standards issued by the EPA include volume requirements in the annual standards which, while below the volumes originally set by Congress, increased renewable fuel use in the U.S. above historical levels and provide for steady growth over time. The EPA also increased the required volume of biomass-based diesel in 2015, 2016, and 2017 while maintaining the opportunity for growth in other advanced biofuels. The Company is currently evaluating the final standards and they may have a material impact on the Company's cost of compliance with RFS 2. The EPA published a Final Rule to the Clean Water Act ("CWA") Section 316(b) in August 2014 regarding cooling water intake structures, which includes requirements for petroleum refineries. The purpose of this rule is to prevent fish from being trapped against cooling water intake screens (impingement) and to prevent fish from being drawn through cooling water systems (entrainment). Facilities will be required to implement Best Technology Available (BTA) as soon as possible, but state agencies have the discretion to establish implementation time lines. The Company continues to evaluate the impact of this regulation, and at this time does not anticipate it having a material impact on the Company’s financial position, results of operations or cash flows. In addition, on December 1, 2015 the EPA finalized revisions to an existing air regulation concerning Maximum Achievable Control Technologies ("MACT") for Petroleum Refineries. The regulation requires additional continuous monitoring systems for eligible process safety valves relieving to atmosphere, minimum flare gas heat (Btu) content, and delayed coke drum vent controls to be installed by January 30, 2019. In addition, a program for ambient fence line monitoring for benzene will need to be implemented by January 30, 2018. The Company is currently evaluating the final standards to evaluate the impact of this regulation, and at this time does not anticipate it will have a material impact on the Company's financial position, results of operations or cash flows. The Delaware City Rail Terminal and DCR West Rack are collocated with the Delaware City refinery, and are located in Delaware's coastal zone where certain activities are regulated under the Delaware Coastal Zone act. On June 14, 2013, two administrative appeals were filed by the Sierra Club and Delaware Audubon (collectively, the "Appellants") regarding an air permit Delaware City Refining obtained to allow loading of crude oil onto barges. The appeals allege that both the loading of crude oil onto barges and the operation of the Delaware City Rail Terminal violate Delaware’s Coastal Zone Act. The first appeal is Number 2013-1 before the State Coastal Zone Industrial Control Board (the “CZ Board”), and the second appeal is before the Environmental Appeals Board (the “EAB”) and appeals Secretary’s Order No. 2013-A-0020. The CZ Board held a hearing on the first appeal on July 16, 2013, and ruled in favor of Delaware City Refining and the State of Delaware and dismissed Appellants’ appeal for lack of standing. The Appellants appealed that decision to the Delaware Superior Court, New Castle County, Case No. N13A-09-001 ALR, and Delaware City Refining and the State of Delaware filed cross-appeals. A hearing on the second appeal before the EAB, case no. 2013-06, was held on January 13, 2014, and the EAB ruled in favor of Delaware City Refining and the State and dismissed the appeal for lack of jurisdiction. The Appellants also filed a Notice of Appeal with the Superior Court appealing the EAB’s decision. On March 31, 2015 the Superior Court affirmed the decisions by both the CZ Board and the EAB stating they both lacked jurisdiction to rule on the Appellants' appeal. The Appellants appealed to the Delaware Supreme Court, and, on November 5, 2015, the Delaware Supreme Court affirmed the Superior Court decision. The Company is also currently subject to certain other existing environmental claims and proceedings. The Company believes that there is only a remote possibility that future costs related to any of these other known contingent liability exposures would have a material impact on its financial position, results of operations or cash flows. PBF LLC Limited Liability Company Agreement The holders of limited liability company interests in PBF LLC, including PBF Energy, generally have to include for purposes of calculating their U.S. federal, state and local income taxes their share of any taxable income of PBF LLC, regardless of whether such holders receive cash distributions from PBF LLC. PBF Energy ultimately may not receive cash distributions from PBF LLC equal to its share of such taxable income or even equal to the actual tax due with respect to that income. For example, PBF LLC is required to include in taxable income PBF LLC’s allocable share of PBFX’s taxable income and gains (such share to be determined pursuant to the partnership agreement of PBFX), regardless of the amount of cash distributions received by PBF LLC from PBFX, and such taxable income and gains will flow-through to PBF Energy to the extent of its allocable share of the taxable income of PBF LLC. As a result, at certain times, the amount of cash otherwise ultimately available to PBF Energy on account of its indirect interest in PBFX may not be sufficient for PBF Energy to pay the amount of taxes it will owe on account of its indirect interests in PBFX. Taxable income of PBF LLC generally is allocated to the holders of PBF LLC units (including PBF Energy) pro-rata in accordance with their respective share of the net profits and net losses of PBF LLC. In general, PBF LLC is required to make periodic tax distributions to the members of PBF LLC, including PBF Energy, pro-rata in accordance with their respective percentage interests for such period (as determined under the amended and restated limited liability company agreement of PBF LLC), subject to available cash and applicable law and contractual restrictions (including pursuant to our debt instruments) and based on certain assumptions. Generally, these tax distributions are required to be in an amount equal to our estimate of the taxable income of PBF LLC for the year multiplied by an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate prescribed for an individual or corporate resident in New York, New York (taking into account the nondeductibility of certain expenses). If, with respect to any given calendar year, the aggregate periodic tax distributions were less than the actual taxable income of PBF LLC multiplied by the assumed tax rate, PBF LLC is required to make a “true up” tax distribution, no later than March 15 of the following year, equal to such difference, subject to the available cash and borrowings of PBF LLC. PBF LLC obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. Tax Receivable Agreement PBF Energy entered into a tax receivable agreement with the PBF LLC Series A and PBF LLC Series B Unit holders (the “Tax Receivable Agreement”) that provides for the payment by PBF Energy to such persons of an amount equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis, as described below, and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. For purposes of the Tax Receivable Agreement, the benefits deemed realized by PBF Energy will be computed by comparing the actual income tax liability of PBF Energy (calculated with certain assumptions) to the amount of such taxes that PBF Energy would have been required to pay had there been no increase to the tax basis of the assets of PBF LLC as a result of purchases or exchanges of PBF LLC Series A Units for shares of PBF Energy's Class A common stock and had PBF Energy not entered into the Tax Receivable Agreement. The term of the Tax Receivable Agreement will continue until all such tax benefits have been utilized or expired unless: (i) PBF Energy exercises its right to terminate the Tax Receivable Agreement, (ii) PBF Energy breaches any of its material obligations under the Tax Receivable Agreement or (iii) certain changes of control occur, in which case all obligations under the Tax Receivable Agreement will generally be accelerated and due as calculated under certain assumptions. The payment obligations under the Tax Receivable Agreement are obligations of PBF Energy and not of PBF LLC, PBF Holding or PBFX. In general, PBF Energy expects to obtain funding for these annual payments from PBF LLC, primarily through tax distributions, which PBF LLC makes on a pro-rata basis to its owners. Such owners include PBF Energy, which holds a 95.1% and 89.9% interest in PBF LLC as of December 31, 2015 and December 31, 2014 , respectively. PBF LLC obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. As of December 31, 2015 and December 31, 2014 , the Company has recognized a liability for the tax receivable agreement of $661,418 and $712,727 , respectively, reflecting the estimate of the undiscounted amounts that the Company expects to pay under the agreement. |
STOCKHOLDERS' AND MEMBERS' EQUI
STOCKHOLDERS' AND MEMBERS' EQUITY STRUCTURE | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
STOCKHOLDERS’ AND MEMBERS’ EQUITY STRUCTURE | STOCKHOLDERS’ AND MEMBERS’ EQUITY STRUCTURE Class A Common Stock Holders of Class A common stock are entitled to receive dividends when and if declared by the Board of Directors out of funds legally available therefore, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock. Upon the Company’s dissolution or liquidation or the sale of all or substantially all of the assets, after payment in full of all amounts required to be paid to creditors and to the holders of preferred stock having liquidation preferences, if any, the holders of shares of Class A common stock will be entitled to receive pro rata remaining assets available for distribution. Holders of shares of Class A common stock do not have preemptive, subscription, redemption or conversion rights. Class B Common Stock Holders of shares of Class B common stock are entitled, without regard to the number of shares of Class B common stock held by such holder, to one vote for each PBF LLC Series A Unit beneficially owned by such holder. Accordingly, the members of PBF LLC other than PBF Energy collectively have a number of votes in PBF Energy that is equal to the aggregate number of PBF LLC Series A Units that they hold. Holders of shares of Class A common stock and Class B common stock vote together as a single class on all matters presented to stockholders for their vote or approval, except as otherwise required by applicable law. Holders of Class B common stock do not have any right to receive dividends or to receive a distribution upon a liquidation or winding up of PBF Energy. Preferred Stock Authorized preferred stock may be issued in one or more series, with designations, powers and preferences as shall be designated by the Board of Directors. PBF LLC Capital Structure PBF LLC Series A Units The allocation of profits and losses and distributions to PBF LLC Series A unit holders is governed by the Limited Liability Company Agreement of PBF LLC. These allocations are made on a pro rata basis with PBF LLC Series C Units. PBF LLC Series A unit holders do not have voting rights. PBF LLC Series B Units The PBF LLC Series B Units are intended to be “profit interests” within the meaning of Revenue Procedures 93-27 and 2001-43 of the Internal Revenue Service and have a stated value of zero at issuance. The PBF LLC Series B Units are held by certain of the Company’s current and former officers, have no voting rights and are designed to increase in value only after the Company’s financial sponsors achieve certain levels of return on their investment in PBF LLC Series A Units. Accordingly, the amounts paid to the holders of PBF LLC Series B Units, if any, will reduce only the amounts otherwise payable to the PBF LLC Series A Units held by the Company’s financial sponsors, and will not reduce or otherwise impact any amounts payable to PBF Energy (the holder of PBF LLC Series C Units), the holders of the Company’s Class A common stock or any other holder of PBF LLC Series A Units. The maximum number of PBF LLC Series B Units authorized to be issued is 1,000,000 . PBF LLC Series C Units The PBF LLC Series C Units rank on a parity with the PBF LLC Series A Units as to distribution rights, voting rights and rights upon liquidation, winding up or dissolution. PBF LLC Series C Units are held solely by PBF Energy. Information about the issued classes of PBF LLC units for the years ended December 31, 2015 , 2014 and 2013 , is as follows: Series A Units Series B Units Series C Units Balance—January 1, 2013 72,972,131 1,000,000 23,571,221 Secondary offering transaction (15,950,000 ) — 15,950,000 Issuances of restricted stock — — 60,392 Exercise of warrants and options 263,403 — — Exchange of Series A Units for Class A common stock of PBF Energy Inc. (83,860 ) — 83,860 Balance - December 31, 2013 57,201,674 1,000,000 39,665,473 Secondary offering transaction (48,000,000 ) — 48,000,000 Issuances of restricted stock — — 30,348 Exercise of warrants and options 26,533 — — Exchange of Series A Units for Class A common stock of PBF Energy Inc. (56,694 ) — 56,694 Redemption of C Units in connection with stock repurchase — — (5,765,946 ) Surrender of units for tax withholding (817 ) — (5,450 ) Balance - December 31, 2014 9,170,696 1,000,000 81,981,119 Secondary offering transaction (3,804,653 ) — 3,804,653 Issuances of restricted stock — — 247,720 Exercise of warrants and options 149,974 — 12,766 Exchange of Series A Units for Class A common stock of PBF Energy Inc. (529,178 ) — 529,178 Redemption of C Units in connection with stock repurchase — — (284,771 ) Surrender of units for tax withholding (1,481 ) — (8,732 ) October 2015 equity offering — — 11,500,000 Balance—December 31, 2015 4,985,358 1,000,000 97,781,933 The warrants and options exercised in the table above include both non-compensatory and compensatory PBF LLC Series A warrants and options. Treasury Stock On August 19, 2014, the Company's Board of Directors authorized the repurchase of up to $200,000 of the Company's Class A common stock (the "Repurchase Program"). On October 29, 2014, the Company's Board of Directors approved an additional $100,000 increase to the existing Repurchase Program. The Repurchase Program expires on September 30, 2016. As of December 31, 2015 the Company has purchased approximately 6.05 million shares of the Company's Class A common stock through open market transactions under the Repurchase Program, for a total of $150,804 . The following table summarizes the Company's Class A common stock repurchase activity under the Repurchase Program: Number of shares purchased (1) Cost of purchased shares Shares purchased at December 31, 2013 — $ — Shares purchased during 2014 5,765,946 142,731 Shares purchased at December 31, 2014 5,765,946 142,731 Shares purchased during 2015 284,771 8,073 Shares purchased at December 31, 2015 6,050,717 $ 150,804 ————————————— (1) - The shares purchased include only those shares that have settled as of the period end date. These repurchases may be made from time to time through various methods, including open market transactions, block trades, accelerated share repurchases, privately negotiated transactions or otherwise, certain of which may be effected through Rule 10b5-1 and Rule 10b-18 plans. The timing and number of shares repurchased will depend on a variety of factors, including price, capital availability, legal requirements and economic and market conditions. The Company is not obligated to purchase any shares under the Repurchase Program, and repurchases may be suspended or discontinued at any time without prior notice. As of December 31, 2015 , the Company had $149,196 remaining in authorized expenditures under the Repurchase Program. The Company also records Class A common stock surrendered to cover income tax withholdings for certain directors and employees pursuant to the vesting of certain awards under the Company’s equity-based compensation plans as treasury shares. The following table summarizes the changes in equity for the controlling and noncontrolling interests of PBF Energy for the year ended December 31, 2015 : PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2015 $ 1,218,213 $ 138,734 $ 336,369 $ 1,693,316 Comprehensive income 148,406 14,627 34,606 197,639 Dividends and distributions (106,584 ) (19,386 ) (23,458 ) (149,428 ) Record deferred tax asset and liabilities and tax receivable agreement associated with secondary offerings (12,046 ) — — (12,046 ) Record allocation of noncontrolling interest upon completion of secondary offerings 39,976 (39,976 ) — — Issuance of additional PBFX common units 11,390 — (11,390 ) — Stock-based compensation 9,218 — 4,279 13,497 Record noncontrolling interest upon completion of the PBFX Offering — — — — Exercise of PBF LLC options and warrants, net 2,797 (2,707 ) — 90 October 2015 Equity Offering 344,000 — — 344,000 Purchase of treasury stock (8,073 ) — — (8,073 ) Record noncontrolling interest in Chalmette Acquisition — 16,951 — 16,951 Other — — (89 ) (89 ) Balance at December 31, 2015 $ 1,647,297 $ 108,243 $ 340,317 $ 2,095,857 |
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS | 12 Months Ended |
Dec. 31, 2015 | |
Noncontrolling Interest [Abstract] | |
NONCONTROLLING INTERESTS | NONCONTROLLING INTERESTS Noncontrolling Interest in PBF LLC As a result of the PBF Energy IPO and the related reorganization transactions on December 18, 2012, PBF Energy became the sole managing member of, and had a controlling interest in, PBF LLC. As the sole managing member of PBF LLC, PBF Energy operates and controls all of the business and affairs of PBF LLC and its subsidiaries. In connection with the secondary offerings, Blackstone and First Reserve exchanged an aggregate 67,754,653 Series A Units of PBF LLC for an equivalent number of shares of Class A common stock of PBF Energy, which, along with certain other equity transactions, increased PBF Energy's interest in PBF LLC to approximately 95.1% and 89.9% as of December 31, 2015 and 2014 , respectively. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries, and records a noncontrolling interest for the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the consolidated statements of operations represents the portion of net income or loss attributable to the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the consolidated balance sheets represents the portion of net assets of PBF Energy attributable to the members of PBF LLC other than PBF Energy. The noncontrolling interest ownership percentages of PBF Energy as of the IPO, the completion dates of each of the secondary offerings, the October 2015 equity offering and the years ended December 31, 2015 , 2014 and 2013 are calculated as follows: Holders of Outstanding Shares Total January 1, 2013 72,972,131 23,571,221 96,543,352 75.6 % 24.4 % 100 % June 12, 2013 - Secondary offering 57,027,225 39,563,835 96,591,060 59.0 % 41.0 % 100 % December 31, 2013 57,201,674 39,665,473 96,867,147 59.1 % 40.9 % 100 % January 10, 2014 - Secondary offering 42,201,674 54,665,473 96,867,147 43.6 % 56.4 % 100 % March 26, 2014 - Secondary offering 27,213,374 69,670,192 96,883,566 28.1 % 71.9 % 100 % June 17, 2014 - Secondary offering 9,213,374 87,670,832 96,884,206 9.5 % 90.5 % 100 % December 31, 2014 9,170,696 81,981,119 91,151,815 10.1 % 89.9 % 100 % February 6, 2015 - Secondary offering 5,366,043 85,768,077 91,134,120 5.9 % 94.1 % 100 % October 13, 2015 - Equity offering 5,111,358 97,393,850 102,505,208 5.0 % 95.0 % 100 % December 31, 2015 4,985,358 97,781,933 102,767,291 4.9 % 95.1 % 100 % Noncontrolling Interest in PBFX Subsequent to the PBFX Offering, PBF LLC held a 50.2% limited partner interest in PBFX and all of PBFX’s incentive distribution rights, with the remaining 49.8% limited partner interest held by public common unit holders. In connection with the DCR West Rack Acquisition, the Toledo Storage Facility Acquisition and the Delaware City Products Pipeline and Truck Rack Acquisition, PBF LLC increased its ownership in PBFX to a 53.7% limited partner interest, with the remaining 46.3% limited partner interest owned by public common unit holders as of December 31, 2015 . PBF LLC is also the sole member of PBF GP, the general partner of PBFX. PBF Energy, through its ownership of PBF LLC, consolidates the financial results of PBFX, and records a noncontrolling interest for the economic interest in PBFX held by the public common unit holders. Noncontrolling interest on the consolidated statements of operations includes the portion of net income or loss attributable to the economic interest in PBFX held by the public common unit holders of PBFX other than PBF Energy (through its ownership in PBF LLC). Noncontrolling interest on the consolidated balance sheets includes the portion of net assets of PBFX attributable to the public common unit holders of PBFX. The noncontrolling interest ownership percentages of PBFX as of the PBFX Offering, DCR West Rack Acquisition, the Toledo Storage Facility Acquisition, Delaware City Products Pipeline and Truck Rack and the year ended December 31, 2015 are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC (Including Subordinated Units) Total May 14, 2014 15,812,500 15,960,606 31,773,106 49.8 % 50.2 % 100.0 % September 30, 2014 15,812,500 16,550,142 32,362,642 48.9 % 51.1 % 100.0 % December 31, 2014 15,812,500 17,171,077 32,983,577 47.9 % 52.1 % 100.0 % May 15, 2015 15,812,500 18,459,497 34,271,997 46.1 % 53.9 % 100.0 % December 31, 2015 15,924,676 18,459,497 34,384,173 46.3 % 53.7 % 100.0 % Noncontrolling Interest in PBF Holding Subsequent to the Chalmette Acquisition, PBF Holding recorded noncontrolling interests in two subsidiaries of Chalmette Refining. PBF Holding, through Chalmette Refining, owns an 80% ownership interest in both Collins Pipeline Company and T&M Terminal Company. The Company recorded a noncontrolling interest in the earnings of these subsidiaries of $274 for the year ended December 31, 2015 . The following table summarizes the changes in equity for the controlling and noncontrolling interests of PBF Energy for the year ended December 31, 2015 : PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2015 $ 1,218,213 $ 138,734 $ 336,369 $ 1,693,316 Comprehensive income 148,406 14,627 34,606 197,639 Dividends and distributions (106,584 ) (19,386 ) (23,458 ) (149,428 ) Record deferred tax asset and liabilities and tax receivable agreement associated with secondary offerings (12,046 ) — — (12,046 ) Record allocation of noncontrolling interest upon completion of secondary offerings 39,976 (39,976 ) — — Issuance of additional PBFX common units 11,390 — (11,390 ) — Stock-based compensation 9,218 — 4,279 13,497 Record noncontrolling interest upon completion of the PBFX Offering — — — — Exercise of PBF LLC options and warrants, net 2,797 (2,707 ) — 90 October 2015 Equity Offering 344,000 — — 344,000 Purchase of treasury stock (8,073 ) — — (8,073 ) Record noncontrolling interest in Chalmette Acquisition — 16,951 — 16,951 Other — — (89 ) (89 ) Balance at December 31, 2015 $ 1,647,297 $ 108,243 $ 340,317 $ 2,095,857 Comprehensive Income Comprehensive income includes net income and other comprehensive income (loss) arising from activity related to the Company’s defined benefit employee benefit plan and unrealized gain on available-for-sale securities. The following table summarizes the allocation of total comprehensive income between the controlling and noncontrolling interests of PBF Energy for the year ended December 31, 2015 : Attributable to PBF Energy Inc. Noncontrolling Interests Total Net income $ 146,401 $ 49,132 $ 195,533 Other comprehensive income: Unrealized gain on available for sale securities 118 6 124 Amortization of defined benefit plans unrecognized net gain 1,887 95 1,982 Total other comprehensive income 2,005 101 2,106 Total comprehensive income $ 148,406 $ 49,233 $ 197,639 The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2014 : Attributable to PBF Energy Inc. Noncontrolling Interest Total Net (loss) income $ (38,237 ) $ 116,508 $ 78,271 Other comprehensive income (loss): Unrealized gain on available for sale securities 115 12 127 Amortization of defined benefit plans unrecognized net loss (11,206 ) (1,259 ) (12,465 ) Total other comprehensive loss (11,091 ) (1,247 ) (12,338 ) Total comprehensive (loss) income $ (49,328 ) $ 115,261 $ 65,933 The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2013 : Attributable to PBF Energy Inc. Noncontrolling Interest Total Net income $ 39,540 $ 174,545 $ 214,085 Other comprehensive loss: Unrealized loss on available for sale securities (126 ) (182 ) (308 ) Amortization of defined benefit plans unrecognized net loss (2,144 ) (3,145 ) (5,289 ) Total other comprehensive loss (2,270 ) (3,327 ) (5,597 ) Total comprehensive income $ 37,270 $ 171,218 $ 208,488 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Stock-based compensation expense included in general and administrative expenses consisted of the following: Years Ended December 31, 2015 2014 2013 PBF LLC Series A Unit compensatory warrants and options $ — $ 522 $ 779 PBF LLC Series B Units — — 530 PBF Energy options 7,528 4,343 2,051 PBF Energy restricted shares 1,690 1,230 393 PBFX Phantom Units 4,279 1,086 — $ 13,497 $ 7,181 $ 3,753 PBF LLC Series A warrants and options PBF LLC granted compensatory warrants to employees of the Company in connection with their purchase of Series A units in PBF LLC. The warrants grant the holder the right to purchase PBF LLC Series A Units. One-quarter of the PBF LLC Series A compensatory warrants were exercisable at the date of grant and the remaining three-quarters become exercisable over equal annual installments on each of the first three anniversaries of the grant date subject to acceleration in certain circumstances. They are exercisable for ten years from the date of grant. The remaining warrants became fully exercisable in connection with the IPO of PBF Energy. In addition, options to purchase PBF LLC Series A units were granted to certain employees, management and directors. Options vest over equal annual installments on each of the first three anniversaries of the grant date subject to acceleration in certain circumstances. The options are exercisable for ten years from the date of grant. The Company did not issue PBF LLC Series A Units compensatory warrants or options in 2015 , 2014 or 2013 . The following table summarizes activity for PBF LLC Series A compensatory warrants and options for the years ended December 31, 2015 , 2014 and 2013 : Number of PBF LLC Series A Compensatory Warrants and Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Stock Based Compensation, Outstanding at January 1, 2013 1,184,726 $ 10.44 8.23 Exercised (301,979 ) 10.11 — Forfeited (41,668 ) 11.27 — Outstanding at December 31, 2013 841,079 $ 10.52 7.40 Exercised (32,934 ) 10.00 — Forfeited (6,666 ) 11.59 — Outstanding at December 31, 2014 801,479 $ 10.53 6.41 Exercised (160,700 ) 10.28 — Forfeited — — — Outstanding at December 31, 2015 640,779 $ 10.59 5.46 Exercisable and vested at December 31, 2015 640,779 10.59 5.46 Exercisable and vested at December 31, 2014 753,985 $ 10.41 6.34 Exercisable and vested at December 31, 2013 545,247 $ 10.24 7.23 Expected to vest at December 31, 2015 640,779 $ 10.59 5.46 The total intrinsic value of stock options outstanding and exercisable at December 31, 2015 was $16,797 , respectively. The total intrinsic value of stock options exercised during the years ended December 31, 2015 , 2014 , and 2013 was $3,452 , $618 , and $4,298 , respectively. There was no unrecognized compensation expense related to PBF LLC Series A warrants and options at December 31, 2015 . Unrecognized compensation expense related to PBF LLC Series A warrants and options at December 31, 2014 was $140 , which was recognized in 2015. Prior to 2014, members of management of the Company had also purchased an aggregate of 2,740,718 non-compensatory Series A warrants in PBF LLC with an exercise price of $10.00 per unit, all of which were immediately exercisable. During the year ended December 31, 2015 and 2014 , 24,000 and 11,700 non-compensatory warrants were exercised. At December 31, 2015 and 2014 , there were 32,719 and 56,719 non-compensatory warrants outstanding, respectively. PBF LLC Series B Units PBF LLC Series B Units were issued and allocated to certain members of management during the years ended December 31, 2011 and 2010. One-quarter of the PBF LLC Series B Units vested at the time of grant and the remaining three-quarters vested in equal annual installments on each of the first three anniversaries of the grant date, subject to accelerated vesting upon certain events. The Series B Units fully vested during the year ended December 31, 2013. The following table summarizes activity for PBF LLC Series B Units for the year ended December 31, 2013 . Number of Weighted Average Grant Date Fair Value Non-vested units at January 1, 2013 250,000 $ 5.11 Allocated — — Vested (250,000 ) 5.11 Forfeited — — Non-vested units at December 31, 2013 — $ — PBF Energy options and restricted stock The Company grants awards of its Class A common stock under the 2012 Equity Incentive Plan which authorizes the granting of various stock and stock-related awards to employees, prospective employees and non-employees. Awards include options to purchase shares of Class A common stock and restricted Class A common stock that vest over a period determined by the plan. A total of 1,899,500 and 1,135,000 options to purchase shares of PBF Energy Class A common stock were granted to certain employees and management of the Company in the years ended December 31, 2015 and 2014 , respectively. A total of 247,720 and 30,348 shares of restricted Class A common stock were granted to certain directors, employees and management of the Company as of December 31, 2015 and 2014 , respectively. The PBF Energy options and restricted Class A common stock vest in equal annual installments on each of the first four anniversaries of the grant date subject to acceleration in certain circumstances. The options are exercisable for ten years from the date of grant. The estimated fair value of PBF Energy options granted during the years ended December 31, 2015 , 2014 and 2013 was determined using the Black-Scholes pricing model with the following weighted average assumptions: December 31, 2015 December 31, 2014 December 31, 2013 Expected life (in years) 6.25 6.25 6.25 Expected volatility 38.4 % 52.0 % 52.1 % Dividend yield 3.96 % 4.82 % 4.43 % Risk-free rate of return 1.58 % 1.80 % 1.53 % Exercise price $ 30.28 $ 24.78 $ 27.79 The following table summarizes activity for PBF Energy options for the years ended December 31, 2015 , 2014 and 2013 . Number of Weighted Weighted Stock-based awards, outstanding at January 1, 2013 682,500 $ 26.00 9.95 Granted 697,500 27.79 10.00 Exercised — — — Forfeited (60,000 ) 25.36 — Outstanding at December 31, 2013 1,320,000 $ 26.97 9.33 Granted 1,135,000 24.78 10.00 Exercised — — — Forfeited (53,125 ) 25.44 — Outstanding at December 31, 2014 2,401,875 $ 25.97 8.67 Granted 1,899,500 $ 30.28 10.00 Exercised (30,000 ) 25.79 — Forfeited (15,000 ) 26.38 — Outstanding at December 31, 2015 4,256,375 $ 27.89 8.32 Exercisable and vested at December 31, 2015 1,136,250 $ 26.22 7.61 Exercisable and vested at December 31, 2014 485,000 $ 26.66 8.21 Exercisable and vested at December 31, 2013 158,125 $ 26.00 8.95 Expected to vest at December 31, 2015 4,256,375 $ 27.89 8.23 The total estimated fair value of PBF Energy options granted in 2015 and 2014 was $14,512 and $9,068 and the weighted average per unit fair value was $7.64 and $7.99 . The total intrinsic value of stock options outstanding and exercisable at December 31, 2015 , was $38,167 and $12,139 , respectively. The total intrinsic value of stock options exercised during the year ended December 31, 2015 was $133 . Unrecognized compensation expense related to PBF Energy options at December 31, 2015 was $21,556 , which will be recognized from 2016 through 2019. PBFX Phantom Units PBF GP's board of directors adopted the PBF Logistics LP 2014 Long-Term Incentive Plan (the “PBFX LTIP”) in connection with the completion of the PBFX Offering. The PBFX LTIP is for the benefit of employees, consultants, service providers and non-employee directors of the general partner and its affiliates. In 2014 and 2015, PBFX issued phantom unit awards under the PBFX LTIP to certain directors, officers and employees of our general partner or its affiliates as compensation. The fair value of each phantom unit on the grant date is equal to the market price of PBFX's common unit on that date. The estimated fair value of PBFX's phantom units is amortized over the vesting period of four years , using the straight-line method. Total unrecognized compensation cost related to PBFX's nonvested phantom units totaled $8,316 and $6,231 as of December 31, 2015 and 2014 , respectively, which is expected to be recognized over a weighted-average period of four years . The fair value of nonvested service phantom units outstanding as of December 31, 2015 and 2014 , totaled $10,109 and $7,318 , respectively. A summary of PBFX's unit award activity for the year ended December 31, 2015 and 2014 is set forth below: Number of Phantom Units Weighted Average Grant Date Fair Value Nonvested at January 1, 2014 — $ — Granted 285,522 26.57 Forfeited (10,000 ) 26.74 Nonvested at December 31, 2014 275,522 $ 26.56 Granted 266,360 23.92 Vested (137,007 ) 25.83 Forfeited (1,500 ) 26.74 Nonvested at December 31, 2015 403,375 $ 25.06 The PBFX LTIP provides for the issuance of distribution equivalent rights (“DERs”) in connection with phantom unit awards. A DER entitles the participant to nonforfeitable cash payments equal to the product of the number of phantom unit awards outstanding for the participant and the cash distribution per common unit paid by PBFX to its common unit holders. Cash payments made in connection with DERs are charged to partners' equity, accrued and paid upon vesting. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Defined Contribution Plan The Company’s defined contribution plan covers all employees. Employees are eligible to participate as of the first day of the month following 30 days of service. Participants can make basic contributions up to 50 percent of their annual salary subject to Internal Revenue Service limits. The Company matches participants’ contributions at the rate of 200 percent of the first 3 percent of each participant’s total basic contribution based on the participant’s total annual salary. The Company’s contribution to the qualified defined contribution plans was $12,753 , $11,364 and $10,450 for the years ended December 31, 2015 , 2014 and 2013 , respectively. Defined Benefit and Post-Retirement Medical Plans The Company sponsors a noncontributory defined benefit pension plan (the “Qualified Plan”) with a policy to fund pension liabilities in accordance with the limits imposed by the Employee Retirement Income Security Act of 1974 (“ERISA”) and Federal income tax laws. In addition, the Company sponsors a supplemental pension plan covering certain employees, which provides incremental payments that would have been payable from the Company’s principal pension plan, were it not for limitations imposed by income tax regulations (the "Supplemental Plan"). The funded status is measured as the difference between plan assets at fair value and the projected benefit obligation which is to be recognized in the balance sheet. The plan assets and benefit obligations are measured as of the balance sheet date. The non-union Delaware City employees and all Paulsboro, Toledo and Chalmette employees became eligible to participate in the Company’s defined benefit plans as of the respective acquisition dates. The union Delaware City employees became eligible to participate in the Company’s defined benefit plans upon commencement of normal operations. The Company did not assume any of the employees’ pension liability accrued prior to the respective acquisitions. The Company formed the Post-Retirement Medical Plan on December 31, 2010 to provide health care coverage continuation from date of retirement to age 65 for qualifying employees associated with the Paulsboro acquisition. The Company credited the qualifying employees with their prior service under Valero which resulted in the recognition of a liability for the projected benefit obligation. The Post-Retirement Medical Plan was amended during 2013 to include all corporate employees, amended in 2014 to include Delaware City and Toledo employees and amended in 2015 to include Chalmette employees. The changes in the benefit obligation, the changes in fair value of plan assets, and the funded status of the Company’s Pension and Post-Retirement Medical Plans as of and for the years ended December 31, 2015 and 2014 were as follows: Pension Plans Post-Retirement Medical Plan 2015 2014 2015 2014 Change in benefit obligation: Benefit obligation at beginning of year $ 81,098 $ 53,350 $ 14,740 $ 8,225 Service cost 24,298 19,407 967 1,099 Interest cost 2,974 2,404 558 520 Plan amendments — 529 1,533 3,911 Benefit payments (2,231 ) (2,634 ) (381 ) (215 ) Actuarial loss (gain) (6,128 ) 8,042 312 1,200 Projected benefit obligation at end of year $ 100,011 $ 81,098 $ 17,729 $ 14,740 Change in plan assets: Fair value of plan assets at beginning of year $ 40,956 $ 25,050 $ — $ — Actual return on plan assets (13 ) 1,822 — — Benefits paid (2,231 ) (2,634 ) (381 ) (215 ) Employer contributions 18,790 16,718 381 215 Fair value of plan assets at end of year $ 57,502 $ 40,956 $ — $ — Reconciliation of funded status: Fair value of plan assets at end of year $ 57,502 $ 40,956 $ — $ — Less benefit obligations at end of year 100,011 81,098 17,729 14,740 Funded status at end of year $ (42,509 ) $ (40,142 ) $ (17,729 ) $ (14,740 ) The accumulated benefit obligations for the Company’s Pension Plans exceed the fair value of the assets of those plans at December 31, 2015 and 2014 . The accumulated benefit obligation for the defined benefit plans approximated $80,897 and $66,576 at December 31, 2015 and 2014 , respectively. Benefit payments, which reflect expected future services, that the Company expects to pay are as follows for the years ended December 31: Pension Benefits Post-Retirement Medical Plan 2016 $ 11,125 $ 843 2017 8,271 1,141 2018 9,403 1,296 2019 10,694 1,580 2020 13,429 1,788 Years 2021-2025 88,044 8,835 The Company’s funding policy for its defined benefit plans is to contribute amounts sufficient to meet legal funding requirements, plus any additional amounts that may be appropriate considering the funded status of the plans, tax consequences, the cash flow generated by the Company and other factors. The Company plans to contribute approximately $16,700 to the Company’s Pension Plans during 2016 . The components of net periodic benefit cost were as follows for the years ended December 31, 2015 , 2014 and 2013 : Pension Benefits Post-Retirement Medical Plan 2015 2014 2013 2015 2014 2013 Components of net period benefit cost: Service cost $ 24,298 $ 19,407 $ 14,794 $ 967 $ 1,099 $ 726 Interest cost 2,974 2,404 992 558 520 334 Expected return on plan assets (3,422 ) (2,156 ) (550 ) — — — Amortization of prior service cost 53 39 11 326 258 — Amortization of actuarial loss (gain) 1,228 1,033 421 — (4 ) — Net periodic benefit cost $ 25,131 $ 20,727 $ 15,668 $ 1,851 $ 1,873 $ 1,060 The pre-tax amounts recognized in other comprehensive income (loss) for the years ended December 31, 2015 , 2014 and 2013 were as follows: Pension Benefits Post-Retirement Medical Plan 2015 2014 2013 2015 2014 2013 Prior service costs (credits) $ — $ 529 $ — $ 1,533 $ 3,911 $ (860 ) Net actuarial loss (gain) (2,220 ) 8,151 8,235 312 1,201 (1,654 ) Amortization of losses and prior service cost (1,281 ) (1,072 ) (432 ) (326 ) (255 ) — Total changes in other comprehensive loss (income) $ (3,501 ) $ 7,608 $ 7,803 $ 1,519 $ 4,857 $ (2,514 ) The pre-tax amounts in accumulated other comprehensive loss as of December 31, 2015 , and 2014 that have not yet been recognized as components of net periodic costs were as follows: Pension Benefits Post-Retirement Medical Plan 2015 2014 2015 2014 Prior service (costs) credits $ (529 ) $ (582 ) $ (3,999 ) $ (2,793 ) Net actuarial (loss) gain (19,841 ) (23,762 ) (391 ) (78 ) Total $ (20,370 ) $ (24,344 ) $ (4,390 ) $ (2,871 ) The following pre-tax amounts included in accumulated other comprehensive loss as of December 31, 2015 are expected to be recognized as components of net period benefit cost during the year ended December 31, 2016: Pension Benefits Post-Retirement Medical Plan Amortization of prior service (costs) credits $ (53 ) $ (436 ) Amortization of net actuarial (loss) gain (775 ) — Total $ (828 ) $ (436 ) Effective December 31, 2015, we changed the method we use to estimate the service and interest components of net periodic benefit cost for the Qualified Plan, the Supplemental Plan and the Post-Retirement Medical Plan. Historically, we estimated these service and interest cost components utilizing a single weighted-average discount rate derived from the yield curve used to measure the benefit obligation for each of these plans at the beginning of the period. Additionally, we historically combined the disclosures of assumptions for the Qualified Plan and the Supplemental Plan in one category we called "Pension Benefits". We have elected to utilize a full yield curve approach in the estimation of these components by applying the specific spot rates along the yield curve used in the determination of the benefit obligation to the relevant projected cash flows for each plan separately. We have made this change to provide a more precise measurement of service and interest costs by improving the correlation between projected benefit cash flows to the corresponding spot yield curve rates. This change does not affect the measurement of our total benefit obligations or our annual net periodic benefit cost as the change in the service and interest costs is completely offset in the actuarial (gain) loss reported. We have accounted for this change as a change in accounting estimate that is inseparable from a change in accounting principle and accordingly have accounted for it prospectively. The weighted average assumptions used to determine the benefit obligations as of December 31, 2015 , and 2014 were as follows: Qualified Plan Supplemental Plan Post-Retirement Medical Plan 2015 2014 2015 2014 2015 2014 Discount rate - benefit obligations 4.17 % 3.70 % 4.22 % 3.70 % 3.76 % 3.70 % Rate of compensation increase 4.81 % 4.96 % 5.50 % 4.96 % — — The weighted average assumptions used to determine the net periodic benefit costs for the years ended December 31, 2015 , 2014 and 2013 were as follows: Qualified Plan Supplemental Plan Post-Retirement Medical Plan 2015 2014 2013 2015 2014 2013 2015 2014 2013 Discount rates: Effective rate for service cost 4.25 % 4.55 % 3.45 % 4.30 % 4.55 % 3.45 % 4.32 % 4.55 % 3.45 % Effective rate for interest cost 3.31 % 4.55 % 3.45 % 3.16 % 4.55 % 3.45 % 3.09 % 4.55 % 3.45 % Effective rate for interest on service cost 3.51 % 4.55 % 3.45 % 3.37 % 4.55 % 3.45 % 4.04 % 4.55 % 3.45 % Expected long-term rate of return on plan assets 7.00 % 6.70 % 3.50 % — % — % — % — — — Rate of compensation increase 4.81 % 4.64 % 4.00 % 5.50 % 4.64 % 4.00 % — — — The assumed health care cost trend rates as of December 31, 2015 and 2014 were as follows: Post-Retirement Medical Plan 2015 2014 Health care cost trend rate assumed for next year 6.1 % 6.7 % Rate to which the cost trend rate was assumed to decline (the ultimate trend rate) 4.5 % 4.5 % Year that the rate reached the ultimate trend rate 2038 2027 Assumed health care costs trend rates have a significant effect on the amounts reported for retiree health care plans. A one percentage-point change in assumed health care costs trend rates would have the following effects on the medical post-retirement benefits: 1% Increase 1% Decrease Effect on total service and interest cost components $ 21 $ (20 ) Effect on accumulated post-retirement benefit obligation 413 (388 ) The table below presents the fair values of the assets of the Company’s Qualified Plan as of December 31, 2015 and 2014 by level of fair value hierarchy. Assets categorized in Level 1 of the hierarchy are measured at fair value using a market approach based on published net asset values of mutual funds. As noted above, the Company’s post retirement medical plan is funded on a pay-as-you-go basis and has no assets. Fair Value Measurements Using Quoted Prices in Active Markets (Level 1) December 31, 2015 2014 Equities: Domestic equities $ 17,660 $ 12,682 Developed international equities 8,320 5,600 Emerging market equities 4,017 2,629 Global low volatility equities 4,930 3,478 Fixed-income 22,495 16,517 Cash and cash equivalents 80 50 Total $ 57,502 $ 40,956 The Company’s investment strategy for its Qualified Plan is to achieve a reasonable return on assets that supports the plan’s interest credit rating, subject to a moderate level of portfolio risk that provides liquidity. Consistent with these financial objectives as of December 31, 2015 , the plan's target allocations for plan assets are 60% invested in equity securities and 40% fixed income investments. Equity securities include international stocks and a blend of U.S. growth and value stocks of various sizes of capitalization. Fixed income securities include bonds and notes issued by the U.S. government and its agencies, corporate bonds, and mortgage-backed securities. The aggregate asset allocation is reviewed on an annual basis. The overall expected long-term rate of return on plan assets for the Qualified Plan is based on the Company’s view of long-term expectations and asset mix. |
REVENUES
REVENUES | 12 Months Ended |
Dec. 31, 2015 | |
Oil and Gas Revenue [Abstract] | |
REVENUES | REVENUES The following table provides information relating to the Company’s revenues from external customers for each product or group of similar products for the periods: Year Ended December 31, 2015 2014 2013 Gasoline and distillates $ 11,553,716 $ 17,050,096 $ 16,973,239 Chemicals 452,304 739,096 746,396 Asphalt and blackoils 536,496 706,494 690,305 Lubricants 266,371 410,466 468,315 Feedstocks and other 315,042 922,003 273,200 $ 13,123,929 $ 19,828,155 $ 19,151,455 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES For periods following PBF Energy’s IPO, PBF Energy is required to file federal and applicable state corporate income tax returns and recognizes income taxes on its pre-tax income, which to-date has consisted primarily of its share of PBF LLC’s pre-tax income (see Note 15 "Stockholders' and Members' Equity"). PBF LLC is organized as a limited liability company which is treated as a "flow-through" entity for income tax purposes and therefore is not subject to income taxes. As a result, the PBF Energy consolidated financial statements do not reflect a benefit or provision for income taxes for PBF LLC for periods prior to the IPO or any benefit or provision for income taxes on the pre-tax income or loss attributable to the noncontrolling interests in PBF LLC or PBFX. The income tax provision (benefit) in the PBF Energy consolidated financial statements of operations consists of the following: Year Ended Year Ended Year Ended Current expense: Federal $ 77,954 $ 20,313 $ — State 14,378 6,662 — Total current 92,332 26,975 — Deferred expense (benefit): Federal (27,046 ) (38,556 ) 15,406 Foreign 28,157 — — State (6,718 ) (10,831 ) 1,275 Total deferred (5,607 ) (49,387 ) 16,681 Total provision (benefit) for income taxes $ 86,725 $ (22,412 ) $ 16,681 The difference between the PBF Energy’s effective income tax rate and the United States statutory rate is reconciled below: Year Ended Year Ended Year Ended Provision at Federal statutory rate 35.0 % 35.0 % 35.0 % Increase (decrease) attributable to flow-through of certain tax adjustments: State income taxes (net of federal income tax) 4.6 % 5.2 % 5.0 % Nondeductible/nontaxable items 0.2 % (0.1 )% 7.0 % Manufacturer's benefit deduction (2.3 )% 2.1 % — % Rate differential from foreign jurisdictions (6.3 )% — % — % Provision to return adjustment — % (3.8 )% — % Adjustment to deferred tax assets and liabilities for change in tax rates due to business mix 5.1 % — % (14.5 )% Other 0.9 % (1.5 )% (2.8 )% Effective tax rate 37.2 % 36.9 % 29.7 % The Company's effective income tax rate for the years ended December 31, 2015 , 2014 and 2013 including the impact of income attributable to noncontrolling interests of $49,132 , $116,508 and $174,545 respectively, was 30.7% , (40.1)% and 7.2% respectively. The Company's foreign earnings are taxed at a lower income tax rate as compared to its US operations; therefore, a benefit was recognized for such income tax rate differential. The Company recognized an income tax rate change in 2015 subsequent to the Chalmette Acquisition on November 1, 2015. This tax rate change increased the Company's effective tax rate primarily due to the reduction of deferred tax assets. For financial reporting purposes, income (loss) before income taxes attributable to PBF Energy Inc. includes the following components: Year Ended Year Ended United States $ 170,829 $ (106,337 ) Foreign (1) 62,297 45,688 Total income (loss) before income taxes attributable to PBF Energy Inc. $ 233,126 $ (60,649 ) (1) The Company began conducting foreign operations in 2014. Accordingly, all income (loss) before income taxes prior to that time was domestic. A summary of the components of deferred tax assets and deferred tax liabilities follows: December 31, 2015 December 31, 2014 Deferred tax assets Purchase interest step-up $ 698,477 $ 752,416 Inventory 357,250 206,681 Pension, employee benefits and compensation 40,452 35,246 Hedging 8,384 — Other 22,557 21,953 Total deferred tax assets 1,127,120 1,016,296 Valuation allowances — — Total deferred tax assets, net 1,127,120 1,016,296 Deferred tax liabilities Property, plant and equipment 485,976 421,901 Inventory 29,502 — Investment in partnership 13,665 — Other 25,287 26,848 Total deferred tax liabilities 554,430 448,749 Net deferred tax assets $ 572,690 $ 567,547 PBF Energy had federal and state income tax net operating loss carry forwards which were fully utilized in 2014. Income tax years that remain subject to examination by material jurisdictions, where an examination has not already concluded are all years including and subsequent to: United States Federal 2012 New Jersey 2012 Michigan 2012 Delaware 2012 Indiana 2012 Pennsylvania 2012 New York 2012 Louisiana 2015 PBF Energy does not have any unrecognized tax benefits. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company's operations are organized into two reportable segments, Refining and Logistics. Operations that are not included in the Refining and Logistics segments are included in Corporate. Intersegment transactions are eliminated in the consolidated financial statements and are included in Eliminations. Refining The Company's Refining Segment includes the operations of its four refineries which are located in Toledo, Ohio, Delaware City, Delaware, Paulsboro, New Jersey and New Orleans, Louisiana. The refineries produce unbranded transportation fuels, heating oil, petrochemical feedstocks, lubricants and other petroleum products in the United States. The Company purchases crude oil, other feedstocks and blending components from various third-party suppliers. The Company sells products throughout the Northeast, Midwest and Gulf Coast of the United States, as well as in other regions of the United States and Canada, and is able to ship products to other international destinations. Logistics The Company formed PBFX, a publicly traded master limited partnership, to own or lease, operate, develop and acquire crude oil and refined petroleum products terminals, pipelines, storage facilities and similar logistics assets. PBFX's assets consist of (i) a rail terminal which has a double loop track and ancillary pumping and unloading equipment located at the Delaware City refinery; (ii) a truck terminal that was comprised of six lease automatic custody transfer units accepting crude oil deliveries by truck located at the Toledo refinery; (iii) a heavy crude unloading rack located at the Delaware City refinery; (iv) a tank farm, including a propane storage and loading facility at the Toledo refinery; and (v) an interstate petroleum products pipeline and 15 lane truck loading rack both located at the Delaware City refinery. PBFX provides various rail and truck terminaling services and storage services to PBF Holding and/or its subsidiaries through long-term commercial agreements. PBFX currently does not generate third party revenue and as such intersegment related revenues are eliminated in consolidation. Prior to the PBFX Offering, PBFX's assets were operated within the refining operations of the Company's Delaware City and Toledo refineries. The PBFX assets did not generate third party or intra-entity revenue and were not considered to be a separate reportable segment. The Company evaluates the performance of its segments based primarily on income from operations. Income from operations includes those revenues and expenses that are directly attributable to management of the respective segment. The Logistics segment's revenues include intersegment transactions with the Company's Refining segment at prices the Company believes are substantially equivalent to the prices that could have been negotiated with unaffiliated parties with respect to similar services. Activities of the Company's business that are not included in the two operating segments are included in Corporate. Such activities consist primarily of corporate staff operations and other items that are not specific to the normal operations of the two operating segments. The Company does not allocate certain items of other income and expense, including income taxes, to the individual segments. The Refinery segment's operating subsidiaries and PBFX are primarily pass-through entities with respect to income taxes. Disclosures regarding our reportable segments with reconciliations to consolidated totals for year ended December 31, 2015 and December 31, 2014 are presented below. The Logistics segment's results include financial information of the predecessor of PBFX for periods prior to May 13, 2014, and the financial information of PBFX for the period beginning May 14, 2014, the completion date of the PBFX Offering. In connection with the Delaware City Products Pipeline and Truck Rack Acquisition, the accompanying segment information has been retrospectively adjusted to include the historical results of the Delaware City Products Pipeline and Truck Rack for all periods presented through December 31, 2015 . Prior to the PBFX Offering, the Company did not operate the PBFX assets independent of the Refining segment. Total assets of each segment consist of net property, plant and equipment, inventories, cash and cash equivalents, accounts receivables and other assets directly associated with the segment’s operations. Corporate assets consist primarily of deferred tax assets, property, plant and equipment and other assets not directly related to our refinery and logistic operations. Year Ended December 31, 2015 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 13,123,929 $ 142,102 $ — $ (142,102 ) $ 13,123,929 Depreciation and amortization expense 181,147 6,582 9,688 — 197,417 Income (loss) from operations 441,033 96,376 (177,298 ) — 360,111 Interest expense, net 17,061 21,254 67,872 — 106,187 Capital expenditures (a) 969,895 2,046 9,139 — 981,080 Year Ended December 31, 2014 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 19,828,155 $ 59,403 $ — $ (59,403 ) $ 19,828,155 Depreciation and amortization expense 162,326 4,473 13,583 — 180,382 Income (loss) from operations 283,646 20,514 (156,496 ) — 147,664 Interest expense, net 23,618 2,672 72,474 — 98,764 Capital expenditures 577,896 47,805 5,631 — 631,332 Year Ended December 31, 2013 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 19,151,455 $ 8,513 $ — $ (8,513 ) $ 19,151,455 Depreciation and amortization expense 95,551 3,071 12,857 — 111,479 Income (loss) from operations 442,742 (14,415 ) (99,928 ) — 328,399 Interest expense, net 19,531 (13 ) 74,266 — 93,784 Capital expenditures 359,534 47,192 8,976 — 415,702 Balance at December 31, 2015 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 5,087,554 $ 422,902 $ 618,617 $ (23,949 ) $ 6,105,124 Balance at December 31, 2014 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 4,312,618 $ 407,989 $ 455,031 $ (11,630 ) $ 5,164,008 (a) The Refining segment includes capital expenditures of $565,304 for the acquisition of the Chalmette refinery on November 1, 2015. |
NET INCOME PER SHARE OF PBF ENE
NET INCOME PER SHARE OF PBF ENERGY | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
NET INCOME PER SHARE OF PBF ENERGY | NET INCOME PER SHARE OF PBF ENERGY The following table sets forth the computation of basic and diluted net income (loss) per Class A common share attributable to PBF Energy for the periods subsequent to the IPO: Year Ended December 31, Basic Earnings Per Share: 2015 2014 2013 Numerator for basic net income (loss) per Class A common share net income attributable to PBF Energy $ 146,401 $ (38,237 ) $ 39,540 Denominator for basic net income per Class A common share-weighted average shares 88,106,999 74,464,494 32,488,369 Basic net income (loss) attributable to PBF Energy per Class A common share $ 1.66 $ (0.51 ) $ 1.22 Diluted Earnings Per Share: Numerator: Net income (loss) attributable to PBF Energy Inc. $ 146,401 $ (38,237 ) $ 39,540 Plus: Net income attributable to noncontrolling interest (1) 14,257 — — Less: Income tax on net income per Class A common share (1) (5,646 ) — — Numerator for diluted net income (loss) per Class A common share net income attributable to PBF Energy (1) $ 155,012 $ (38,237 ) $ 39,540 Denominator (1) : Denominator for basic net income (loss) per Class A common share-weighted average shares 88,106,999 74,464,494 32,488,369 Effect of dilutive securities: Conversion of PBF LLC Series A Units 5,530,568 — — Common stock equivalents (2) 501,283 — 572,712 Denominator for diluted net income (loss) per common share-adjusted weighted average shares 94,138,850 74,464,494 33,061,081 Diluted net income (loss) attributable to PBF Energy per Class A common share $ 1.65 $ (0.51 ) $ 1.20 —————————— (1) The net income attributable to PBF Energy, used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income, as well as the corresponding income tax (based on a 39.6% effective tax rate for the year ended December 31, 2015 and a 40.2% effective tax rate for the years ended December 31, 2014 and 2013, respectively) attributable to the converted units. The potential conversion of 21,249,314 and 64,164,045 PBF LLC Series A Units for the year s ended December 31, 2014 and 2013, respectively, were excluded from the denominator in computing diluted net income per share because including them would have had an antidilutive effect. As the PBF LLC Series A Units were not included, the numerator used in the calculation of diluted net income per share was equal to the numerator used in the calculation of basic net income per share and does not include the net income and related income tax expense associated with the potential conversion of the PBF LLC Series A Units. (2) Represents an adjustment to weighted-average diluted shares outstanding to assume the full exchange of common stock equivalents, including options and warrants for PBF LLC Series A Units and options for shares of PBF Energy Class A common stock. Common stock equivalents excludes the effects of options to purchase 2,943,750 , 2,401,875 and 1,320,000 shares of PBF Energy Class A common stock because they are anti-dilutive for the years ended December 31, 2015, 2014 and 2013, respectively. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The tables below present information about the Company's financial assets and liabilities measured and recorded at fair value on a recurring basis and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of December 31, 2015 and 2014 . We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. We have posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet. As of December 31, 2015 Fair Value Hierarchy Level 1 Level 2 Level 3 Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Assets: Money market funds $ 631,280 $ — $ — $ 631,280 N/A $ 631,280 Marketable securities 234,258 — — 234,258 N/A 234,258 Non-qualified pension plan assets 9,325 — — 9,325 N/A 9,325 Commodity contracts 63,810 31,256 3,543 98,609 (52,482 ) 46,127 Derivatives included with inventory intermediation agreement obligations — 35,511 — 35,511 — 35,511 Derivatives included with inventory supply arrangement obligations — — — — — — Liabilities: Commodity contracts 49,960 2,522 — 52,482 (52,482 ) — Catalyst lease obligations — 31,802 — 31,802 — 31,802 As of December 31, 2014 Fair Value Hierarchy Level 1 Level 2 Level 3 Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Assets: Money market funds $ 5,575 $ — $ — $ 5,575 N/A $ 5,575 Marketable securities 234,930 — — 234,930 N/A 234,930 Non-qualified pension plan assets 5,494 — — 5,494 N/A 5,494 Commodity contracts 415,023 12,093 1,715 428,831 (397,676 ) 31,155 Derivatives included with inventory intermediation agreement obligations — 94,834 — 94,834 — 94,834 Derivatives included with inventory supply arrangement obligations — 4,251 — 4,251 — 4,251 Liabilities: Commodity contracts 390,144 7,338 194 397,676 (397,676 ) — Catalyst lease obligations — 36,559 — 36,559 — 36,559 The valuation methods used to measure financial instruments at fair value are as follows: • Money market funds categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted market prices and included within cash and cash equivalents. • Marketable securities, consisting primarily of US Treasury securities, categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted market prices. • Non-qualified pension plan assets categorized in Level 1 of the hierarchy are measured at fair value using a market approach based on published net asset values of mutual funds and included within deferred charges and other assets, net. • The commodity contracts categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted prices in an active market. The commodity contracts categorized in Level 2 of the fair value hierarchy are measured at fair value using a market approach based upon future commodity prices for similar instruments quoted in active markets. • The commodity contracts categorized in Level 3 of the fair value hierarchy consist of commodity price swap contracts that relate to forecasted purchases of crude oil for which quoted forward market prices are not readily available due to market illiquidity. The forward price used to value these swaps was derived using broker quotes, prices from other third party sources and other available market based data. • The derivatives included with inventory supply arrangement obligations, derivatives included with inventory intermediation agreement obligations and the catalyst lease obligations are categorized in Level 2 of the fair value hierarchy and are measured at fair value using a market approach based upon commodity prices for similar instruments quoted in active markets. The table below summarizes the changes in fair value measurements of commodity contracts categorized in Level 3 of the fair value hierarchy: Year Ended December 31, 2015 2014 Balance at beginning of period $ 1,521 $ (23,365 ) Purchases — — Settlements (15,222 ) (22,055 ) Unrealized loss included in earnings 17,244 46,941 Transfers into Level 3 — — Transfers out of Level 3 — — Balance at end of period $ 3,543 $ 1,521 There were no transfers between levels during the years ended December 31, 2015 and 2014 , respectively. Fair value of debt The table below summarizes the fair value and carrying value as of December 31, 2015 and 2014 . December 31, 2015 December 31, 2014 Carrying value Fair value Carrying value Fair value Senior Secured Notes due 2020 (a) $ 669,644 $ 706,246 $ 668,520 $ 675,580 Senior Secured Notes due 2023 (a) 500,000 492,452 — — PBFX Senior Notes (a) 350,000 321,722 — — PBFX Term Loan (b) 234,200 234,200 234,900 234,900 Rail Facility (b) 67,491 67,491 37,270 37,270 Catalyst leases (c) 31,802 31,802 36,559 36,559 PBFX Revolving Credit Facility (b) 24,500 24,500 275,100 275,100 Revolving Loan (b) — — — — 1,877,637 1,878,413 1,252,349 1,259,409 Less - Current maturities — — — — Less - Unamortized deferred financing costs 41,282 n/a 32,280 n/a Long-term debt $ 1,836,355 $ 1,878,413 $ 1,220,069 $ 1,259,409 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes and PBFX Senior Notes. (b) The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. (c) Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. |
DERIVATIVES
DERIVATIVES | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company uses derivative instruments to mitigate certain exposures to commodity price risk. The Company’s crude supply agreements contained purchase obligations for certain volumes of crude oil and other feedstocks. In addition, the Company entered into Inventory Intermediation Agreements that contain purchase obligations for certain volumes of intermediates and refined products. The purchase obligations related to crude oil, feedstocks, intermediates and refined products under these agreements are derivative instruments that have been designated as fair value hedges in order to hedge the commodity price volatility of certain refinery inventory. The fair value of these purchase obligation derivatives is based on market prices of the underlying crude oil and refined products. The level of activity for these derivatives is based on the level of operating inventories. As of December 31, 2015 , there were no barrels of crude oil and feedstocks ( 662,579 barrels at December 31, 2014 ) outstanding under these derivative instruments designated as fair value hedges and no barrels ( no barrels at December 31, 2014 ) outstanding under these derivative instruments not designated as hedges. As of December 31, 2015 , there were 3,776,011 barrels of intermediates and refined products ( 3,106,325 barrels at December 31, 2014 ) outstanding under these derivative instruments designated as fair value hedges and no barrels ( no barrels at December 31, 2014 ) outstanding under these derivative instruments not designated as hedges. These volumes represent the notional value of the contract. The Company also enters into economic hedges primarily consisting of commodity derivative contracts that are not designated as hedges and are used to manage price volatility in certain crude oil and feedstock inventories as well as crude oil, feedstock, and refined product sales or purchases. The objective in entering into economic hedges is consistent with the objectives discussed above for fair value hedges. As of December 31, 2015 , there were 39,577,000 barrels of crude oil and 4,599,136 barrels of refined products ( 47,339,000 and 1,970,871 , respectively, as of December 31, 2014 ), outstanding under short and long term commodity derivative contracts not designated as hedges representing the notional value of the contracts. The following tables provide information about the fair values of these derivative instruments as of December 31, 2015 and December 31, 2014 and the line items in the consolidated balance sheet in which the fair values are reflected. Description Balance Sheet Location Fair Value Asset/(Liability) Derivatives designated as hedging instruments: December 31, 2015: Derivatives included with inventory supply arrangement obligations Accrued expenses $ — Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 35,511 December 31, 2014: Derivatives included with inventory supply arrangement obligations Accrued expenses $ 4,251 Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 94,834 Derivatives not designated as hedging instruments: December 31, 2015: Commodity contracts Accounts receivable $ 46,127 December 31, 2014: Commodity contracts Accounts receivable $ 31,155 The following tables provide information about the gains or losses recognized in income on these derivative instruments and the line items in the consolidated financial statements in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) Recognized in Income on Derivatives Derivatives designated as hedging instruments: For the year ended December 31, 2015: Derivatives included with inventory supply arrangement obligations Cost of sales $ (4,251 ) Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (59,323 ) For the year ended December 31, 2014: Derivatives included with inventory supply arrangement obligations Cost of sales $ 4,428 Derivatives included with the inventory intermediation agreement obligations Cost of sales $ 88,818 For the year ended December 31, 2013 Derivatives included with inventory supply arrangement obligations Cost of sales $ (5,773 ) Derivatives included with the inventory intermediation agreement obligations Cost of sales $ 6,016 Derivatives not designated as hedging instruments: For the year ended December 31, 2015: Commodity contracts Cost of sales $ 32,416 For the year ended December 31, 2014: Commodity contracts Cost of sales $ 146,016 For the year ended December 31, 2013 Commodity contracts Cost of sales $ (88,962 ) Hedged items designated in fair value hedges: For the year ended December 31, 2015: Crude oil and feedstock inventory Cost of sales $ 4,251 Intermediate and refined product inventory Cost of sales $ 59,323 For the year ended December 31, 2014: Crude oil and feedstock inventory Cost of sales $ (4,428 ) Intermediate and refined product inventory Cost of sales $ (88,818 ) For the year ended December 31, 2013 Crude oil and feedstock inventory Cost of sales $ (1,491 ) Intermediate and refined product inventory Cost of sales $ (6,016 ) The Company had no ineffectiveness related to the fair value hedges as of December 31, 2015 and December 31, 2014 . Ineffectiveness related to the Company's fair value hedges resulted in a loss of $7,264 for the year ended December 31, 2013 , recorded in cost of sales. Gains and losses due to ineffectiveness, resulting from the difference in the forward and spot rates of the underlying crude inventory related to the derivatives included with inventory supply arrangement obligations, were excluded from the assessment of hedge effectiveness. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividend Declared On February 11, 2016, the Company announced a dividend of $0.30 per share on outstanding Class A common stock. The dividend is payable on March 8, 2016 to Class A common stockholders of record at the close of business on February 22, 2016. PBFX Distributions On February 11, 2016, PBFX announced a distribution of $0.41 per unit on outstanding common and subordinated units of PBFX. The distribution is payable on March 8, 2016 to unit holders of record at the close of business on February 22, 2016. PBFX Plains Asset Purchase On February 2, 2016, PBFX announced that one of its wholly-owned subsidiaries has entered into an agreement to purchase the assets of four refined product terminals located in the greater Philadelphia region from an affiliate of Plains All American Pipeline, L.P. for total cash consideration of $100,000 . The acquisition is expected to close in the second quarter of 2016, subject to customary closing conditions. |
QUARTERLY FINANCIAL DATA
QUARTERLY FINANCIAL DATA | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA | QUARTERLY FINANCIAL DATA (unaudited, in thousands) The following table summarizes quarterly financial data for the years ended December 31, 2015 and 2014 (in thousands, except per share amounts). 2015 Quarter Ended March 31 June 30 September 30 December 31 Revenues $ 2,995,136 $ 3,550,664 $ 3,217,640 $ 3,360,489 Income (loss) from operations 172,410 273,796 92,267 (178,362 ) Net income (loss) 103,119 158,460 55,495 (121,541 ) Net income (loss) attributable to PBF Energy Inc. 87,321 135,810 42,799 (119,529 ) Earnings per common share - assuming dilution $ 1.00 $ 1.57 $ 0.49 $ (1.24 ) 2014 Quarter Ended March 31 June 30 September 30 December 31 Revenues $ 4,746,443 $ 5,301,709 $ 5,260,003 $ 4,520,000 Income (loss) from operations 260,207 87,850 281,113 (481,506 ) Net income (loss) 183,272 45,836 170,012 (320,849 ) Net income (loss) attributable to PBF Energy Inc. 77,444 20,959 140,971 (277,611 ) Earnings per common share -assuming dilution $ 1.42 $ 0.29 $ 1.60 $ (3.34 ) During the three months ended December 31, 2015, the Company recorded an adjustment to the lower of cost or market which resulted in a net pre-tax impact of $346,100 reflecting the change in the lower of cost or market inventory reserve from $771,300 at September 30, 2015 to approximately $1,117,300 at December 31, 2015. During the three months December 31, 2014, the Company recorded an adjustment to value its inventory to the lower of cost or market which resulted in a net pre-tax impact of $690,100 . The Company did not have any lower of cost or market reserve as of September 30, 2014. |
SUMMARY OF SIGNIFICANT ACCOUN35
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Principles of Consolidation and Presentation | Principles of Consolidation and Presentation These consolidated financial statements include the accounts of PBF Energy and subsidiaries in which PBF Energy has a controlling interest. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the related disclosures. Actual results could differ from those estimates. |
Business Combinations | Business Combinations We use the acquisition method of accounting for the recognition of assets acquired and liabilities assumed in business combinations at their estimated fair values as of the date of acquisition. Any excess consideration transferred over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. Significant judgment is required in estimating the fair value of assets acquired. As a result, in the case of significant acquisitions, we obtain the assistance of third-party valuation specialists in estimating fair values of tangible and intangible assets based on available historical information and on expectations and assumptions about the future, considering the perspective of marketplace participants. While management believes those expectations and assumptions are reasonable, they are inherently uncertain. Unanticipated market or macroeconomic events and circumstances may occur, which could affect the accuracy or validity of the estimates and assumptions. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents. The carrying amount of the cash equivalents approximates fair value due to the short-term maturity of those instruments |
Marketable Securities | Marketable Securities Debt or equity securities are classified into the following reporting categories: held-to-maturity, trading or available-for-sale securities. The Company does not routinely sell marketable securities prior to their scheduled maturity dates. Some of the Company's investments may be held and restricted for the purpose of funding future capital expenditures and acquisitions. Such investments are classified as available-for-sale marketable securities as they may occasionally be sold prior to their scheduled maturity dates due to the unexpected timing of cash needs. The carrying value of these marketable securities approximates fair value and is measured using Level 1 inputs (as defined below). The terms of the marketable securities range from one to three months and are classified on the balance sheet as non-current assets. As of December 31, 2015 , these investments are used as collateral to secure the PBFX Term Loan (as defined below) and are intended to be used only to fund future PBFX capital expenditures. |
Concentrations of Credit Risk | Concentrations of Credit Risk For the year ended December 31, 2015 , no single customer amounted to greater than or equal to 10% of the Company's revenues. Only one customer, ExxonMobil Oil Corporation ("ExxonMobil"), accounted for 10% or more of our total trade accounts receivable as of December 31, 2015 . Following the Chalmette Acquisition on November 1, 2015, ExxonMobil and its affiliates represented approximately 18% of our total trade accounts receivable as of December 31, 2015 . For the year ended December 31, 2014 , no single customer amounted to greater than or equal to 10% of the Company's revenues. No single customer accounted for 10% or more of our total trade accounts receivable as of December 31, 2014 . For the year ended December 31, 2013, Morgan Stanley Capital Group Inc. ("MSCG") and Sunoco, Inc. (R&M) ("Sunoco") accounted for 29% and 10% of the Company's revenues, respectively. |
Revenue, Deferred Revenue and Accounts Receivable | Revenue, Deferred Revenue and Accounts Receivable The Company sells various refined products primarily through its refinery subsidiaries and recognizes revenue related to the sale of products when there is persuasive evidence of an agreement, the sales prices are fixed or determinable, collectability is reasonably assured and when products are shipped or delivered in accordance with their respective agreements. Revenue for services is recorded when the services have been provided. Certain of the Company’s refineries have product offtake agreements with third-parties under which these third parties purchase a portion of the refineries' daily gasoline production. The refineries also sell their products through short-term contracts or on the spot market. Prior to July 1, 2013, the Company’s Paulsboro and Delaware City refineries sold light finished products, certain intermediates and lube base oils to MSCG under products offtake agreements with each refinery (the “Offtake Agreements”). On a daily basis, MSCG purchased and paid for the refineries’ production of light finished products as they were produced, delivered to the refineries’ storage tanks, and legal title passed to MSCG. Revenue on these product sales was deferred until they shipped out of the storage facility by MSCG. Under the Offtake Agreements, the Company’s Paulsboro and Delaware City refineries also entered into purchase and sale transactions of certain intermediates and lube base oils whereby MSCG purchased and paid for the refineries’ production of certain intermediates and lube products as they were produced and legal title passed to MSCG. The intermediate products were held in the refineries’ storage tanks until they were needed for further use in the refining process. The intermediates may also have been sold to third parties. The refineries had the right to repurchase lube products and did so to supply other third parties with that product. When the refineries needed intermediates or lube products, the products were drawn out of the storage tanks, title passed back to the refineries and MSCG was paid for those products. These transactions occurred at the daily market price for the related products. These transactions were considered to be made in contemplation of each other and, accordingly, did not result in the recognition of a sale when title passed from the refineries to MSCG. Inventory remained at cost and the net cash receipts resulted in a liability that was recorded at market price for the volumes held in storage with any change in the market price being recorded in costs of sales. The liability represented the amount the Company expected to pay to repurchase the volumes held in storage. While MSCG had legal title, it had the right to encumber and/or sell these products and any such sales by MSCG resulted in sales being recognized by the refineries when products were shipped out of the storage facility. As the exclusive vendor of intermediate products to the refineries, MSCG had the obligation to provide the intermediate products to the refineries as they were needed. Accordingly, sales by MSCG to others were limited and only made with the Company or its subsidiaries’ approval. As of July 1, 2013, the Company terminated the Offtake Agreements for the Company’s Paulsboro and Delaware City refineries. The Company entered into two separate inventory intermediation agreements (“Inventory Intermediation Agreements”) with J. Aron & Company ("J. Aron") on June 26, 2013 which commenced upon the termination of the Offtake Agreements with MSCG. On May 29, 2015, PBF Holding entered into amended and restated inventory intermediation agreements (the "A&R Intermediation Agreements") with J. Aron pursuant to which certain terms of the existing inventory intermediation agreements were amended, including, among other things, pricing and an extension of the term for a period of two years from the original expiry date of July 1, 2015, subject to certain early termination rights. In addition, the A&R Intermediation Agreements include one-year renewal clauses by mutual consent of both parties. Pursuant to each A&R Intermediation Agreement, J. Aron will continue to purchase and hold title to certain of the intermediate and finished products (the "Products") produced by the Paulsboro and Delaware City refineries (the "Refineries"), respectively, and delivered into tanks at the Refineries. Furthermore, J. Aron agrees to sell the Products back to Paulsboro refinery and Delaware City refinery as the Products are discharged out of the Refineries' tanks. J. Aron has the right to store the Products purchased in tanks under the A&R Intermediation Agreements and will retain these storage rights for the term of the agreements. PBF Holding will continue to market and sell the Products independently to third parties. Until December 31, 2015, the Company's Delaware City refinery sold and purchased feedstocks under a supply agreement with Statoil (the “Crude Supply Agreement”). This Crude Supply Agreement expired on December 31, 2015. Statoil purchased the refineries' production of certain feedstocks or purchased feedstocks from third parties on the refineries' behalf. Legal title to the feedstocks was held by Statoil and the feedstocks were held in the refineries' storage tanks until they were needed for further use in the refining process. At that time, the products were drawn out of the storage tanks and purchased by the refinery. These purchases and sales were settled monthly at the daily market prices related to those products. These transactions were considered to be made in contemplation of each other and, accordingly, did not result in the recognition of a sale when title passed from the refineries to Statoil. Inventory remained at cost and the net cash receipts resulted in a liability which is discussed further in the Inventory note below. The Company terminated its supply agreement with Statoil for its Paulsboro refinery in March 2013, at which time it began to purchase from Statoil the feedstocks owned by them at that date that had been purchased on our behalf. Subsequent to the expiration of the Delaware City Crude Supply Agreement, the Company began to purchase all of its crude and feedstock needs independently from a variety of suppliers on the spot market or through term agreements. |
Allowance for Doubtful Accounts | Accounts receivable are carried at invoiced amounts. An allowance for doubtful accounts is established, if required, to report such amounts at their estimated net realizable value. In estimating probable losses, management reviews accounts that are past due and determines if there are any known disputes. There was no allowance for doubtful accounts at December 31, 2015 and 2014 . |
Excise Taxes | Excise taxes on sales of refined products that are collected from customers and remitted to various governmental agencies are reported on a net basis. |
Inventory | Inventory Inventories are carried at the lower of cost or market. The cost of crude oil, feedstocks, blendstocks and refined products are determined under the last-in first-out (“LIFO”) method using the dollar value LIFO method with increments valued based on average purchase prices during the year. The cost of supplies and other inventories is determined principally on the weighted average cost method. The Company had the obligation to purchase and sell feedstocks under a supply agreement with Statoil for its Delaware City refinery. This Crude Supply Agreement expired on December 31, 2015. The Company's Paulsboro refinery also had a crude supply agreement with Statoil that was terminated in March 2013. Prior to the expiration or termination of these agreements, Statoil purchased the refineries' production of certain feedstocks or purchased feedstocks from third parties on the refineries' behalf. The Company took title to the crude oil as it was delivered to the processing units, in accordance with the Crude Supply Agreement; however, the Company was obligated to purchase all the crude oil held by Statoil on the Company’s behalf upon termination of the agreement at the then market price. The Paulsboro crude supply agreement also included an obligation to purchase a fixed volume of feedstocks from Statoil on the later of maturity or when the arrangement is terminated based on a forward market price of West Texas Intermediate crude oil. As a result of the purchase obligations, the Company recorded the inventory of crude oil and feedstocks in the refineries’ storage facilities. The Company determined the purchase obligations were contracts that contain derivatives that changed in value based on changes in commodity prices. Such changes in the fair value of these derivatives were included in cost of sales. Prior to July 31, 2014, the Company’s Toledo refinery acquired substantially all of its crude oil from MSCG under a crude oil acquisition agreement (the “Toledo Crude Oil Acquisition Agreement”). Under the Toledo Crude Oil Acquisition Agreement, the Company took title to crude oil at various pipeline locations for delivery to the refinery or sale to third parties. The Company recorded the crude oil inventory when it received title. Payment for the crude oil was due to MSCG under the Toledo Crude Oil Acquisition Agreement three days after the crude oil was delivered to the Toledo refinery processing units or upon sale to a third party. The Company terminated the Toledo Crude Oil Acquisition Agreement effective July 31, 2014 and began to source its crude oil needs independently. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment additions are recorded at cost. The Company capitalizes costs associated with the preliminary, pre-acquisition and development/construction stages of a major construction project. The Company capitalizes the interest cost associated with major construction projects based on the effective interest rate of total borrowings. The Company also capitalizes costs incurred in the acquisition and development of software for internal use, including the costs of software, materials, consultants and payroll-related costs for employees incurred in the application development stage. Depreciation is computed using the straight-line method over the following estimated useful lives: Process units and equipment 5-25 years Pipeline and equipment 5-25 years Buildings 25 years Computers, furniture and fixtures 3-7 years Leasehold improvements 20 years Railcars 50 years Maintenance and repairs are charged to operating expenses as they are incurred. Improvements and betterments, which extend the lives of the assets, are capitalized. |
Deferred Charges and Other Assets, Net | Deferred Charges and Other Assets, Net Deferred charges and other assets include refinery turnaround costs, catalyst, precious metals catalyst, linefill, deferred financing costs and intangible assets. Refinery turnaround costs, which are incurred in connection with planned major maintenance activities, are capitalized when incurred and amortized on a straight-line basis over the period of time estimated to lapse until the next turnaround occurs (generally 3 to 5 years ). Precious metals catalyst and linefill are considered indefinite-lived assets as they are not expected to deteriorate in their prescribed functions. Such assets are assessed for impairment in connection with the Company’s review of its long-lived assets as indicators of impairment develop. Deferred financing costs are capitalized when incurred and amortized over the life of the loan (generally 1 to 8 years ). |
Finite-Lived Intangible Assets | Intangible assets with finite lives primarily consist of catalyst, emission credits and permits and are amortized over their estimated useful lives (generally 1 to 10 years ). |
Long-Lived Assets and Definite-Lived Intangibles | Long-Lived Assets and Definite-Lived Intangibles The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate the carrying value may not be recoverable. Impairment is evaluated by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from use of the assets and their ultimate disposition. If such analysis indicates that the carrying value of the long-lived assets is not considered to be recoverable, the carrying value is reduced to the fair value. Impairment assessments inherently involve judgment as to assumptions about expected future cash flows and the impact of market conditions on those assumptions. Although management would utilize assumptions that it believes are reasonable, future events and changing market conditions may impact management’s assumptions, which could produce different results. |
Asset Retirement Obligations | Asset Retirement Obligations The Company records an asset retirement obligation at fair value for the estimated cost to retire a tangible long-lived asset at the time the Company incurs that liability, which is generally when the asset is purchased, constructed, or leased. The Company records the liability when it has a legal or contractual obligation to incur costs to retire the asset and when a reasonable estimate of the fair value of the liability can be made. If a reasonable estimate cannot be made at the time the liability is incurred, the Company will record the liability when sufficient information is available to estimate the liability’s fair value. Certain of the Company’s asset retirement obligations are based on its legal obligation to perform remedial activity at its refinery sites when it permanently ceases operations of the long-lived assets. The Company therefore considers the settlement date of these obligations to be indeterminable. Accordingly, the Company cannot calculate an associated asset retirement liability for these obligations at this time. The Company will measure and recognize the fair value of these asset retirement obligations when the settlement date is determinable. |
Environmental Matters | Environmental Matters Liabilities for future remediation costs are recorded when environmental assessments and/or remedial efforts are probable and the costs can be reasonably estimated. Other than for assessments, the timing and magnitude of these accruals generally are based on the completion of investigations or other studies or a commitment to a formal plan of action. Environmental liabilities are based on best estimates of probable future costs using currently available technology and applying current regulations, as well as the Company’s own internal environmental policies. The measurement of environmental remediation liabilities may be discounted to reflect the time value of money if the aggregate amount and timing of cash payments of the liabilities are fixed or reliably determinable. The actual settlement of the Company’s liability for environmental matters could materially differ from its estimates due to a number of uncertainties such as the extent of contamination, changes in environmental laws and regulations, potential improvements in remediation technologies and the participation of other responsible parties. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation includes the accounting effect of options to purchase PBF Energy Class A common stock granted by the Company to certain employees, Series A warrants issued or granted by PBF LLC to employees in connection with their acquisition of PBF LLC Series A units, options to acquire Series A units of PBF LLC granted by PBF LLC to certain employees, Series B units of PBF LLC that were granted to certain members of management and restricted PBF LLC Series A Units and restricted PBF Energy Class A common stock granted to certain directors and officers. The estimated fair value of the options to purchase PBF Energy Class A common stock and the PBF LLC Series A warrants and options is based on the Black-Scholes option pricing model and the fair value of the PBF LLC Series B units is estimated based on a Monte Carlo simulation model. The estimated fair value is amortized as stock-based compensation expense on a straight-line method over the vesting period and included in general and administration expense. Additionally, stock-based compensation also includes unit-based compensation provided to certain officers, non-employee directors and seconded employees of PBFX's general partner, PBF GP, or its affiliates, consisting of PBFX phantom units. The fair value of PBFX's phantom units are measured based on the fair market value of the underlying common units on the date of grant based on the common unit closing price on the grant date. The estimated fair value of PBFX's phantom units is amortized over the vesting period using the straight-line method. Awards vest over a four year service period. The phantom unit awards may be settled in common units, cash or a combination of both. Expenses related to unit-based compensation are also included in general and administrative expenses. |
Income Taxes | Income Taxes As a result of the PBF Energy’s acquisition of PBF LLC Series A Units or exchanges of PBF LLC Series A Units for PBF Energy Class A common stock, PBF Energy expects to benefit from amortization and other tax deductions reflecting the step up in tax basis in the acquired assets. Those deductions will be allocated to PBF Energy and will be taken into account in reporting PBF Energy’s taxable income. As a result of a federal income tax election made by PBF LLC, applicable to a portion of PBF Energy’s acquisition of PBF LLC Series A Units, the income tax basis of the assets of PBF LLC, underlying a portion of the units PBF Energy acquired, has been adjusted based upon the amount that PBF Energy paid for that portion of its PBF LLC Series A Units. PBF Energy entered into the Tax Receivable Agreement which provides for the payment by PBF Energy equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. As a result of these transactions, PBF Energy’s tax basis in its share of PBF LLC’s assets will be higher than the book basis of these same assets. This resulted in a deferred tax asset of $698,477 as of December 31, 2015 , of which the majority is expected to be realized over 10 years as the tax basis of these assets is amortized. Deferred taxes are provided using a liability method, whereby deferred tax assets are recognized for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences represent the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effect of changes in tax laws and rates on the date of enactment. PBF Energy recognizes tax benefits for uncertain tax positions only if it is more likely than not that the position is sustainable based on its technical merits. Interest and penalties on uncertain tax positions are included as a component of the provision for income taxes on the consolidated statements of operations. The Federal and state tax returns for all years since 2012 are subject to examination by the respective tax authorities. |
Net Income Per Share | Net Income Per Share For the period subsequent to the IPO basic net income per share is calculated by dividing the net income available to PBF Energy Class A common stockholders by the weighted average number of shares of PBF Energy Class A common stock outstanding during the period. Diluted net income per share is calculated by dividing the net income available to PBF Energy Class A common stockholders, adjusted for the net income attributable to the noncontrolling interest and the assumed income tax expense thereon, by the weighted average number of PBF Energy Class A common shares outstanding during the period adjusted to include the assumed exchange of all PBF LLC Series A units outstanding for PBF Energy Class A common stock, if applicable under the if converted method, and the potentially dilutive effect of outstanding options to purchase shares of PBF Energy Class A common stock, and options and warrants to purchase PBF LLC Series A Units, subject to forfeiture utilizing the treasury stock method. |
Pension and Other Post-Retirement Benefits | Pension and Other Post-Retirement Benefits The Company recognizes an asset for the overfunded status or a liability for the underfunded status of its pension and post-retirement benefit plans. The funded status is recorded within other long-term liabilities or assets. Changes in the plans’ funded status are recognized in other comprehensive income in the period the change occurs. |
Fair Value Measurement | Fair Value Measurement A fair value hierarchy (Level 1, Level 2, or Level 3) is used to categorize fair value amounts based on the quality of inputs used to measure fair value. Accordingly, fair values derived from Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Fair values derived from Level 2 inputs are based on quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are either directly or indirectly observable for the asset or liability. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. The Company uses appropriate valuation techniques based on the available inputs to measure the fair values of its applicable assets and liabilities. When available, the Company measures fair value using Level 1 inputs because they generally provide the most reliable evidence of fair value. In some valuations, the inputs may fall into different levels in the hierarchy. In these cases, the asset or liability level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurements. |
Financial Instruments | Financial Instruments The estimated fair value of financial instruments has been determined based on the Company’s assessment of available market information and appropriate valuation methodologies. The Company’s non-derivative financial instruments that are included in current assets and current liabilities are recorded at cost in the consolidated balance sheets. The estimated fair value of these financial instruments approximates their carrying value due to their short-term nature. Derivative instruments are recorded at fair value in the consolidated balance sheets. The Company’s commodity contracts are measured and recorded at fair value using Level 1 inputs based on quoted prices in an active market, Level 2 inputs based on quoted market prices for similar instruments, or Level 3 inputs based on third party sources and other available market based data. The Company’s catalyst lease obligation and derivatives related to the Company’s crude oil and feedstocks and refined product purchase obligations are measured and recorded at fair value using Level 2 inputs on a recurring basis, based on observable market prices for similar instruments. |
Derivative Instruments | Derivative Instruments The Company is exposed to market risk, primarily related to changes in commodity prices for the crude oil and feedstocks used in the refining process as well as the prices of the refined products sold. The accounting treatment for commodity contracts depends on the intended use of the particular contract and on whether or not the contract meets the definition of a derivative. All derivative instruments, not designated as normal purchases or sales, are recorded in the balance sheet as either assets or liabilities measured at their fair values. Changes in the fair value of derivative instruments that either are not designated or do not qualify for hedge accounting treatment or normal purchase or normal sale accounting are recognized currently in earnings. Contracts qualifying for the normal purchase and sales exemption are accounted for upon settlement. Cash flows related to derivative instruments that are not designated or do not qualify for hedge accounting treatment are included in operating activities. The Company designates certain derivative instruments as fair value hedges of a particular risk associated with a recognized asset or liability. At the inception of the hedge designation, the Company documents the relationship between the hedging instrument and the hedged item, as well as its risk management objective and strategy for undertaking various hedge transactions. Derivative gains and losses related to these fair value hedges, including hedge ineffectiveness, are recorded in cost of sales along with the change in fair value of the hedged asset or liability attributable to the hedged risk. Cash flows related to derivative instruments that are designated as fair value hedges are included in operating activities. Economic hedges are hedges not designated as fair value or cash flow hedges for accounting purposes that are used to (i) manage price volatility in certain refinery feedstock and refined product inventories, and (ii) manage price volatility in certain forecasted refinery feedstock purchases and refined product sales. These instruments are recorded at fair value and changes in the fair value of the derivative instruments are recognized currently in cost of sales. Derivative accounting is complex and requires management judgment in the following respects: identification of derivatives and embedded derivatives, determination of the fair value of derivatives, documentation of hedge relationships, assessment and measurement of hedge ineffectiveness and election and designation of the normal purchases and sales exception. All of these judgments, depending upon their timing and effect, can have a significant impact on the Company’s earnings. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2015, the FASB issued ASU No. 2015-02, "Consolidations (Topic 810): Amendments to the Consolidation Analysis" ("ASU 2015-02"), which amends current consolidation guidance including changes to both the variable and voting interest models used by companies to evaluate whether an entity should be consolidated. The requirements from ASU 2015-02 are effective for interim and annual periods beginning after December 15, 2015, and early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, "Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs" ("ASU 2015-03"), which requires debt issuance costs related to a recognized debt liability to be presented on the balance sheet as a direct deduction from the debt liability rather than as an asset. The standard is effective for interim and annual periods beginning after December 15, 2015 and early adoption is permitted. The Company early adopted the new standard in its consolidated financial statements and related disclosures, which resulted in a reclassification of $41,282 and $32,280 of deferred financing costs from other assets to long-term debt as of December 31, 2015 and December 31, 2014, respectively. In August 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” (“ASU 2015-14”), which defers the effective date of ASU 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”) for all entities by one year. The guidance in ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. Under ASU 2015-14, this guidance becomes effective for interim and annual periods beginning after December 15, 2017 and permits the use of either the retrospective or cumulative effect transition method. Under ASU 2015-14, early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company continues to evaluate the impact of this new standard on its consolidated financial statements and related disclosures. In September 2015, the FASB issued ASU No. 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments" ("ASU 2015-16"), which requires (i) that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, (ii) that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date, (iii) that an entity present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. Under ASU 2015-16, this guidance becomes effective for annual periods beginning after December 15, 2016 and interim periods within annual periods beginning after December 15, 2017 with prospective application with early adoption permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures and expects to early adopt this guidance for periods beginning after December 31, 2015. In November 2015, the FASB issued ASU 2015-17 (Topic 740), "Balance Sheet Classification of Deferred Taxes" ("ASU 2015-17") which is intended to simplify the presentation of deferred taxes in a classified balance sheet. This guidance states that deferred tax assets and deferred tax liabilities should be presented as noncurrent in a classified statement of financial position. Under ASU 2015-17, this guidance becomes effective for annual periods beginning after December 15, 2016 and interim periods within those annual periods with early adoption permitted as of the beginning of an annual or interim period after issuance of the ASU. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures and expects to early adopt this guidance for periods beginning after December 31, 2015. In January 2016, the FASB issued ASU No. 2016-01, "Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities" ("ASU 2016-01"), which amends how entities measure equity investments that do not result in consolidation and are not accounted for under the equity method and how they present changes in the fair value of financial liabilities measured under the fair value option that are attributable to their own credit. ASU 2016-01 also changes certain disclosure requirements and other aspects of current US GAAP but does not change the guidance for classifying and measuring investments in debt securities and loans. Under ASU 2016-01, this guidance becomes effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted in certain circumstances. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, "Leases (Topic 842)" ("ASU 2016-02"), to increase the transparency and comparability about leases among entities. The new guidance requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Useful lives of property, plant and equipment | Depreciation is computed using the straight-line method over the following estimated useful lives: Process units and equipment 5-25 years Pipeline and equipment 5-25 years Buildings 25 years Computers, furniture and fixtures 3-7 years Leasehold improvements 20 years Railcars 50 years Property, plant and equipment consisted of the following: December 31, December 31, Land $ 93,673 $ 61,780 Process units, pipelines and equipment 2,368,224 1,977,333 Buildings and leasehold improvements 34,265 28,398 Computers, furniture and fixtures 72,672 68,431 Construction in progress 150,393 69,867 2,719,227 2,205,809 Less—Accumulated depreciation (362,589 ) (268,970 ) $ 2,356,638 $ 1,936,839 |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Business Combinations [Abstract] | |
Schedule of purchase consideration | The following table summarizes the preliminary amounts recognized for assets acquired and liabilities assumed as of the acquisition date. The total purchase consideration and the estimated fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Net cash $ 565,083 Preliminary estimate of payable to Seller for working capital adjustments 19,263 Cash acquired (19,042 ) Total estimated consideration $ 565,304 |
Schedule of assets acquired and liabilities assumed | Fair Value Allocation Accounts receivable $ 1,126 Inventories 268,751 Prepaid expenses and other current assets 913 Property, plant and equipment 356,961 Deferred charges and other assets 8,312 Accounts payable (4,870 ) Accrued expenses (28,347 ) Deferred tax liability (20,577 ) Noncontrolling interests (16,965 ) Estimated fair value of net assets acquired $ 565,304 |
Schedule of pro forma information | Years ended December 31, (Unaudited) 2015 2014 Pro forma revenues $ 16,811,922 $ 26,685,661 Pro forma net income attributable to PBF Energy Inc. 263,606 8,803 Pro forma net income available to Class A common stock per share: Basic $ 2.72 $ 0.09 Diluted $ 2.70 $ 0.09 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: December 31, 2015 Titled Inventory Inventory Supply and Offtake Arrangements Total Crude oil and feedstocks $ 1,137,605 $ — $ 1,137,605 Refined products and blendstocks 687,389 411,357 1,098,746 Warehouse stock and other 55,257 — 55,257 $ 1,880,251 $ 411,357 $ 2,291,608 Lower of cost or market adjustment (966,564 ) (150,772 ) (1,117,336 ) Total inventories $ 913,687 $ 260,585 $ 1,174,272 December 31, 2014 Titled Inventory Inventory Supply and Offtake Arrangements Total Crude oil and feedstocks $ 918,756 $ 61,122 $ 979,878 Refined products and blendstocks 520,308 255,459 775,767 Warehouse stock and other 36,726 — 36,726 $ 1,475,790 $ 316,581 $ 1,792,371 Lower of cost or market adjustment (609,774 ) (80,336 ) (690,110 ) Total inventories $ 866,016 $ 236,245 $ 1,102,261 |
PROPERTY, PLANT AND EQUIPMENT39
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Summary of property, plant and equipment | Depreciation is computed using the straight-line method over the following estimated useful lives: Process units and equipment 5-25 years Pipeline and equipment 5-25 years Buildings 25 years Computers, furniture and fixtures 3-7 years Leasehold improvements 20 years Railcars 50 years Property, plant and equipment consisted of the following: December 31, December 31, Land $ 93,673 $ 61,780 Process units, pipelines and equipment 2,368,224 1,977,333 Buildings and leasehold improvements 34,265 28,398 Computers, furniture and fixtures 72,672 68,431 Construction in progress 150,393 69,867 2,719,227 2,205,809 Less—Accumulated depreciation (362,589 ) (268,970 ) $ 2,356,638 $ 1,936,839 |
DEFERRED CHARGES AND OTHER AS40
DEFERRED CHARGES AND OTHER ASSETS, NET (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of deferred charges and other assets, net | Deferred charges and other assets, net consisted of the following: December 31, December 31, Deferred turnaround costs, net $ 177,236 $ 204,987 Catalyst, net 77,725 77,322 Linefill 13,504 10,230 Restricted cash 1,500 1,521 Intangible assets, net 219 357 Other 20,529 5,972 $ 290,713 $ 300,389 |
Intangible assets, net | Intangible assets, net was comprised of permits and emission credits as follows: December 31, December 31, Gross amount $ 3,597 $ 3,599 Accumulated amortization (3,378 ) (3,242 ) Net amount $ 219 $ 357 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | Accrued expenses consisted of the following: December 31, December 31, Inventory-related accruals $ 548,800 $ 588,297 Inventory supply and offtake arrangements 252,380 253,549 Accrued transportation costs 91,546 59,959 Accrued salaries and benefits 61,011 56,117 Excise and sales tax payable 34,129 40,444 Accrued utilities 25,192 22,337 Accrued interest 24,806 23,014 Customer deposits 20,395 24,659 Renewable energy credit obligations 19,472 286 Accrued construction in progress 7,400 31,452 Other 34,058 30,678 $ 1,119,189 $ 1,130,792 |
CREDIT FACILITY AND LONG-TERM42
CREDIT FACILITY AND LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Summary of long-term debt outstanding | Details on the catalyst leases at each of our refineries as of December 31, 2015 are included in the following table: Annual lease fee Annual interest rate Expiration date Paulsboro catalyst lease $ 180 1.95 % December 2016 * Delaware City catalyst lease $ 322 1.96 % October 2016 * Toledo catalyst lease $ 326 1.99 % June 2017 Chalmette catalyst lease $ 185 3.85 % November 2018 Long-term debt outstanding consisted of the following: December 31, December 31, 2020 Senior Secured Notes $ 669,644 $ 668,520 2023 Senior Secured Notes 500,000 — Revolving Loan — — PBFX Revolving Credit Facility 24,500 275,100 PBFX Term Loan 234,200 234,900 PBFX Senior Notes 350,000 — Rail Facility 67,491 37,270 Catalyst leases 31,802 36,559 Unamortized deferred financing costs (41,282 ) (32,280 ) 1,836,355 1,220,069 Less—Current maturities — — Long-term debt $ 1,836,355 $ 1,220,069 |
Schedule of debt maturing in the next five years and thereafter | Debt maturing in the next five years and thereafter is as follows: Year Ending December 31, 2016 $ 17,252 2017 311,364 2018 4,877 2019 24,500 2020 669,644 Thereafter 850,000 $ 1,877,637 |
OTHER LONG-TERM LIABILITIES (Ta
OTHER LONG-TERM LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of other long-term liabilities | Other long-term liabilities consisted of the following: December 31, December 31, Defined benefit pension plan liabilities $ 42,509 $ 40,142 Post retiree medical plan 17,729 14,740 Environmental liabilities and other 8,189 7,727 Other 182 — $ 68,609 $ 62,609 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum rental payments for operating leases | The fixed and determinable amounts of the obligations under these agreements and total minimum future annual rentals, exclusive of related costs, are approximately: Year Ending December 31, 2016 $ 138,890 2017 131,057 2018 122,286 2019 95,397 2020 94,666 Thereafter 237,435 $ 819,731 |
STOCKHOLDERS' AND MEMBERS' EQ45
STOCKHOLDERS' AND MEMBERS' EQUITY STRUCTURE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity [Abstract] | |
Summary of PBF LLC units | The following table summarizes the Company's Class A common stock repurchase activity under the Repurchase Program: Number of shares purchased (1) Cost of purchased shares Shares purchased at December 31, 2013 — $ — Shares purchased during 2014 5,765,946 142,731 Shares purchased at December 31, 2014 5,765,946 142,731 Shares purchased during 2015 284,771 8,073 Shares purchased at December 31, 2015 6,050,717 $ 150,804 ————————————— (1) - The shares purchased include only those shares that have settled as of the period end date. Information about the issued classes of PBF LLC units for the years ended December 31, 2015 , 2014 and 2013 , is as follows: Series A Units Series B Units Series C Units Balance—January 1, 2013 72,972,131 1,000,000 23,571,221 Secondary offering transaction (15,950,000 ) — 15,950,000 Issuances of restricted stock — — 60,392 Exercise of warrants and options 263,403 — — Exchange of Series A Units for Class A common stock of PBF Energy Inc. (83,860 ) — 83,860 Balance - December 31, 2013 57,201,674 1,000,000 39,665,473 Secondary offering transaction (48,000,000 ) — 48,000,000 Issuances of restricted stock — — 30,348 Exercise of warrants and options 26,533 — — Exchange of Series A Units for Class A common stock of PBF Energy Inc. (56,694 ) — 56,694 Redemption of C Units in connection with stock repurchase — — (5,765,946 ) Surrender of units for tax withholding (817 ) — (5,450 ) Balance - December 31, 2014 9,170,696 1,000,000 81,981,119 Secondary offering transaction (3,804,653 ) — 3,804,653 Issuances of restricted stock — — 247,720 Exercise of warrants and options 149,974 — 12,766 Exchange of Series A Units for Class A common stock of PBF Energy Inc. (529,178 ) — 529,178 Redemption of C Units in connection with stock repurchase — — (284,771 ) Surrender of units for tax withholding (1,481 ) — (8,732 ) October 2015 equity offering — — 11,500,000 Balance—December 31, 2015 4,985,358 1,000,000 97,781,933 |
NONCONTROLLING INTERESTS (Table
NONCONTROLLING INTERESTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Noncontrolling Interest [Abstract] | |
Schedule of noncontrolling interest | The noncontrolling interest ownership percentages of PBFX as of the PBFX Offering, DCR West Rack Acquisition, the Toledo Storage Facility Acquisition, Delaware City Products Pipeline and Truck Rack and the year ended December 31, 2015 are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC (Including Subordinated Units) Total May 14, 2014 15,812,500 15,960,606 31,773,106 49.8 % 50.2 % 100.0 % September 30, 2014 15,812,500 16,550,142 32,362,642 48.9 % 51.1 % 100.0 % December 31, 2014 15,812,500 17,171,077 32,983,577 47.9 % 52.1 % 100.0 % May 15, 2015 15,812,500 18,459,497 34,271,997 46.1 % 53.9 % 100.0 % December 31, 2015 15,924,676 18,459,497 34,384,173 46.3 % 53.7 % 100.0 % The noncontrolling interest ownership percentages of PBF Energy as of the IPO, the completion dates of each of the secondary offerings, the October 2015 equity offering and the years ended December 31, 2015 , 2014 and 2013 are calculated as follows: Holders of Outstanding Shares Total January 1, 2013 72,972,131 23,571,221 96,543,352 75.6 % 24.4 % 100 % June 12, 2013 - Secondary offering 57,027,225 39,563,835 96,591,060 59.0 % 41.0 % 100 % December 31, 2013 57,201,674 39,665,473 96,867,147 59.1 % 40.9 % 100 % January 10, 2014 - Secondary offering 42,201,674 54,665,473 96,867,147 43.6 % 56.4 % 100 % March 26, 2014 - Secondary offering 27,213,374 69,670,192 96,883,566 28.1 % 71.9 % 100 % June 17, 2014 - Secondary offering 9,213,374 87,670,832 96,884,206 9.5 % 90.5 % 100 % December 31, 2014 9,170,696 81,981,119 91,151,815 10.1 % 89.9 % 100 % February 6, 2015 - Secondary offering 5,366,043 85,768,077 91,134,120 5.9 % 94.1 % 100 % October 13, 2015 - Equity offering 5,111,358 97,393,850 102,505,208 5.0 % 95.0 % 100 % December 31, 2015 4,985,358 97,781,933 102,767,291 4.9 % 95.1 % 100 % |
Schedule of stockholders equity | STOCKHOLDERS’ AND MEMBERS’ EQUITY STRUCTURE Class A Common Stock Holders of Class A common stock are entitled to receive dividends when and if declared by the Board of Directors out of funds legally available therefore, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock. Upon the Company’s dissolution or liquidation or the sale of all or substantially all of the assets, after payment in full of all amounts required to be paid to creditors and to the holders of preferred stock having liquidation preferences, if any, the holders of shares of Class A common stock will be entitled to receive pro rata remaining assets available for distribution. Holders of shares of Class A common stock do not have preemptive, subscription, redemption or conversion rights. Class B Common Stock Holders of shares of Class B common stock are entitled, without regard to the number of shares of Class B common stock held by such holder, to one vote for each PBF LLC Series A Unit beneficially owned by such holder. Accordingly, the members of PBF LLC other than PBF Energy collectively have a number of votes in PBF Energy that is equal to the aggregate number of PBF LLC Series A Units that they hold. Holders of shares of Class A common stock and Class B common stock vote together as a single class on all matters presented to stockholders for their vote or approval, except as otherwise required by applicable law. Holders of Class B common stock do not have any right to receive dividends or to receive a distribution upon a liquidation or winding up of PBF Energy. Preferred Stock Authorized preferred stock may be issued in one or more series, with designations, powers and preferences as shall be designated by the Board of Directors. PBF LLC Capital Structure PBF LLC Series A Units The allocation of profits and losses and distributions to PBF LLC Series A unit holders is governed by the Limited Liability Company Agreement of PBF LLC. These allocations are made on a pro rata basis with PBF LLC Series C Units. PBF LLC Series A unit holders do not have voting rights. PBF LLC Series B Units The PBF LLC Series B Units are intended to be “profit interests” within the meaning of Revenue Procedures 93-27 and 2001-43 of the Internal Revenue Service and have a stated value of zero at issuance. The PBF LLC Series B Units are held by certain of the Company’s current and former officers, have no voting rights and are designed to increase in value only after the Company’s financial sponsors achieve certain levels of return on their investment in PBF LLC Series A Units. Accordingly, the amounts paid to the holders of PBF LLC Series B Units, if any, will reduce only the amounts otherwise payable to the PBF LLC Series A Units held by the Company’s financial sponsors, and will not reduce or otherwise impact any amounts payable to PBF Energy (the holder of PBF LLC Series C Units), the holders of the Company’s Class A common stock or any other holder of PBF LLC Series A Units. The maximum number of PBF LLC Series B Units authorized to be issued is 1,000,000 . PBF LLC Series C Units The PBF LLC Series C Units rank on a parity with the PBF LLC Series A Units as to distribution rights, voting rights and rights upon liquidation, winding up or dissolution. PBF LLC Series C Units are held solely by PBF Energy. Information about the issued classes of PBF LLC units for the years ended December 31, 2015 , 2014 and 2013 , is as follows: Series A Units Series B Units Series C Units Balance—January 1, 2013 72,972,131 1,000,000 23,571,221 Secondary offering transaction (15,950,000 ) — 15,950,000 Issuances of restricted stock — — 60,392 Exercise of warrants and options 263,403 — — Exchange of Series A Units for Class A common stock of PBF Energy Inc. (83,860 ) — 83,860 Balance - December 31, 2013 57,201,674 1,000,000 39,665,473 Secondary offering transaction (48,000,000 ) — 48,000,000 Issuances of restricted stock — — 30,348 Exercise of warrants and options 26,533 — — Exchange of Series A Units for Class A common stock of PBF Energy Inc. (56,694 ) — 56,694 Redemption of C Units in connection with stock repurchase — — (5,765,946 ) Surrender of units for tax withholding (817 ) — (5,450 ) Balance - December 31, 2014 9,170,696 1,000,000 81,981,119 Secondary offering transaction (3,804,653 ) — 3,804,653 Issuances of restricted stock — — 247,720 Exercise of warrants and options 149,974 — 12,766 Exchange of Series A Units for Class A common stock of PBF Energy Inc. (529,178 ) — 529,178 Redemption of C Units in connection with stock repurchase — — (284,771 ) Surrender of units for tax withholding (1,481 ) — (8,732 ) October 2015 equity offering — — 11,500,000 Balance—December 31, 2015 4,985,358 1,000,000 97,781,933 The warrants and options exercised in the table above include both non-compensatory and compensatory PBF LLC Series A warrants and options. Treasury Stock On August 19, 2014, the Company's Board of Directors authorized the repurchase of up to $200,000 of the Company's Class A common stock (the "Repurchase Program"). On October 29, 2014, the Company's Board of Directors approved an additional $100,000 increase to the existing Repurchase Program. The Repurchase Program expires on September 30, 2016. As of December 31, 2015 the Company has purchased approximately 6.05 million shares of the Company's Class A common stock through open market transactions under the Repurchase Program, for a total of $150,804 . The following table summarizes the Company's Class A common stock repurchase activity under the Repurchase Program: Number of shares purchased (1) Cost of purchased shares Shares purchased at December 31, 2013 — $ — Shares purchased during 2014 5,765,946 142,731 Shares purchased at December 31, 2014 5,765,946 142,731 Shares purchased during 2015 284,771 8,073 Shares purchased at December 31, 2015 6,050,717 $ 150,804 ————————————— (1) - The shares purchased include only those shares that have settled as of the period end date. These repurchases may be made from time to time through various methods, including open market transactions, block trades, accelerated share repurchases, privately negotiated transactions or otherwise, certain of which may be effected through Rule 10b5-1 and Rule 10b-18 plans. The timing and number of shares repurchased will depend on a variety of factors, including price, capital availability, legal requirements and economic and market conditions. The Company is not obligated to purchase any shares under the Repurchase Program, and repurchases may be suspended or discontinued at any time without prior notice. As of December 31, 2015 , the Company had $149,196 remaining in authorized expenditures under the Repurchase Program. The Company also records Class A common stock surrendered to cover income tax withholdings for certain directors and employees pursuant to the vesting of certain awards under the Company’s equity-based compensation plans as treasury shares. The following table summarizes the changes in equity for the controlling and noncontrolling interests of PBF Energy for the year ended December 31, 2015 : PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2015 $ 1,218,213 $ 138,734 $ 336,369 $ 1,693,316 Comprehensive income 148,406 14,627 34,606 197,639 Dividends and distributions (106,584 ) (19,386 ) (23,458 ) (149,428 ) Record deferred tax asset and liabilities and tax receivable agreement associated with secondary offerings (12,046 ) — — (12,046 ) Record allocation of noncontrolling interest upon completion of secondary offerings 39,976 (39,976 ) — — Issuance of additional PBFX common units 11,390 — (11,390 ) — Stock-based compensation 9,218 — 4,279 13,497 Record noncontrolling interest upon completion of the PBFX Offering — — — — Exercise of PBF LLC options and warrants, net 2,797 (2,707 ) — 90 October 2015 Equity Offering 344,000 — — 344,000 Purchase of treasury stock (8,073 ) — — (8,073 ) Record noncontrolling interest in Chalmette Acquisition — 16,951 — 16,951 Other — — (89 ) (89 ) Balance at December 31, 2015 $ 1,647,297 $ 108,243 $ 340,317 $ 2,095,857 |
Schedule of comprehensive income (loss) | The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2013 : Attributable to PBF Energy Inc. Noncontrolling Interest Total Net income $ 39,540 $ 174,545 $ 214,085 Other comprehensive loss: Unrealized loss on available for sale securities (126 ) (182 ) (308 ) Amortization of defined benefit plans unrecognized net loss (2,144 ) (3,145 ) (5,289 ) Total other comprehensive loss (2,270 ) (3,327 ) (5,597 ) Total comprehensive income $ 37,270 $ 171,218 $ 208,488 The following table summarizes the allocation of total comprehensive income between the controlling and noncontrolling interests of PBF Energy for the year ended December 31, 2015 : Attributable to PBF Energy Inc. Noncontrolling Interests Total Net income $ 146,401 $ 49,132 $ 195,533 Other comprehensive income: Unrealized gain on available for sale securities 118 6 124 Amortization of defined benefit plans unrecognized net gain 1,887 95 1,982 Total other comprehensive income 2,005 101 2,106 Total comprehensive income $ 148,406 $ 49,233 $ 197,639 The following table summarizes the allocation of total comprehensive income of PBF Energy between the controlling and noncontrolling interests for the year ended December 31, 2014 : Attributable to PBF Energy Inc. Noncontrolling Interest Total Net (loss) income $ (38,237 ) $ 116,508 $ 78,271 Other comprehensive income (loss): Unrealized gain on available for sale securities 115 12 127 Amortization of defined benefit plans unrecognized net loss (11,206 ) (1,259 ) (12,465 ) Total other comprehensive loss (11,091 ) (1,247 ) (12,338 ) Total comprehensive (loss) income $ (49,328 ) $ 115,261 $ 65,933 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of stock-based compensation expense | Stock-based compensation expense included in general and administrative expenses consisted of the following: Years Ended December 31, 2015 2014 2013 PBF LLC Series A Unit compensatory warrants and options $ — $ 522 $ 779 PBF LLC Series B Units — — 530 PBF Energy options 7,528 4,343 2,051 PBF Energy restricted shares 1,690 1,230 393 PBFX Phantom Units 4,279 1,086 — $ 13,497 $ 7,181 $ 3,753 |
Weighted average assumptions | The estimated fair value of PBF Energy options granted during the years ended December 31, 2015 , 2014 and 2013 was determined using the Black-Scholes pricing model with the following weighted average assumptions: December 31, 2015 December 31, 2014 December 31, 2013 Expected life (in years) 6.25 6.25 6.25 Expected volatility 38.4 % 52.0 % 52.1 % Dividend yield 3.96 % 4.82 % 4.43 % Risk-free rate of return 1.58 % 1.80 % 1.53 % Exercise price $ 30.28 $ 24.78 $ 27.79 |
Summary of Share-based compensation activity | The following table summarizes activity for PBF Energy options for the years ended December 31, 2015 , 2014 and 2013 . Number of Weighted Weighted Stock-based awards, outstanding at January 1, 2013 682,500 $ 26.00 9.95 Granted 697,500 27.79 10.00 Exercised — — — Forfeited (60,000 ) 25.36 — Outstanding at December 31, 2013 1,320,000 $ 26.97 9.33 Granted 1,135,000 24.78 10.00 Exercised — — — Forfeited (53,125 ) 25.44 — Outstanding at December 31, 2014 2,401,875 $ 25.97 8.67 Granted 1,899,500 $ 30.28 10.00 Exercised (30,000 ) 25.79 — Forfeited (15,000 ) 26.38 — Outstanding at December 31, 2015 4,256,375 $ 27.89 8.32 Exercisable and vested at December 31, 2015 1,136,250 $ 26.22 7.61 Exercisable and vested at December 31, 2014 485,000 $ 26.66 8.21 Exercisable and vested at December 31, 2013 158,125 $ 26.00 8.95 Expected to vest at December 31, 2015 4,256,375 $ 27.89 8.23 The following table summarizes activity for PBF LLC Series A compensatory warrants and options for the years ended December 31, 2015 , 2014 and 2013 : Number of PBF LLC Series A Compensatory Warrants and Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (in years) Stock Based Compensation, Outstanding at January 1, 2013 1,184,726 $ 10.44 8.23 Exercised (301,979 ) 10.11 — Forfeited (41,668 ) 11.27 — Outstanding at December 31, 2013 841,079 $ 10.52 7.40 Exercised (32,934 ) 10.00 — Forfeited (6,666 ) 11.59 — Outstanding at December 31, 2014 801,479 $ 10.53 6.41 Exercised (160,700 ) 10.28 — Forfeited — — — Outstanding at December 31, 2015 640,779 $ 10.59 5.46 Exercisable and vested at December 31, 2015 640,779 10.59 5.46 Exercisable and vested at December 31, 2014 753,985 $ 10.41 6.34 Exercisable and vested at December 31, 2013 545,247 $ 10.24 7.23 Expected to vest at December 31, 2015 640,779 $ 10.59 5.46 |
Summary of activity for PBF LLC Series B Units | The following table summarizes activity for PBF LLC Series B Units for the year ended December 31, 2013 . Number of Weighted Average Grant Date Fair Value Non-vested units at January 1, 2013 250,000 $ 5.11 Allocated — — Vested (250,000 ) 5.11 Forfeited — — Non-vested units at December 31, 2013 — $ — |
Phantom Share Units (PSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of Share-based compensation activity | A summary of PBFX's unit award activity for the year ended December 31, 2015 and 2014 is set forth below: Number of Phantom Units Weighted Average Grant Date Fair Value Nonvested at January 1, 2014 — $ — Granted 285,522 26.57 Forfeited (10,000 ) 26.74 Nonvested at December 31, 2014 275,522 $ 26.56 Granted 266,360 23.92 Vested (137,007 ) 25.83 Forfeited (1,500 ) 26.74 Nonvested at December 31, 2015 403,375 $ 25.06 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of changes in benefit obligations, fair value of plan assets, and funded status of plan | The changes in the benefit obligation, the changes in fair value of plan assets, and the funded status of the Company’s Pension and Post-Retirement Medical Plans as of and for the years ended December 31, 2015 and 2014 were as follows: Pension Plans Post-Retirement Medical Plan 2015 2014 2015 2014 Change in benefit obligation: Benefit obligation at beginning of year $ 81,098 $ 53,350 $ 14,740 $ 8,225 Service cost 24,298 19,407 967 1,099 Interest cost 2,974 2,404 558 520 Plan amendments — 529 1,533 3,911 Benefit payments (2,231 ) (2,634 ) (381 ) (215 ) Actuarial loss (gain) (6,128 ) 8,042 312 1,200 Projected benefit obligation at end of year $ 100,011 $ 81,098 $ 17,729 $ 14,740 Change in plan assets: Fair value of plan assets at beginning of year $ 40,956 $ 25,050 $ — $ — Actual return on plan assets (13 ) 1,822 — — Benefits paid (2,231 ) (2,634 ) (381 ) (215 ) Employer contributions 18,790 16,718 381 215 Fair value of plan assets at end of year $ 57,502 $ 40,956 $ — $ — Reconciliation of funded status: Fair value of plan assets at end of year $ 57,502 $ 40,956 $ — $ — Less benefit obligations at end of year 100,011 81,098 17,729 14,740 Funded status at end of year $ (42,509 ) $ (40,142 ) $ (17,729 ) $ (14,740 ) |
Schedule of expected benefit payments | Benefit payments, which reflect expected future services, that the Company expects to pay are as follows for the years ended December 31: Pension Benefits Post-Retirement Medical Plan 2016 $ 11,125 $ 843 2017 8,271 1,141 2018 9,403 1,296 2019 10,694 1,580 2020 13,429 1,788 Years 2021-2025 88,044 8,835 |
Schedule of net periodic benefit cost | The components of net periodic benefit cost were as follows for the years ended December 31, 2015 , 2014 and 2013 : Pension Benefits Post-Retirement Medical Plan 2015 2014 2013 2015 2014 2013 Components of net period benefit cost: Service cost $ 24,298 $ 19,407 $ 14,794 $ 967 $ 1,099 $ 726 Interest cost 2,974 2,404 992 558 520 334 Expected return on plan assets (3,422 ) (2,156 ) (550 ) — — — Amortization of prior service cost 53 39 11 326 258 — Amortization of actuarial loss (gain) 1,228 1,033 421 — (4 ) — Net periodic benefit cost $ 25,131 $ 20,727 $ 15,668 $ 1,851 $ 1,873 $ 1,060 |
Schedule of pre-tax amounts recognized in other comprehensive income (loss) | The pre-tax amounts recognized in other comprehensive income (loss) for the years ended December 31, 2015 , 2014 and 2013 were as follows: Pension Benefits Post-Retirement Medical Plan 2015 2014 2013 2015 2014 2013 Prior service costs (credits) $ — $ 529 $ — $ 1,533 $ 3,911 $ (860 ) Net actuarial loss (gain) (2,220 ) 8,151 8,235 312 1,201 (1,654 ) Amortization of losses and prior service cost (1,281 ) (1,072 ) (432 ) (326 ) (255 ) — Total changes in other comprehensive loss (income) $ (3,501 ) $ 7,608 $ 7,803 $ 1,519 $ 4,857 $ (2,514 ) |
Schedule of pre-tax amounts in accumulated other comprehensive loss not yet recognized as components of net periodic costs | The pre-tax amounts in accumulated other comprehensive loss as of December 31, 2015 , and 2014 that have not yet been recognized as components of net periodic costs were as follows: Pension Benefits Post-Retirement Medical Plan 2015 2014 2015 2014 Prior service (costs) credits $ (529 ) $ (582 ) $ (3,999 ) $ (2,793 ) Net actuarial (loss) gain (19,841 ) (23,762 ) (391 ) (78 ) Total $ (20,370 ) $ (24,344 ) $ (4,390 ) $ (2,871 ) |
Schedule of pre-tax amounts in accumulated other comprehensive loss to be recognized over next fiscal year | The following pre-tax amounts included in accumulated other comprehensive loss as of December 31, 2015 are expected to be recognized as components of net period benefit cost during the year ended December 31, 2016: Pension Benefits Post-Retirement Medical Plan Amortization of prior service (costs) credits $ (53 ) $ (436 ) Amortization of net actuarial (loss) gain (775 ) — Total $ (828 ) $ (436 ) |
Schedule of assumptions used | The weighted average assumptions used to determine the benefit obligations as of December 31, 2015 , and 2014 were as follows: Qualified Plan Supplemental Plan Post-Retirement Medical Plan 2015 2014 2015 2014 2015 2014 Discount rate - benefit obligations 4.17 % 3.70 % 4.22 % 3.70 % 3.76 % 3.70 % Rate of compensation increase 4.81 % 4.96 % 5.50 % 4.96 % — — The weighted average assumptions used to determine the net periodic benefit costs for the years ended December 31, 2015 , 2014 and 2013 were as follows: Qualified Plan Supplemental Plan Post-Retirement Medical Plan 2015 2014 2013 2015 2014 2013 2015 2014 2013 Discount rates: Effective rate for service cost 4.25 % 4.55 % 3.45 % 4.30 % 4.55 % 3.45 % 4.32 % 4.55 % 3.45 % Effective rate for interest cost 3.31 % 4.55 % 3.45 % 3.16 % 4.55 % 3.45 % 3.09 % 4.55 % 3.45 % Effective rate for interest on service cost 3.51 % 4.55 % 3.45 % 3.37 % 4.55 % 3.45 % 4.04 % 4.55 % 3.45 % Expected long-term rate of return on plan assets 7.00 % 6.70 % 3.50 % — % — % — % — — — Rate of compensation increase 4.81 % 4.64 % 4.00 % 5.50 % 4.64 % 4.00 % — — — |
Schedule of assumed health care cost trend rates | The assumed health care cost trend rates as of December 31, 2015 and 2014 were as follows: Post-Retirement Medical Plan 2015 2014 Health care cost trend rate assumed for next year 6.1 % 6.7 % Rate to which the cost trend rate was assumed to decline (the ultimate trend rate) 4.5 % 4.5 % Year that the rate reached the ultimate trend rate 2038 2027 |
Schedule of effect of one-percentage-point change in assumed health care cost trend rates | Assumed health care costs trend rates have a significant effect on the amounts reported for retiree health care plans. A one percentage-point change in assumed health care costs trend rates would have the following effects on the medical post-retirement benefits: 1% Increase 1% Decrease Effect on total service and interest cost components $ 21 $ (20 ) Effect on accumulated post-retirement benefit obligation 413 (388 ) |
Schedule of fair value of assets of the Company's Qualified Plan | The table below presents the fair values of the assets of the Company’s Qualified Plan as of December 31, 2015 and 2014 by level of fair value hierarchy. Assets categorized in Level 1 of the hierarchy are measured at fair value using a market approach based on published net asset values of mutual funds. As noted above, the Company’s post retirement medical plan is funded on a pay-as-you-go basis and has no assets. Fair Value Measurements Using Quoted Prices in Active Markets (Level 1) December 31, 2015 2014 Equities: Domestic equities $ 17,660 $ 12,682 Developed international equities 8,320 5,600 Emerging market equities 4,017 2,629 Global low volatility equities 4,930 3,478 Fixed-income 22,495 16,517 Cash and cash equivalents 80 50 Total $ 57,502 $ 40,956 |
REVENUES (Tables)
REVENUES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Oil and Gas Revenue [Abstract] | |
Revenues from external customers for each product or group of similar products | The following table provides information relating to the Company’s revenues from external customers for each product or group of similar products for the periods: Year Ended December 31, 2015 2014 2013 Gasoline and distillates $ 11,553,716 $ 17,050,096 $ 16,973,239 Chemicals 452,304 739,096 746,396 Asphalt and blackoils 536,496 706,494 690,305 Lubricants 266,371 410,466 468,315 Feedstocks and other 315,042 922,003 273,200 $ 13,123,929 $ 19,828,155 $ 19,151,455 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Summary of the income tax provision | The income tax provision (benefit) in the PBF Energy consolidated financial statements of operations consists of the following: Year Ended Year Ended Year Ended Current expense: Federal $ 77,954 $ 20,313 $ — State 14,378 6,662 — Total current 92,332 26,975 — Deferred expense (benefit): Federal (27,046 ) (38,556 ) 15,406 Foreign 28,157 — — State (6,718 ) (10,831 ) 1,275 Total deferred (5,607 ) (49,387 ) 16,681 Total provision (benefit) for income taxes $ 86,725 $ (22,412 ) $ 16,681 |
Schedule of effective income tax rate reconciliation | Year Ended Year Ended Year Ended Current expense: Federal $ 77,954 $ 20,313 $ — State 14,378 6,662 — Total current 92,332 26,975 — Deferred expense (benefit): Federal (27,046 ) (38,556 ) 15,406 Foreign 28,157 — — State (6,718 ) (10,831 ) 1,275 Total deferred (5,607 ) (49,387 ) 16,681 Total provision (benefit) for income taxes $ 86,725 $ (22,412 ) $ 16,681 The difference between the PBF Energy’s effective income tax rate and the United States statutory rate is reconciled below: |
Summary of the components of deferred tax assets and liabilities | A summary of the components of deferred tax assets and deferred tax liabilities follows: December 31, 2015 December 31, 2014 Deferred tax assets Purchase interest step-up $ 698,477 $ 752,416 Inventory 357,250 206,681 Pension, employee benefits and compensation 40,452 35,246 Hedging 8,384 — Other 22,557 21,953 Total deferred tax assets 1,127,120 1,016,296 Valuation allowances — — Total deferred tax assets, net 1,127,120 1,016,296 Deferred tax liabilities Property, plant and equipment 485,976 421,901 Inventory 29,502 — Investment in partnership 13,665 — Other 25,287 26,848 Total deferred tax liabilities 554,430 448,749 Net deferred tax assets $ 572,690 $ 567,547 |
Summary of income tax examinations | Income tax years that remain subject to examination by material jurisdictions, where an examination has not already concluded are all years including and subsequent to: United States Federal 2012 New Jersey 2012 Michigan 2012 Delaware 2012 Indiana 2012 Pennsylvania 2012 New York 2012 Louisiana 2015 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Year Ended December 31, 2015 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 13,123,929 $ 142,102 $ — $ (142,102 ) $ 13,123,929 Depreciation and amortization expense 181,147 6,582 9,688 — 197,417 Income (loss) from operations 441,033 96,376 (177,298 ) — 360,111 Interest expense, net 17,061 21,254 67,872 — 106,187 Capital expenditures (a) 969,895 2,046 9,139 — 981,080 Year Ended December 31, 2014 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 19,828,155 $ 59,403 $ — $ (59,403 ) $ 19,828,155 Depreciation and amortization expense 162,326 4,473 13,583 — 180,382 Income (loss) from operations 283,646 20,514 (156,496 ) — 147,664 Interest expense, net 23,618 2,672 72,474 — 98,764 Capital expenditures 577,896 47,805 5,631 — 631,332 Year Ended December 31, 2013 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 19,151,455 $ 8,513 $ — $ (8,513 ) $ 19,151,455 Depreciation and amortization expense 95,551 3,071 12,857 — 111,479 Income (loss) from operations 442,742 (14,415 ) (99,928 ) — 328,399 Interest expense, net 19,531 (13 ) 74,266 — 93,784 Capital expenditures 359,534 47,192 8,976 — 415,702 Balance at December 31, 2015 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 5,087,554 $ 422,902 $ 618,617 $ (23,949 ) $ 6,105,124 Balance at December 31, 2014 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 4,312,618 $ 407,989 $ 455,031 $ (11,630 ) $ 5,164,008 |
NET INCOME PER SHARE OF PBF E52
NET INCOME PER SHARE OF PBF ENERGY (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income per common share | The following table sets forth the computation of basic and diluted net income (loss) per Class A common share attributable to PBF Energy for the periods subsequent to the IPO: Year Ended December 31, Basic Earnings Per Share: 2015 2014 2013 Numerator for basic net income (loss) per Class A common share net income attributable to PBF Energy $ 146,401 $ (38,237 ) $ 39,540 Denominator for basic net income per Class A common share-weighted average shares 88,106,999 74,464,494 32,488,369 Basic net income (loss) attributable to PBF Energy per Class A common share $ 1.66 $ (0.51 ) $ 1.22 Diluted Earnings Per Share: Numerator: Net income (loss) attributable to PBF Energy Inc. $ 146,401 $ (38,237 ) $ 39,540 Plus: Net income attributable to noncontrolling interest (1) 14,257 — — Less: Income tax on net income per Class A common share (1) (5,646 ) — — Numerator for diluted net income (loss) per Class A common share net income attributable to PBF Energy (1) $ 155,012 $ (38,237 ) $ 39,540 Denominator (1) : Denominator for basic net income (loss) per Class A common share-weighted average shares 88,106,999 74,464,494 32,488,369 Effect of dilutive securities: Conversion of PBF LLC Series A Units 5,530,568 — — Common stock equivalents (2) 501,283 — 572,712 Denominator for diluted net income (loss) per common share-adjusted weighted average shares 94,138,850 74,464,494 33,061,081 Diluted net income (loss) attributable to PBF Energy per Class A common share $ 1.65 $ (0.51 ) $ 1.20 —————————— (1) The net income attributable to PBF Energy, used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income, as well as the corresponding income tax (based on a 39.6% effective tax rate for the year ended December 31, 2015 and a 40.2% effective tax rate for the years ended December 31, 2014 and 2013, respectively) attributable to the converted units. The potential conversion of 21,249,314 and 64,164,045 PBF LLC Series A Units for the year s ended December 31, 2014 and 2013, respectively, were excluded from the denominator in computing diluted net income per share because including them would have had an antidilutive effect. As the PBF LLC Series A Units were not included, the numerator used in the calculation of diluted net income per share was equal to the numerator used in the calculation of basic net income per share and does not include the net income and related income tax expense associated with the potential conversion of the PBF LLC Series A Units. (2) Represents an adjustment to weighted-average diluted shares outstanding to assume the full exchange of common stock equivalents, including options and warrants for PBF LLC Series A Units and options for shares of PBF Energy Class A common stock. Common stock equivalents excludes the effects of options to purchase 2,943,750 , 2,401,875 and 1,320,000 shares of PBF Energy Class A common stock because they are anti-dilutive for the years ended December 31, 2015, 2014 and 2013, respectively. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The tables below present information about the Company's financial assets and liabilities measured and recorded at fair value on a recurring basis and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of December 31, 2015 and 2014 . We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. We have posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet. As of December 31, 2015 Fair Value Hierarchy Level 1 Level 2 Level 3 Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Assets: Money market funds $ 631,280 $ — $ — $ 631,280 N/A $ 631,280 Marketable securities 234,258 — — 234,258 N/A 234,258 Non-qualified pension plan assets 9,325 — — 9,325 N/A 9,325 Commodity contracts 63,810 31,256 3,543 98,609 (52,482 ) 46,127 Derivatives included with inventory intermediation agreement obligations — 35,511 — 35,511 — 35,511 Derivatives included with inventory supply arrangement obligations — — — — — — Liabilities: Commodity contracts 49,960 2,522 — 52,482 (52,482 ) — Catalyst lease obligations — 31,802 — 31,802 — 31,802 As of December 31, 2014 Fair Value Hierarchy Level 1 Level 2 Level 3 Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Assets: Money market funds $ 5,575 $ — $ — $ 5,575 N/A $ 5,575 Marketable securities 234,930 — — 234,930 N/A 234,930 Non-qualified pension plan assets 5,494 — — 5,494 N/A 5,494 Commodity contracts 415,023 12,093 1,715 428,831 (397,676 ) 31,155 Derivatives included with inventory intermediation agreement obligations — 94,834 — 94,834 — 94,834 Derivatives included with inventory supply arrangement obligations — 4,251 — 4,251 — 4,251 Liabilities: Commodity contracts 390,144 7,338 194 397,676 (397,676 ) — Catalyst lease obligations — 36,559 — 36,559 — 36,559 |
Schedule of Effect of Significant Unobservable Inputs | The table below summarizes the changes in fair value measurements of commodity contracts categorized in Level 3 of the fair value hierarchy: Year Ended December 31, 2015 2014 Balance at beginning of period $ 1,521 $ (23,365 ) Purchases — — Settlements (15,222 ) (22,055 ) Unrealized loss included in earnings 17,244 46,941 Transfers into Level 3 — — Transfers out of Level 3 — — Balance at end of period $ 3,543 $ 1,521 |
Schedule of Fair value of Debt | The table below summarizes the fair value and carrying value as of December 31, 2015 and 2014 . December 31, 2015 December 31, 2014 Carrying value Fair value Carrying value Fair value Senior Secured Notes due 2020 (a) $ 669,644 $ 706,246 $ 668,520 $ 675,580 Senior Secured Notes due 2023 (a) 500,000 492,452 — — PBFX Senior Notes (a) 350,000 321,722 — — PBFX Term Loan (b) 234,200 234,200 234,900 234,900 Rail Facility (b) 67,491 67,491 37,270 37,270 Catalyst leases (c) 31,802 31,802 36,559 36,559 PBFX Revolving Credit Facility (b) 24,500 24,500 275,100 275,100 Revolving Loan (b) — — — — 1,877,637 1,878,413 1,252,349 1,259,409 Less - Current maturities — — — — Less - Unamortized deferred financing costs 41,282 n/a 32,280 n/a Long-term debt $ 1,836,355 $ 1,878,413 $ 1,220,069 $ 1,259,409 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes and PBFX Senior Notes. (b) The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. (c) Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Instruments | The following tables provide information about the fair values of these derivative instruments as of December 31, 2015 and December 31, 2014 and the line items in the consolidated balance sheet in which the fair values are reflected. Description Balance Sheet Location Fair Value Asset/(Liability) Derivatives designated as hedging instruments: December 31, 2015: Derivatives included with inventory supply arrangement obligations Accrued expenses $ — Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 35,511 December 31, 2014: Derivatives included with inventory supply arrangement obligations Accrued expenses $ 4,251 Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 94,834 Derivatives not designated as hedging instruments: December 31, 2015: Commodity contracts Accounts receivable $ 46,127 December 31, 2014: Commodity contracts Accounts receivable $ 31,155 |
Schedule of Derivative Instruments, Gain (Loss) Recognized in Income | The following tables provide information about the gains or losses recognized in income on these derivative instruments and the line items in the consolidated financial statements in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) Recognized in Income on Derivatives Derivatives designated as hedging instruments: For the year ended December 31, 2015: Derivatives included with inventory supply arrangement obligations Cost of sales $ (4,251 ) Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (59,323 ) For the year ended December 31, 2014: Derivatives included with inventory supply arrangement obligations Cost of sales $ 4,428 Derivatives included with the inventory intermediation agreement obligations Cost of sales $ 88,818 For the year ended December 31, 2013 Derivatives included with inventory supply arrangement obligations Cost of sales $ (5,773 ) Derivatives included with the inventory intermediation agreement obligations Cost of sales $ 6,016 Derivatives not designated as hedging instruments: For the year ended December 31, 2015: Commodity contracts Cost of sales $ 32,416 For the year ended December 31, 2014: Commodity contracts Cost of sales $ 146,016 For the year ended December 31, 2013 Commodity contracts Cost of sales $ (88,962 ) Hedged items designated in fair value hedges: For the year ended December 31, 2015: Crude oil and feedstock inventory Cost of sales $ 4,251 Intermediate and refined product inventory Cost of sales $ 59,323 For the year ended December 31, 2014: Crude oil and feedstock inventory Cost of sales $ (4,428 ) Intermediate and refined product inventory Cost of sales $ (88,818 ) For the year ended December 31, 2013 Crude oil and feedstock inventory Cost of sales $ (1,491 ) Intermediate and refined product inventory Cost of sales $ (6,016 ) |
QUARTERLY FINANCIAL DATA (Table
QUARTERLY FINANCIAL DATA (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of quarterly financial data | The following table summarizes quarterly financial data for the years ended December 31, 2015 and 2014 (in thousands, except per share amounts). 2015 Quarter Ended March 31 June 30 September 30 December 31 Revenues $ 2,995,136 $ 3,550,664 $ 3,217,640 $ 3,360,489 Income (loss) from operations 172,410 273,796 92,267 (178,362 ) Net income (loss) 103,119 158,460 55,495 (121,541 ) Net income (loss) attributable to PBF Energy Inc. 87,321 135,810 42,799 (119,529 ) Earnings per common share - assuming dilution $ 1.00 $ 1.57 $ 0.49 $ (1.24 ) 2014 Quarter Ended March 31 June 30 September 30 December 31 Revenues $ 4,746,443 $ 5,301,709 $ 5,260,003 $ 4,520,000 Income (loss) from operations 260,207 87,850 281,113 (481,506 ) Net income (loss) 183,272 45,836 170,012 (320,849 ) Net income (loss) attributable to PBF Energy Inc. 77,444 20,959 140,971 (277,611 ) Earnings per common share -assuming dilution $ 1.42 $ 0.29 $ 1.60 $ (3.34 ) |
DESCRIPTION OF THE BUSINESS A56
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 13, 2015 | Feb. 06, 2015 | Jun. 17, 2014 | May. 14, 2014 | Mar. 26, 2014 | Jan. 10, 2014 | Jun. 12, 2013 | Dec. 12, 2012 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Nov. 01, 2015 | May. 15, 2015 | Sep. 30, 2014 | Jun. 12, 2014 | Jun. 11, 2013 | Dec. 31, 2012 | Dec. 18, 2012 |
Description of Business [Line Items] | |||||||||||||||||||
Proceeds from sale of Class A common stock, net of underwriters' discount | $ 344,000 | $ 0 | $ 0 | ||||||||||||||||
Offering costs for issuance of PBF Logistics LP common units | $ 0 | $ 5,000 | $ 0 | ||||||||||||||||
Shares outstanding | 102,505,208 | 91,134,120 | 96,884,206 | 96,883,566 | 96,867,147 | 96,591,060 | 102,767,291 | 91,151,815 | 96,867,147 | 102,767,291 | 96,543,352 | ||||||||
Ownership Percentage of Equity Held | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | ||||||||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85.00% | ||||||||||||||||||
Limited Partners' Capital Account, Ownership Percentage | 100.0331% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | |||||||||||||
PBF LLC [Member] | Series A Units [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Shares outstanding | 5,111,358 | 5,366,043 | 9,213,374 | 27,213,374 | 42,201,674 | 57,027,225 | 4,985,358 | 9,170,696 | 57,201,674 | 4,985,358 | 72,972,131 | ||||||||
Ownership Percentage of Equity Held | 5.00% | 5.90% | 9.50% | 28.10% | 43.60% | 59.00% | 4.90% | 10.10% | 59.10% | 4.90% | 75.60% | ||||||||
Blackstone Group L.P And First Reserve Management, L.P. [Member] | Series A Units [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Ownership Percentage of Equity Held | 53.60% | 70.10% | |||||||||||||||||
PBF Energy Inc. [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Ownership Percentage of Equity Held | 95.10% | 95.10% | |||||||||||||||||
PBF Energy [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Shares outstanding | 97,393,850 | 85,768,077 | 87,670,832 | 69,670,192 | 54,665,473 | 39,563,835 | 97,781,933 | 81,981,119 | 39,665,473 | 97,781,933 | 23,571,221 | ||||||||
Ownership Percentage of Equity Held | 95.00% | 94.10% | 90.50% | 71.90% | 56.40% | 41.00% | 89.90% | 40.90% | 24.40% | ||||||||||
IPO [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Public offering (in shares) | 23,567,686 | ||||||||||||||||||
Public offering, offering price per share | $ 26 | ||||||||||||||||||
IPO [Member] | PBF LLC [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Percentage of voting interest acquired | 24.40% | ||||||||||||||||||
IPO [Member] | PBF Logistics LP [Member] | Common Units [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Partners' Capital Account, Units, Sold in Public Offering | 15,812,500 | ||||||||||||||||||
Secondary Public Offering [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Public offering (in shares) | 18,000,000 | 15,000,000 | 15,000,000 | 67,754,653 | |||||||||||||||
Offering costs for issuance of PBF Logistics LP common units | $ 470 | $ 1,250 | $ 1,388 | ||||||||||||||||
Secondary Public Offering [Member] | PBF LLC [Member] | Series A Units [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Public offering (in shares) | (3,804,653) | (48,000,000) | (15,950,000) | ||||||||||||||||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock (in shares) | 15,950,000 | ||||||||||||||||||
Secondary Public Offering [Member] | PBF Energy Inc. [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Public offering (in shares) | 3,804,653 | ||||||||||||||||||
Over-Allotment Option [Member] | PBF Logistics LP [Member] | Common Units [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Partners' Capital Account, Units, Sold in Public Offering | 2,062,500 | ||||||||||||||||||
Over-Allotment Option [Member] | PBF Energy Inc. [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Public offering (in shares) | 1,500,000 | ||||||||||||||||||
Public Offering [Member] | PBF Energy Inc. [Member] | Class A Common Stock [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Public offering (in shares) | 11,500,000 | ||||||||||||||||||
Proceeds from sale of Class A common stock, net of underwriters' discount | $ 344 | ||||||||||||||||||
Limited Partner [Member] | PBF LLC [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Limited Partners' Capital Account, Ownership Percentage | 50.20% | 53.70% | 52.10% | 53.70% | 53.90% | 51.10% | |||||||||||||
Collins Pipeline Company [Member] | Charlmette Refining [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Ownership interest | 80.00% | 80.00% | 80.00% | ||||||||||||||||
T&M Terminal Company [Member] | Charlmette Refining [Member] | |||||||||||||||||||
Description of Business [Line Items] | |||||||||||||||||||
Ownership interest | 80.00% | 80.00% |
DESCRIPTION OF THE BUSINESS A57
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Ownership Percentage) (Details) - shares | Dec. 31, 2015 | Oct. 13, 2015 | Feb. 06, 2015 | Dec. 31, 2014 | Jun. 17, 2014 | Mar. 26, 2014 | Jan. 10, 2014 | Dec. 31, 2013 | Jun. 12, 2013 | Dec. 31, 2012 |
Noncontrolling Interest [Line Items] | ||||||||||
Shares outstanding | 102,767,291 | 102,505,208 | 91,134,120 | 91,151,815 | 96,884,206 | 96,883,566 | 96,867,147 | 96,867,147 | 96,591,060 | 96,543,352 |
Ownership Percentage of Equity Held | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% |
PBF LLC [Member] | Series A Units [Member] | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Shares outstanding | 4,985,358 | 5,111,358 | 5,366,043 | 9,170,696 | 9,213,374 | 27,213,374 | 42,201,674 | 57,201,674 | 57,027,225 | 72,972,131 |
Ownership Percentage of Equity Held | 4.90% | 5.00% | 5.90% | 10.10% | 9.50% | 28.10% | 43.60% | 59.10% | 59.00% | 75.60% |
PBF Energy [Member] | Class A Common Stock [Member] | ||||||||||
Noncontrolling Interest [Line Items] | ||||||||||
Shares outstanding | 97,781,933 | 97,393,850 | 85,768,077 | 81,981,119 | 87,670,832 | 69,670,192 | 54,665,473 | 39,665,473 | 39,563,835 | 23,571,221 |
Ownership Percentage of Equity Held | 95.00% | 94.10% | 89.90% | 90.50% | 71.90% | 56.40% | 40.90% | 41.00% | 24.40% |
SUMMARY OF SIGNIFICANT ACCOUN58
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Concentration of Credit Risk) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Concentration Risk [Line Items] | |||
Purchase interest step-up | $ 698,477 | $ 752,416 | |
Customer Concentration Risk [Member] | Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 0.00% | 0.00% | |
Customer Concentration Risk [Member] | Accounts Receivables [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 0.00% | ||
Customer Concentration Risk [Member] | ExxonMobil Oil Corporation [Member] | Accounts Receivables [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 18.00% | ||
Customer Concentration Risk [Member] | MSCG [Member] | Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 29.00% | ||
Customer Concentration Risk [Member] | Sunoco, Inc. [Member] | Revenues [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 10.00% |
SUMMARY OF SIGNIFICANT ACCOUN59
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Allowance for Doubtful Accounts) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Accounting Policies [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN60
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Property, Plant, and Equipment) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Process Units and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Process Units and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 25 years |
Pipeline and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 5 years |
Pipeline and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 25 years |
Buildings [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 25 years |
Computers, Furniture and Fixtures [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 3 years |
Computers, Furniture and Fixtures [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 20 years |
Railcars [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | 50 years |
SUMMARY OF SIGNIFICANT ACCOUN61
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Deferred Charges and Other Assets, Net) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Refinery turnaround amortization period | 3 years |
Intangible assets estimated useful lives | 1 year |
Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Refinery turnaround amortization period | 5 years |
Intangible assets estimated useful lives | 10 years |
Revolving Credit Facility And Senior Secured Notes [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization over life of loan | 1 year |
Revolving Credit Facility And Senior Secured Notes [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization over life of loan | 8 years |
SUMMARY OF SIGNIFICANT ACCOUN62
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Income Taxes) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | ||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85.00% | |
Unrealized deferred tax asset | $ 698,477,000 | $ 752,416,000 |
Realization period for deferred tax asset | 10 years | |
Long-term Debt [Member] | New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Deferred financing costs, net | $ 41,282 | 32,280 |
Other Assets [Member] | New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Deferred financing costs, net | $ (41,282,000) | $ (32,280,000) |
PBF LOGISTICS LP (Details)
PBF LOGISTICS LP (Details) - USD ($) | Nov. 01, 2015 | May. 14, 2015 | Dec. 11, 2014 | Sep. 30, 2014 | May. 14, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | May. 15, 2015 |
Limited Partners' Capital Account, Ownership Percentage | 100.00% | 100.0331% | 100.00% | 100.00% | 100.00% | ||||
Purchase of marketable securities | $ (2,067,286,000) | $ (1,918,637,000) | $ 0 | ||||||
Business Combination, Consideration Transferred | $ 565,304,000 | ||||||||
PBF Logistics LP [Member] | |||||||||
IDR maximum percentage distribution | 50.00% | ||||||||
IDR, Distribution in Excess | $ 0.345 | ||||||||
IPO [Member] | Common Units [Member] | PBF Logistics LP [Member] | |||||||||
Partners' Capital Account, Units, Sold in Public Offering | 15,812,500 | ||||||||
Over-Allotment Option [Member] | Common Units [Member] | PBF Logistics LP [Member] | |||||||||
Partners' Capital Account, Units, Sold in Public Offering | 2,062,500 | ||||||||
Limited Partner [Member] | PBF LLC [Member] | |||||||||
Limited Partners' Capital Account, Ownership Percentage | 51.10% | 50.20% | 53.70% | 52.10% | 53.90% | ||||
Limited Partner [Member] | Public Unit Holders [Member] | |||||||||
Limited Partners' Capital Account, Ownership Percentage | 48.90% | 49.80% | 46.30% | 47.90% | 46.10% | ||||
Limited Partner [Member] | Common Units [Member] | PBF LLC [Member] | |||||||||
Partners' Capital Account, Units | 74,053 | 2,572,944 | |||||||
Limited Partner [Member] | Subordinated Units [Member] | PBF LLC [Member] | |||||||||
Partners' Capital Account, Units | 15,886,553 | 15,886,553 | |||||||
Partnership [Member] | PBF Logistics LP [Member] | |||||||||
Proceeds From Initial Offering, Net Of Underwriting Discounts And Structuring Fees, Excluding Offering Expenses | $ 340,957,000 | ||||||||
Public Offering Proceeds Retained For General Partnership Purposes | 5,000,000 | ||||||||
Partnership [Member] | PBF LLC [Member] | |||||||||
Payments of Distributions to Affiliates | 35,000,000 | ||||||||
Revolving Credit Facility and Term Loan [Member] | PBF Logistics LP [Member] | |||||||||
Payments of Debt Issuance Costs | 2,293,000 | ||||||||
US Treasury And Other Investments [Member] | Partnership [Member] | PBF Logistics LP [Member] | |||||||||
Purchase of marketable securities | $ (298,664,000) | ||||||||
Delaware City West Heavy Crude Unloading Rack [Member] | Partnership [Member] | PBF Logistics LP [Member] | |||||||||
Business Combination, Consideration Transferred | $ 150,000,000 | ||||||||
Toledo Storage Facility [Member] | Partnership [Member] | PBF Logistics LP [Member] | |||||||||
Business Combination, Consideration Transferred | $ 150,000,000 | ||||||||
Delaware City Products Pipeline and Truck Rack [Member] | Partnership [Member] | PBF Logistics LP [Member] | |||||||||
Business Combination, Consideration Transferred | $ 143,000,000 |
ACQUISITIONS (Purchase Price) (
ACQUISITIONS (Purchase Price) (Details) - USD ($) $ in Thousands | Nov. 01, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||||
Net cash | $ 565,083 | $ 565,304 | $ 0 | $ 0 |
Preliminary estimate of payable to Seller for working capital adjustments | 19,263 | |||
Cash acquired | (19,042) | |||
Total estimated consideration | 565,304 | |||
Chalmette Refining L.L.C. [Member] | ||||
Business Acquisition [Line Items] | ||||
Preliminary estimate of payable to Seller for working capital adjustments | 243,304 | |||
Total estimated consideration | $ 322,000 | |||
PBF Energy Inc. [Member] | Chalmette Refining L.L.C. [Member] | ||||
Business Acquisition [Line Items] | ||||
Ownership interest | 100.00% | |||
Charlmette Refining [Member] | Collins Pipeline Company [Member] | ||||
Business Acquisition [Line Items] | ||||
Ownership interest | 80.00% | 80.00% | ||
Charlmette Refining [Member] | MOEM Pipeline [Member] | ||||
Business Acquisition [Line Items] | ||||
Ownership interest | 100.00% |
ACQUISITIONS (Assets and Liabil
ACQUISITIONS (Assets and Liabilities Acquired) (Details) - Chalmette Refining L.L.C. [Member] $ in Thousands | Nov. 01, 2015USD ($) |
Business Acquisition [Line Items] | |
Accounts receivable | $ 1,126 |
Inventories | 268,751 |
Prepaid expenses and other current assets | 913 |
Property, plant and equipment | 356,961 |
Deferred charges and other assets | 8,312 |
Accounts payable | (4,870) |
Accrued expenses | (28,347) |
Deferred tax liability | (20,577) |
Noncontrolling interests | (16,965) |
Estimated fair value of net assets acquired | $ 565,304 |
ACQUISITIONS (Pro Forma Informa
ACQUISITIONS (Pro Forma Information) (Details) - Chalmette Refining L.L.C. [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Pro forma revenue | $ 16,811,922 | $ 26,685,661 |
Pro forma net income (loss) | $ 263,606 | $ 8,803 |
Business Acquisition, Pro Forma Earnings Per Share, Basic | $ 2.72 | $ 0.09 |
Business Acquisition, Pro Forma Earnings Per Share, Diluted | $ 2.70 | $ 0.09 |
ACQUISITIONS (Additional Inform
ACQUISITIONS (Additional Information) (Details) - USD ($) $ in Thousands | Nov. 01, 2015 | Dec. 31, 2015 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | |||||||||||||
Purchase price after adjustments | $ 565,304 | ||||||||||||
Cash paid | 565,083 | $ 565,304 | $ 0 | $ 0 | |||||||||
Revenues | 19,828,155 | 19,151,455 | |||||||||||
Net income | $ (121,541) | $ 55,495 | $ 158,460 | $ 103,119 | $ (320,849) | $ 170,012 | $ 45,836 | $ 183,272 | 195,533 | $ 78,271 | $ 214,085 | ||
Chalmette Refining L.L.C. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Business Acquisition, Transaction Costs | $ 5,833 | $ 5,833 | $ 5,833 | ||||||||||
Purchase price after adjustments | $ 322,000 | ||||||||||||
Revenues | 643,267 | ||||||||||||
Net income | $ 53,539 | ||||||||||||
T&M Terminal Company [Member] | Charlmette Refining [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Ownership interest | 80.00% | 80.00% | 80.00% | ||||||||||
Chalmette Refining L.L.C. [Member] | PBF Energy Inc. [Member] | |||||||||||||
Business Acquisition [Line Items] | |||||||||||||
Ownership interest | 100.00% |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Inventory [Line Items] | |||||||||||
Crude oil and feedstocks | $ 1,137,605 | $ 979,878 | $ 1,137,605 | $ 979,878 | |||||||
Refined products and blendstocks | 1,098,746 | 775,767 | 1,098,746 | 775,767 | |||||||
Warehouse stock and other | 55,257 | 36,726 | 55,257 | 36,726 | |||||||
Other Inventory, Gross | 2,291,608 | 1,792,371 | 2,291,608 | 1,792,371 | |||||||
Lower of cost or market adjustment | (1,117,336) | (690,110) | (1,117,336) | (690,110) | |||||||
Total inventories | 1,174,272 | 1,102,261 | 1,174,272 | 1,102,261 | |||||||
Income (loss) from operations | (178,362) | $ 92,267 | $ 273,796 | $ 172,410 | (481,506) | $ 281,113 | $ 87,850 | $ 260,207 | 360,111 | 147,664 | $ 328,399 |
Net income (loss) | (121,541) | $ 55,495 | $ 158,460 | $ 103,119 | (320,849) | $ 170,012 | $ 45,836 | $ 183,272 | 195,533 | 78,271 | $ 214,085 |
Titled Inventory [Member] | |||||||||||
Inventory [Line Items] | |||||||||||
Crude oil and feedstocks | 1,137,605 | 918,756 | 1,137,605 | 918,756 | |||||||
Refined products and blendstocks | 687,389 | 520,308 | 687,389 | 520,308 | |||||||
Warehouse stock and other | 55,257 | 36,726 | 55,257 | 36,726 | |||||||
Other Inventory, Gross | 1,880,251 | 1,475,790 | 1,880,251 | 1,475,790 | |||||||
Lower of cost or market adjustment | (966,564) | (609,774) | (966,564) | (609,774) | |||||||
Total inventories | 913,687 | 866,016 | 913,687 | 866,016 | |||||||
Inventory Supply and Offtake Arrangements [Member] | |||||||||||
Inventory [Line Items] | |||||||||||
Crude oil and feedstocks | 0 | 61,122 | 0 | 61,122 | |||||||
Refined products and blendstocks | 411,357 | 255,459 | 411,357 | 255,459 | |||||||
Warehouse stock and other | 0 | 0 | 0 | 0 | |||||||
Other Inventory, Gross | 411,357 | 316,581 | 411,357 | 316,581 | |||||||
Lower of cost or market adjustment | (150,772) | (80,336) | (150,772) | (80,336) | |||||||
Total inventories | $ 260,585 | $ 236,245 | 260,585 | 236,245 | |||||||
Adjustment [Member] | |||||||||||
Inventory [Line Items] | |||||||||||
Income (loss) from operations | (427,226) | 690,110 | |||||||||
Net income (loss) | $ (258,045) | $ 412,686 |
PROPERTY, PLANT AND EQUIPMENT69
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 2,719,227 | $ 2,205,809 | |
Less - Accumulated depreciation | (362,589) | (268,970) | |
Property, plant and equipment, net | 2,356,638 | 1,936,839 | |
Depreciation | 94,781 | 114,919 | $ 79,413 |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 93,673 | 61,780 | |
Process units, pipelines and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 2,368,224 | 1,977,333 | |
Building and leasehold improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 34,265 | 28,398 | |
Computers furniture and fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 72,672 | 68,431 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 150,393 | 69,867 | |
Capitalized interest | 3,529 | $ 7,517 | |
Hydrocracker Project [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Impaired Assets to be Disposed of by Method Other than Sale, Carrying Value of Asset | 28,508 | ||
Tangible Asset Impairment Charges | $ 28,508 |
DEFERRED CHARGES AND OTHER AS70
DEFERRED CHARGES AND OTHER ASSETS, NET (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2012 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Deferred turnaround costs, net | $ 177,236 | $ 204,987 | |
Catalyst, net | 77,725 | 77,322 | |
Linefill | 13,504 | 10,230 | |
Restricted cash | 1,500 | 1,521 | |
Intangible assets, net | 219 | 357 | |
Other | 20,529 | 5,972 | |
Deferred charges and other assets | 290,713 | 300,389 | |
Amortization expense | 102,636 | 65,452 | $ 32,066 |
Intangible Assets, Net [Abstract] | |||
Gross amount | 3,597 | 3,599 | |
Accumulated amortization | (3,378) | (3,242) | |
Net amount | $ 219 | $ 357 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Accrued Expenses: | ||
Inventory-related accruals | $ 548,800 | $ 588,297 |
Inventory supply and offtake arrangements | 252,380 | 253,549 |
Accrued transportation costs | 91,546 | 59,959 |
Accrued salaries and benefits | 61,011 | 56,117 |
Excise and sales tax payable | 34,129 | 40,444 |
Accrued utilities | 25,192 | 22,337 |
Accrued interest | 24,806 | 23,014 |
Customer deposits | 20,395 | 24,659 |
Renewable energy credit obligations | 19,472 | 286 |
Accrued construction in progress | 7,400 | 31,452 |
Other | 34,058 | 30,678 |
Accrued expenses | $ 1,119,189 | $ 1,130,792 |
DELAWARE ECONOMIC DEVELOPMENT72
DELAWARE ECONOMIC DEVELOPMENT AUTHORITY LOAN (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Aug. 31, 2014 | Oct. 31, 2013 | Feb. 28, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2010 | |
Debt Instrument [Line Items] | ||||||
Delaware Economic Development Authority loan | $ 4,000,000 | $ 8,000,000 | $ 20,000,000 | |||
Annual conversion of loan to grant | $ 4,000,000 | |||||
Term of loan conversion | 5 years | |||||
Minimum man hours of labor utilized | 600000 hours | |||||
Minimum qualified capital expenditures | $ 125,000,000 | |||||
Decrease to property, plant and equipment upon conversion of grant | $ 4,000,000,000 | $ 4,000,000 | ||||
Zero Percent Interest Note [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt fixed interest rate | 0.00% | |||||
Tranche 1 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Amount of loan converted during period | $ 4,000,000 | |||||
Tranche 2 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Amount of loan converted during period | $ 4,000,000 | |||||
Debt Instrument, Debt Forgiveness, Period Three [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Amount of loan converted during period | $ 4,000,000 |
CREDIT FACILITY AND LONG-TERM73
CREDIT FACILITY AND LONG-TERM DEBT (Details) | Nov. 24, 2015USD ($) | Nov. 01, 2015USD ($) | May. 12, 2015USD ($) | May. 05, 2015USD ($) | Aug. 15, 2014USD ($) | May. 14, 2014USD ($)renewal | Mar. 26, 2014 | Feb. 09, 2012USD ($) | Dec. 31, 2014USD ($) | Oct. 31, 2012USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Jun. 30, 2015USD ($) | Apr. 29, 2015USD ($) | Mar. 25, 2014USD ($) | ||
Debt Instrument [Line Items] | ||||||||||||||||||
Line of Credit Facility, Available Increase In Borrowing Capacity | $ 2,750,000,000 | |||||||||||||||||
Long-term Debt, Gross | $ 1,220,069,000 | 1,836,355,000 | $ 1,220,069,000 | |||||||||||||||
Proceeds from Issuance of Secured Debt | $ 343,000,000 | |||||||||||||||||
Net cash | $ 565,083,000 | 565,304,000 | 0 | $ 0 | ||||||||||||||
Repayments of Lines of Credit | 170,000,000 | 410,000,000 | $ 1,435,000,000 | |||||||||||||||
Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term Line of Credit | [1] | 0 | 0 | |||||||||||||||
Long-term Debt, Gross | 0 | 0 | [1] | 0 | ||||||||||||||
PBFX Senior Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt issued | $ 350,000,000 | |||||||||||||||||
Debt fixed interest rate | 6.875% | |||||||||||||||||
PBFX Senior Notes [Member] | Initial Purchasers [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt issued | $ 330,090,000 | |||||||||||||||||
Senior Secured Notes [Member] | Management and Directors [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt issued | 19,910,000 | |||||||||||||||||
Line of Credit [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 2,600,000 | $ 2,500,000,000 | $ 1,610,000,000 | 2,635,000,000 | ||||||||||||||
Maximum borrowing capacity, as a percentage of aggregate borrowing capacity | 10.00% | |||||||||||||||||
Alternative maximum borrowing capacity | $ 100,000,000 | |||||||||||||||||
Effective consolidated fixed charge coverage ratio during period | 1.1 | |||||||||||||||||
Line of Credit [Member] | Revolving Loan [Member] | Base Rate [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.50% | |||||||||||||||||
Line of Credit [Member] | Revolving Loan [Member] | Base Rate [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.25% | |||||||||||||||||
Line of Credit [Member] | Revolving Loan [Member] | LIBOR [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.50% | |||||||||||||||||
Line of Credit [Member] | Revolving Loan [Member] | LIBOR [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.25% | |||||||||||||||||
Line of Credit [Member] | Rail Facility [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term Line of Credit | [1] | 37,270,000 | 67,491,000 | 37,270,000 | ||||||||||||||
Line of Credit [Member] | Letter of Credit [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 1,500,000,000 | $ 1,000,000,000 | ||||||||||||||||
Participation Fee, Percent | 2.00% | 1.25% | ||||||||||||||||
Fronting Fee, Percent | 0.25% | |||||||||||||||||
Line of Credit [Member] | Standby Letters of Credit [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term Line of Credit | 400,262,000 | 351,511,000 | 400,262,000 | |||||||||||||||
Senior Secured Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt issued | $ 675,500,000 | |||||||||||||||||
Debt fixed interest rate | 8.25% | |||||||||||||||||
Redemption price as a percentage | 100.00% | |||||||||||||||||
Long-term Debt, Gross | 668,520,000 | 669,644,000 | [2] | 668,520,000 | ||||||||||||||
2023 Senior Secured Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt issued | $ 500,000,000 | |||||||||||||||||
Debt fixed interest rate | 7.00% | |||||||||||||||||
Proceeds from Debt, Net of Issuance Costs | $ 490,000,000 | |||||||||||||||||
Long-term Debt, Gross | [2] | 0 | 500,000,000 | 0 | ||||||||||||||
Financing Arrangements [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term Debt, Gross | 36,559,000 | $ 31,802,000 | [3] | 36,559,000 | ||||||||||||||
Financing Arrangements [Member] | Paulsboro Catalyst Lease [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt fixed interest rate | 1.95% | |||||||||||||||||
Facility fee | $ 180,000 | |||||||||||||||||
Financing Arrangements [Member] | Toledo Catalyst Lease [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt fixed interest rate | 1.99% | |||||||||||||||||
Facility fee | $ 326,000 | |||||||||||||||||
Financing Arrangements [Member] | Delaware City Catalyst Lease [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt fixed interest rate | 1.96% | |||||||||||||||||
Facility fee | $ 322,000 | |||||||||||||||||
Financing Arrangements [Member] | Chalmette Catalyst Lease [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt fixed interest rate | 3.85% | |||||||||||||||||
Facility fee | $ 185,000 | |||||||||||||||||
PBF Rail Logistics Company LLC [Member] | Line of Credit [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 150,000,000 | $ 250,000,000 | ||||||||||||||||
PBF Logistics LP [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, Face Amount, Covenant, Threshold For Higher Consolidated Total Leverage Ratio | $ 100,000,000 | |||||||||||||||||
PBF Logistics LP [Member] | PBFX Senior Notes [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term Debt, Gross | [2] | 0 | 350,000,000 | 0 | ||||||||||||||
PBF Logistics LP [Member] | Line of Credit [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Long-term Line of Credit | [1] | 275,100,000 | 24,500,000 | 275,100,000 | ||||||||||||||
Letters of Credit Outstanding, Amount | 2,000,000 | |||||||||||||||||
Line of Credit Facility, Current Borrowing Capacity | 25,000,000 | |||||||||||||||||
Repayments of Lines of Credit | $ 255,000,000 | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | 600,000,000 | |||||||||||||||||
Line of Credit Facility, Available Increase In Borrowing Capacity | $ 275,000,000 | |||||||||||||||||
Debt instrument term | 5 years | |||||||||||||||||
Line of Credit Facility, Maximum Amount Outstanding During Period | $ 275,000,000 | 325,000,000 | ||||||||||||||||
Debt Instrument, Renewal Term | 1 year | |||||||||||||||||
Debt Instrument, Number Of Renewals | renewal | 2 | |||||||||||||||||
Debt Instrument, Covenant, Consolidated Interest Leverage Ratio, Minimum | 2.50 | |||||||||||||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 4 | |||||||||||||||||
Debt Instrument, Covenant, Consolidated Senior Secured Leverage Ratio, Maximum | 3.50 | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, Covenant Compliance, Consolidated Total Leverage Ratio, Step-Up Increase | 0.50 | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, Covenant Compliance, Consolidated Total Leverage Ratio, Step-Up Increase | 1 | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | Base Rate [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.75% | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | Base Rate [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | LIBOR [Member] | Minimum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 1.75% | |||||||||||||||||
PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | LIBOR [Member] | Maximum [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 2.75% | |||||||||||||||||
PBF Logistics LP [Member] | Standby Letters of Credit [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Line of Credit Facility, Current Borrowing Capacity | $ 25,000,000 | |||||||||||||||||
PBF Logistics LP [Member] | Notes Payable to Banks [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Maximum borrowing capacity | $ 300,000,000 | |||||||||||||||||
Long-term Line of Credit | [1] | 234,900,000 | 234,900,000 | |||||||||||||||
Long-term Debt, Gross | $ 234,900,000 | $ 234,200,000 | [1] | $ 234,900,000 | ||||||||||||||
Debt instrument term | 3 years | |||||||||||||||||
PBF Logistics LP [Member] | Notes Payable to Banks [Member] | Revolving Loan [Member] | LIBOR [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Basis spread on variable rate | 0.25% | |||||||||||||||||
Threshold For Unsecured Notes Issued [Member] | PBF Logistics LP [Member] | Secured Debt [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, Covenant, Leverage Ratio, Maximum | 4.50 | |||||||||||||||||
Delaware City Products Pipeline and Truck Rack [Member] | PBFX Senior Notes [Member] | PBF Logistics LP [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Net cash | $ 88,000,000 | |||||||||||||||||
Debt Instrument, Redemption, Period One [Member] | PBF Rail Logistics Company LLC [Member] | Line of Credit [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, Advances, Appraised Value, As a Percentage | 70.00% | |||||||||||||||||
Debt Instrument, Advances, Appraised Value, Adjusted Upon First Anniversary, Percent | 65.00% | |||||||||||||||||
Debt Instrument, Redemption, Period Two [Member] | PBF Rail Logistics Company LLC [Member] | Line of Credit [Member] | Revolving Loan [Member] | ||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||
Debt Instrument, Advances, Appraised Value, As a Percentage | 65.00% | |||||||||||||||||
[1] | The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. | |||||||||||||||||
[2] | The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes and PBFX Senior Notes. | |||||||||||||||||
[3] | Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. |
CREDIT FACILITY AND LONG-TERM74
CREDIT FACILITY AND LONG-TERM DEBT (Summary of Long-Term Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | ||||
Long-term debt | $ 1,836,355 | $ 1,220,069 | ||
Less—Current maturities | 0 | 0 | ||
Total long-term debt | 1,836,355 | 1,220,069 | ||
Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 0 | [1] | 0 | |
Long-term Line of Credit | [1] | 0 | ||
Line of Credit [Member] | Rail Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Line of Credit | [1] | 67,491 | 37,270 | |
Notes Payable to Banks [Member] | ||||
Debt Instrument [Line Items] | ||||
Deferred Finance Costs, Gross | (41,282) | (32,280) | ||
Capital Lease Obligations [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 31,802 | [2] | 36,559 | |
Senior Secured Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 669,644 | [3] | 668,520 | |
2023 Senior Secured Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | [3] | 500,000 | 0 | |
PBF Logistics LP [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term Line of Credit | [1] | 24,500 | 275,100 | |
PBF Logistics LP [Member] | Notes Payable to Banks [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | 234,200 | [1] | 234,900 | |
Long-term Line of Credit | [1] | 234,900 | ||
PBF Logistics LP [Member] | PBFX Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Long-term debt | [3] | $ 350,000 | $ 0 | |
[1] | The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. | |||
[2] | Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. | |||
[3] | The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes and PBFX Senior Notes. |
CREDIT FACILITY AND LONG-TERM75
CREDIT FACILITY AND LONG-TERM DEBT (Debt Maturities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Long-term Debt, Fiscal Year Maturity [Abstract] | ||
2,016 | $ 17,252 | |
2,017 | 311,364 | |
2,018 | 4,877 | |
2,019 | 24,500 | |
2,020 | 669,644 | |
Thereafter | 850,000 | |
Long-term Debt and Capital Lease Obligations | $ 1,877,637 | $ 1,252,349 |
MARKETABLE SECURITIES (Details)
MARKETABLE SECURITIES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Purchase of marketable securities | $ 2,067,286 | $ 1,918,637 | $ 0 |
Marketable securities | $ 234,258 | $ 234,930 | |
US Treasury And Other Investments [Member] | PBF Logistics LP [Member] | |||
Marketable Securities, Maturity Range, Minimum | 1 month | ||
Marketable Securities, Maturity Range, Maximum | 3 months |
OTHER LONG-TERM LIABILITIES (De
OTHER LONG-TERM LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Other Long-Term Liabilities [Abstract] | ||
Other long-term liabilities | $ 68,609 | $ 62,609 |
PBF Energy [Member] | ||
Other Long-Term Liabilities [Abstract] | ||
Defined benefit pension plan liabilities | 42,509 | 40,142 |
Post retiree medical plan | 17,729 | 14,740 |
Environmental liabilities and other | 8,189 | 7,727 |
Other | 182 | 0 |
Other long-term liabilities | $ 68,609 | $ 62,609 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Blackstone and First Reserve [Member] | Series B Units [Member] | ||||
Related Party Transaction [Line Items] | ||||
Distributions to Series B Unitholders | $ 19,592,000 | $ 130,523,000 | $ 6,427,000 | $ 0 |
Fuel Strategies International, Inc, [Member] | ||||
Related Party Transaction [Line Items] | ||||
Charges incurred during period | 0 | 588,000 | 646,000 | |
Executive Chairman of the Board of Directors [Member] | ||||
Related Party Transaction [Line Items] | ||||
Charges incurred during period | $ 957,000 | $ 1,214,000 | $ 1,274,000 |
COMMITMENTS AND CONTINGENCIES79
COMMITMENTS AND CONTINGENCIES (Details) | Mar. 03, 2014ppm | Mar. 01, 2011 | Dec. 31, 2015USD ($)ppmstate | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2010ppm | Oct. 13, 2015 | Feb. 06, 2015 | Jun. 17, 2014 | Mar. 26, 2014 | Jan. 10, 2014 | Jun. 12, 2013 | Dec. 31, 2012 |
Commitments and Contingencies Disclosure [Abstract] | |||||||||||||
Rent expense | $ 126,060,000 | $ 98,473,000 | $ 70,581,000 | ||||||||||
Inventory purchases | 36,139,000 | 40,444,000 | $ 38,383,000 | ||||||||||
Environmental Matters | |||||||||||||
Restricted cash for environmental liabilities | $ 1,500,000 | $ 1,521,000 | |||||||||||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85.00% | ||||||||||||
Ownership Percentage of Equity Held | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | |||
Payable to Related Parties, Tax Receivable Agreement | $ 661,418,000 | $ 712,727,000 | |||||||||||
PBF Energy Inc. [Member] | Class A Common Stock [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Ownership Percentage of Equity Held | 95.10% | ||||||||||||
PBF Energy [Member] | Class A Common Stock [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Ownership Percentage of Equity Held | 89.90% | 40.90% | 95.00% | 94.10% | 90.50% | 71.90% | 56.40% | 41.00% | 24.40% | ||||
Environmental Issue [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Environmental liability | $ 10,367,000 | $ 10,476,000 | |||||||||||
Discount rate used for environmental liability assessment | 8.00% | ||||||||||||
Undiscounted liability | $ 15,646,000 | ||||||||||||
Expected future payments | 5,998,000 | ||||||||||||
Restricted cash for environmental liabilities | $ 0 | ||||||||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 10 | 80 | |||||||||||
Environmental Issue [Member] | Valero [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Maximum pre-disposal environmental obligations of Valero | $ 20,000,000 | ||||||||||||
Environmental Issue [Member] | PBF Energy and Valero [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Term of insurance policies | 10 years | ||||||||||||
Payments to acquire environmental insurance policies | $ 75,000,000 | ||||||||||||
Environmental Issue [Member] | Sunoco, Inc. [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Loss Contingency Accrual, Insurance-Related Assessment, Expiration Of Liability Period | 20 years | ||||||||||||
Minimum [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Non-cancelable operating lease term | 1 year | ||||||||||||
Maximum [Member] | |||||||||||||
Loss Contingencies [Line Items] | |||||||||||||
Non-cancelable operating lease term | 20 years | ||||||||||||
Executive [Member] | Minimum [Member] | |||||||||||||
Employee Agreements | |||||||||||||
Potential lump sum payment as a multiple of base salary | 1.50 | ||||||||||||
Potential payment upon death or disability as a multiple of base salary | 0.50 | ||||||||||||
Executive [Member] | Maximum [Member] | |||||||||||||
Employee Agreements | |||||||||||||
Potential lump sum payment as a multiple of base salary | 2.99 | ||||||||||||
Northeastern states [Member] | Environmental Issue [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Additional States Requiring Heating Oils | state | 6 | ||||||||||||
New York [Member] | Environmental Issue [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 15 | ||||||||||||
Chalmette Refinery [Member] | Environmental Issue [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Expected payment period | 30 years | ||||||||||||
Payments to acquire environmental insurance policies | $ 100,000,000 | ||||||||||||
Environmental Costs Recognized, Recovery Credited to Expense | $ 3,936,000 | ||||||||||||
Paulsboro Refinery [Member] | Environmental Issue [Member] | |||||||||||||
Environmental Matters | |||||||||||||
Expected payment period | 5 years |
COMMITMENTS AND CONTINGENCIES80
COMMITMENTS AND CONTINGENCIES (Future Minimum Rental Payments) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Operating Leases, Future Minimum Payments Due, Fiscal Year Maturity [Abstract] | |
2,016 | $ 138,890 |
2,017 | 131,057 |
2,018 | 122,286 |
2,019 | 95,397 |
2,020 | 94,666 |
Thereafter | 237,435 |
Total future obligation payments due | $ 819,731 |
STOCKHOLDERS' AND MEMBERS' EQ81
STOCKHOLDERS' AND MEMBERS' EQUITY STRUCTURE (Additional Information) (Details) | 12 Months Ended | ||
Dec. 31, 2015USD ($)vote / sharesshares | Oct. 29, 2014USD ($) | Aug. 19, 2014USD ($) | |
Class of Stock [Line Items] | |||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 149,196,000 | ||
Class B Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Number of votes per share | vote / shares | 1 | ||
Class A Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Stock Repurchase Program, Authorized Amount | $ 200,000,000 | ||
Stock Repurchase Program, Increase in Authorized Amount | $ 100,000,000 | ||
PBF LLC [Member] | Series B Units [Member] | |||
Class of Stock [Line Items] | |||
Equity unit, stated value per share | $ 0 | ||
Number of units authorized | shares | 1,000,000,000 |
STOCKHOLDERS' AND MEMBERS' EQ82
STOCKHOLDERS' AND MEMBERS' EQUITY STRUCTURE (Summary of PBF LLC Units) (Details) - PBF LLC [Member] - shares | 12 Months Ended | 36 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | |
Series A Units [Member] | ||||
Class of Stock [Line Items] | ||||
Common Unit, Outstanding | 9,170,696 | 57,201,674 | 72,972,131 | 72,972,131 |
Shares issued for share-based compensation | 149,974 | 26,533 | 263,403 | |
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Surrender of Units for Taxes | (1,481) | (817) | ||
Secondary offering transaction | (529,178) | (56,694) | ||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock, shares | (83,860) | |||
Common Unit, Outstanding | 4,985,358 | 9,170,696 | 57,201,674 | 4,985,358 |
Series B Units [Member] | ||||
Class of Stock [Line Items] | ||||
Common Unit, Outstanding | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 |
Common Unit, Outstanding | 1,000,000 | 1,000,000 | 1,000,000 | 1,000,000 |
Series C Units [Member] | ||||
Class of Stock [Line Items] | ||||
Common Unit, Outstanding | 81,981,119 | 39,665,473 | 23,571,221 | 23,571,221 |
Shares issued for share-based compensation | 12,766 | |||
Units allocated to management | 247,720 | 30,348 | 60,392 | |
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Surrender of Units for Taxes | (8,732) | (5,450) | ||
Secondary offering transaction | 529,178 | 56,694 | ||
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Repurchase of Units | (284,771) | (5,765,946) | ||
Exchange of PBF Energy Company LLC Series A Units for Class A common stock, shares | 83,860 | |||
Common Unit, Outstanding | 97,781,933 | 81,981,119 | 39,665,473 | 97,781,933 |
Stock issued during period, shares | 11,500,000 | |||
Secondary Public Offering [Member] | Series A Units [Member] | ||||
Class of Stock [Line Items] | ||||
Stock issued during period, shares | (3,804,653) | (48,000,000) | (15,950,000) | |
Secondary Public Offering [Member] | Series C Units [Member] | ||||
Class of Stock [Line Items] | ||||
Stock issued during period, shares | 3,804,653 | 48,000,000 | 15,950,000 |
STOCKHOLDERS' AND MEMBERS' EQ83
STOCKHOLDERS' AND MEMBERS' EQUITY STRUCTURE Treasury Stock (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Class of Stock [Line Items] | ||||
Treasury stock, at cost, 6,050,717 shares outstanding at December 31, 2015 and 5,765,946 shares outstanding at December 31, 2014 | $ 150,804 | $ 142,731 | ||
Treasury Stock, Value, Acquired, Cost Method | $ 8,073 | |||
Class A Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Treasury Stock, Shares | 6,056,719 | 5,765,946 | ||
Repurchase Program [Member] | Class A Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Treasury Stock, Shares | [1] | 6,050,717 | 5,765,946 | 0 |
Treasury stock, at cost, 6,050,717 shares outstanding at December 31, 2015 and 5,765,946 shares outstanding at December 31, 2014 | $ 150,804 | $ 142,731 | $ 0 | |
Stock Repurchased During Period, Shares | [1] | 284,771 | 5,765,946 | |
Treasury Stock, Value, Acquired, Cost Method | $ 8,073 | $ 142,731 | ||
[1] | The shares purchased include only those shares that have settled as of the period end date. |
NONCONTROLLING INTERESTS (Detai
NONCONTROLLING INTERESTS (Details) - shares | Feb. 06, 2015 | Jun. 17, 2014 | Mar. 26, 2014 | Jan. 10, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Oct. 13, 2015 | May. 15, 2015 | Sep. 30, 2014 | May. 14, 2014 | Jun. 12, 2013 | Dec. 31, 2012 |
Noncontrolling Interest [Line Items] | ||||||||||||||
Shares outstanding | 91,134,120 | 96,884,206 | 96,883,566 | 96,867,147 | 102,767,291 | 91,151,815 | 96,867,147 | 102,767,291 | 102,505,208 | 96,591,060 | 96,543,352 | |||
Ownership Percentage of Equity Held | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | |||
Limited Partners' Capital Account, Ownership Percentage | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.0331% | ||||||||
Series A Units [Member] | PBF LLC [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Shares outstanding | 5,366,043 | 9,213,374 | 27,213,374 | 42,201,674 | 4,985,358 | 9,170,696 | 57,201,674 | 4,985,358 | 5,111,358 | 57,027,225 | 72,972,131 | |||
Ownership Percentage of Equity Held | 5.90% | 9.50% | 28.10% | 43.60% | 4.90% | 10.10% | 59.10% | 4.90% | 5.00% | 59.00% | 75.60% | |||
Class A Common Stock [Member] | PBF Energy Inc. [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Ownership Percentage of Equity Held | 95.10% | 95.10% | ||||||||||||
Class A Common Stock [Member] | PBF Energy [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Shares outstanding | 85,768,077 | 87,670,832 | 69,670,192 | 54,665,473 | 97,781,933 | 81,981,119 | 39,665,473 | 97,781,933 | 97,393,850 | 39,563,835 | 23,571,221 | |||
Ownership Percentage of Equity Held | 94.10% | 90.50% | 71.90% | 56.40% | 89.90% | 40.90% | 95.00% | 41.00% | 24.40% | |||||
Secondary Public Offering [Member] | Series A Units [Member] | PBF LLC [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Stock issued during period, shares | (3,804,653) | (48,000,000) | (15,950,000) | |||||||||||
Secondary Public Offering [Member] | Class A Common Stock [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Stock issued during period, shares | 18,000,000 | 15,000,000 | 15,000,000 | 67,754,653 | ||||||||||
Secondary Public Offering [Member] | Class A Common Stock [Member] | PBF Energy Inc. [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Stock issued during period, shares | 3,804,653 | |||||||||||||
Limited Partner [Member] | PBF LLC [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited Partners' Capital Account, Ownership Percentage | 53.70% | 52.10% | 53.70% | 53.90% | 51.10% | 50.20% | ||||||||
Limited Partner [Member] | Public Unit Holders [Member] | ||||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||||
Limited Partners' Capital Account, Ownership Percentage | 46.30% | 47.90% | 46.30% | 46.10% | 48.90% | 49.80% |
NONCONTROLLING INTERESTS PBF LL
NONCONTROLLING INTERESTS PBF LLC Noncontrolling Interest (Details) - shares | Jun. 17, 2014 | Mar. 26, 2014 | Jan. 10, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Oct. 13, 2015 | Feb. 06, 2015 | Jun. 12, 2013 | Dec. 31, 2012 |
Noncontrolling Interest [Line Items] | |||||||||||
Shares outstanding | 96,884,206 | 96,883,566 | 96,867,147 | 102,767,291 | 91,151,815 | 96,867,147 | 102,767,291 | 102,505,208 | 91,134,120 | 96,591,060 | 96,543,352 |
Ownership Percentage of Equity Held | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% | 100.00% |
Series A Units [Member] | PBF LLC [Member] | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Shares outstanding | 9,213,374 | 27,213,374 | 42,201,674 | 4,985,358 | 9,170,696 | 57,201,674 | 4,985,358 | 5,111,358 | 5,366,043 | 57,027,225 | 72,972,131 |
Ownership Percentage of Equity Held | 9.50% | 28.10% | 43.60% | 4.90% | 10.10% | 59.10% | 4.90% | 5.00% | 5.90% | 59.00% | 75.60% |
Class A Common Stock [Member] | PBF Energy [Member] | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Shares outstanding | 87,670,832 | 69,670,192 | 54,665,473 | 97,781,933 | 81,981,119 | 39,665,473 | 97,781,933 | 97,393,850 | 85,768,077 | 39,563,835 | 23,571,221 |
Ownership Percentage of Equity Held | 90.50% | 71.90% | 56.40% | 89.90% | 40.90% | 95.00% | 94.10% | 41.00% | 24.40% | ||
Secondary Public Offering [Member] | Series A Units [Member] | PBF LLC [Member] | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Stock issued during period, shares | (3,804,653) | (48,000,000) | (15,950,000) | ||||||||
Secondary Public Offering [Member] | Class A Common Stock [Member] | |||||||||||
Noncontrolling Interest [Line Items] | |||||||||||
Stock issued during period, shares | 18,000,000 | 15,000,000 | 15,000,000 | 67,754,653 |
NONCONTROLLING INTERESTS PBFX N
NONCONTROLLING INTERESTS PBFX Noncontrolling Interest (Details) - shares | Dec. 31, 2015 | May. 15, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | May. 14, 2014 |
Noncontrolling Interest [Line Items] | |||||
Limited Partners' Capital Account, Ownership Percentage | 100.00% | 100.00% | 100.00% | 100.00% | 100.0331% |
Common Units [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Common units, outstanding | 34,384,173 | 34,271,997 | 32,983,577 | 32,362,642 | 31,773,106 |
Common Units [Member] | Public Unit Holders [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Common units, outstanding | 15,924,676 | 15,812,500 | 15,812,500 | 15,812,500 | 15,812,500 |
Common Units [Member] | PBF LLC [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Common units, outstanding | 18,459,497 | 18,459,497 | 17,171,077 | 16,550,142 | 15,960,606 |
Limited Partner [Member] | Public Unit Holders [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Limited Partners' Capital Account, Ownership Percentage | 46.30% | 46.10% | 47.90% | 48.90% | 49.80% |
Limited Partner [Member] | PBF LLC [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Limited Partners' Capital Account, Ownership Percentage | 53.70% | 53.90% | 52.10% | 51.10% | 50.20% |
NONCONTROLLING INTERESTS Noncon
NONCONTROLLING INTERESTS Noncontrolling Interest (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | May. 15, 2015 | Sep. 30, 2014 | May. 14, 2014 | Dec. 31, 2012 | |
Noncontrolling Interest [Line Items] | |||||||
Limited Partners' Capital Account, Ownership Percentage | 100.00% | 100.00% | 100.00% | 100.00% | 100.0331% | ||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 2,095,857 | $ 1,693,316 | $ 1,715,256 | $ 1,723,545 | |||
Comprehensive income (loss) attributable to PBF Energy Inc. | 148,406 | (49,328) | 37,270 | ||||
Less: Comprehensive income attributable to noncontrolling interests | 49,233 | 115,261 | 171,218 | ||||
Comprehensive income | 197,639 | 65,933 | 208,488 | ||||
Dividends and Distributions | (149,428) | ||||||
Record tax receivable agreement | (12,046) | ||||||
Noncontrolling Interest | 0 | 0 | 0 | ||||
Noncontrolling Interest, Decrease from Shares received from PBFX | 0 | ||||||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 13,497 | ||||||
Record noncontrolling interest upon completion of PBFX Offering | 0 | 335,957 | |||||
Stock Issued During Period, Value, Stock Options Exercised | 90 | ||||||
Stock issued during period | 344,000 | 0 | 0 | ||||
Treasury Stock, Value, Acquired, Cost Method | (8,073) | ||||||
Noncontrolling Interest, Increase from Business Combination | 16,951 | ||||||
Stockholders' Equity, Other | (89) | ||||||
Parent [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 1,647,297 | 1,218,213 | |||||
Comprehensive income (loss) attributable to PBF Energy Inc. | 148,406 | ||||||
Comprehensive income | 148,406 | (49,328) | $ 37,270 | ||||
Dividends and Distributions | (106,584) | ||||||
Record tax receivable agreement | (12,046) | ||||||
Noncontrolling Interest | 39,976 | ||||||
Noncontrolling Interest, Decrease from Shares received from PBFX | 11,390 | ||||||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 9,218 | ||||||
Record noncontrolling interest upon completion of PBFX Offering | 0 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | 2,797 | ||||||
Stock issued during period | 344,000 | ||||||
Treasury Stock, Value, Acquired, Cost Method | (8,073) | ||||||
Noncontrolling Interest, Increase from Business Combination | 0 | ||||||
Stockholders' Equity, Other | 0 | ||||||
Noncontrolling Interest - PBF LLC [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 108,243 | 138,734 | |||||
Less: Comprehensive income attributable to noncontrolling interests | 14,627 | ||||||
Dividends and Distributions | (19,386) | ||||||
Record tax receivable agreement | 0 | ||||||
Noncontrolling Interest | (39,976) | ||||||
Noncontrolling Interest, Decrease from Shares received from PBFX | 0 | ||||||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 0 | ||||||
Record noncontrolling interest upon completion of PBFX Offering | 0 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | (2,707) | ||||||
Stock issued during period | 0 | ||||||
Treasury Stock, Value, Acquired, Cost Method | 0 | ||||||
Noncontrolling Interest, Increase from Business Combination | 16,951 | ||||||
Stockholders' Equity, Other | 0 | ||||||
Noncontrolling interest - PBF Logistics LP [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 340,317 | $ 336,369 | |||||
Less: Comprehensive income attributable to noncontrolling interests | 34,606 | ||||||
Dividends and Distributions | (23,458) | ||||||
Record tax receivable agreement | 0 | ||||||
Noncontrolling Interest | 0 | ||||||
Noncontrolling Interest, Decrease from Shares received from PBFX | (11,390) | ||||||
Adjustments to Additional Paid in Capital, Share-based Compensation and Exercise of Stock Options | 4,279 | ||||||
Record noncontrolling interest upon completion of PBFX Offering | 0 | ||||||
Stock Issued During Period, Value, Stock Options Exercised | 0 | ||||||
Stock issued during period | 0 | ||||||
Treasury Stock, Value, Acquired, Cost Method | 0 | ||||||
Noncontrolling Interest, Increase from Business Combination | 0 | ||||||
Stockholders' Equity, Other | $ (89) | ||||||
Collins Pipeline Company And T&M Terminal Company [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Limited Partners' Capital Account, Ownership Percentage | 80.00% | ||||||
Noncontrolling Interest in Limited Partnerships | $ 274 |
NONCONTROLLING INTERESTS Other
NONCONTROLLING INTERESTS Other Comprehensive Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Net income | $ (121,541) | $ 55,495 | $ 158,460 | $ 103,119 | $ (320,849) | $ 170,012 | $ 45,836 | $ 183,272 | $ 195,533 | $ 78,271 | $ 214,085 |
Unrealized gain (loss) on available for sale securities | 124 | 127 | (308) | ||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 1,982 | (12,465) | (5,289) | ||||||||
Total other comprehensive loss (income) | 2,106 | (12,338) | (5,597) | ||||||||
Comprehensive income | 197,639 | 65,933 | 208,488 | ||||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent | 197,639 | 65,933 | 208,488 | ||||||||
Parent [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Net income | 146,401 | (38,237) | 39,540 | ||||||||
Unrealized gain (loss) on available for sale securities | 118 | 115 | (126) | ||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 1,887 | (11,206) | (2,144) | ||||||||
Total other comprehensive loss (income) | 2,005 | (11,091) | (2,270) | ||||||||
Comprehensive income | 148,406 | (49,328) | 37,270 | ||||||||
Noncontrolling Interest [Member] | |||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||
Net income | 49,132 | 116,508 | 174,545 | ||||||||
Unrealized gain (loss) on available for sale securities | 6 | 12 | (182) | ||||||||
Other Comprehensive (Income) Loss, Pension and Other Postretirement Benefit Plans, Adjustment, Net of Tax | 95 | (1,259) | (3,145) | ||||||||
Total other comprehensive loss (income) | 101 | (1,247) | (3,327) | ||||||||
Comprehensive income | 49,233 | 115,261 | 174,545 | ||||||||
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Noncontrolling Interest | $ 49,233 | $ 115,261 | $ 171,218 |
STOCK-BASED COMPENSATION (Share
STOCK-BASED COMPENSATION (Share-Based Compensation Expense) (Details) - General and Administrative Expense [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | $ 13,497 | $ 7,181 | $ 3,753 |
PBF LLC [Member] | Series A Units [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 0 | 522 | 779 |
PBF LLC [Member] | Series B Units [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 0 | 0 | 530 |
PBF Logistics LP [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 4,279 | 1,086 | 0 |
Employee Stock Option [Member] | PBF Energy [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | 7,528 | 4,343 | 2,051 |
Restricted Stock [Member] | PBF Energy [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Allocated share-based compensation expense | $ 1,690 | $ 1,230 | $ 393 |
STOCK-BASED COMPENSATION (Weigh
STOCK-BASED COMPENSATION (Weighted Average Assumptions) (Details) - PBF Energy [Member] - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months |
Expected volatility | 38.40% | 52.00% | 52.10% |
Dividend yield | 3.96% | 4.82% | 4.43% |
Risk-free rate of return | 1.58% | 1.80% | 1.53% |
Exercise price | $ 30.28 | $ 24.78 | $ 27.79 |
STOCK-BASED COMPENSATION (Sha91
STOCK-BASED COMPENSATION (Share-Based Compensation Activity) (Details) - $ / shares | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
PBF LLC [Member] | Series A Units [Member] | ||||
Options | ||||
Options, beginning balance | 801,479 | 841,079 | 1,184,726 | |
Exercised | (160,700) | (32,934) | (301,979) | |
Forfeited | 0 | (6,666) | (41,668) | |
Options, ending balance | 640,779 | 801,479 | 841,079 | 1,184,726 |
Options exercisable and vested | 640,779 | 753,985 | 545,247 | |
Options expected to vest | 640,779 | |||
Weighted Average Exercise Price | ||||
Weighted average exercise price, beginning balance | $ 10.53 | $ 10.52 | $ 10.44 | |
Exercised | 10.28 | 10 | 10.11 | |
Forfeited | 0 | 11.59 | 11.27 | |
Weighted average exercise price, ending balance | 10.59 | 10.53 | 10.52 | $ 10.44 |
Weighted average exercise price, exercisable and vested | 10.59 | $ 10.41 | $ 10.24 | |
Weighted average exercise price, expected to vest | $ 10.59 | |||
Weighted average remaining contractual term, outstanding | 5 years 5 months 15 days | 6 years 4 months 28 days | 7 years 4 months 24 days | 8 years 2 months 23 days |
Weighted average remaining contractual term, exercisable and vested | 5 years 5 months 15 days | 6 years 4 months 3 days | 7 years 2 months 23 days | |
Weighted average remaining contractual term, expected to vest | 5 years 5 months 15 days | |||
PBF Energy [Member] | ||||
Options | ||||
Options, beginning balance | 2,401,875 | 1,320,000 | 682,500 | |
Granted | 1,899,500 | 1,135,000 | 697,500 | |
Exercised | (30,000) | 0 | 0 | |
Forfeited | (15,000) | (53,125) | (60,000) | |
Options, ending balance | 4,256,375 | 2,401,875 | 1,320,000 | 682,500 |
Options exercisable and vested | 1,136,250 | 485,000 | 158,125 | |
Options expected to vest | 4,256,375 | |||
Weighted Average Exercise Price | ||||
Weighted average exercise price, beginning balance | $ 25.97 | $ 26.97 | $ 26 | |
Granted | 30.28 | 24.78 | 27.79 | |
Exercised | 25.79 | 0 | 0 | |
Forfeited | 26.38 | 25.44 | 25.36 | |
Weighted average exercise price, ending balance | 27.89 | 25.97 | 26.97 | $ 26 |
Weighted average exercise price, exercisable and vested | 26.22 | $ 26.66 | $ 26 | |
Weighted average exercise price, expected to vest | $ 27.89 | |||
Weighted average remaining contractual term, outstanding | 8 years 3 months 26 days | 8 years 8 months 2 days | 9 years 3 months 29 days | 9 years 11 months 12 days |
Weighted average remaining contractual term, granted | 10 years | 10 years | 10 years | |
Weighted average remaining contractual term, exercisable and vested | 7 years 7 months 11 days | 8 years 2 months 16 days | 8 years 11 months 12 days | |
Weighted average remaining contractual term, expected to vest | 8 years 2 months 24 days |
STOCK-BASED COMPENSATION (Summa
STOCK-BASED COMPENSATION (Summary of Unit Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
PBF LLC [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Unrecognized compensation expense | $ 140 | ||
PBF LLC [Member] | Series B Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Non-Vested Units | |||
Units, beginning balance | 0 | 250,000 | |
Allocated | 0 | ||
Vested | (250,000) | ||
Forfeited | 0 | ||
Units, ending balance | 0 | ||
Weighted Average Grant Date Fair Value | |||
Weighted average grant date fair value, beginning balance | $ 0 | $ 5.11 | |
Vested | 5.11 | ||
Forfeited | 0 | ||
Weighted average grant date fair value, ending balance | $ 0 | ||
Phantom Share Units (PSUs) [Member] | |||
Non-Vested Units | |||
Units, beginning balance | 275,522 | 0 | |
Granted | 266,360 | 285,522 | |
Vested | 137,007 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Intrinsic Value, Amount Per Share | $ 25.83 | ||
Forfeited | (1,500) | (10,000) | |
Units, ending balance | 403,375 | 275,522 | 0 |
Weighted Average Grant Date Fair Value | |||
Weighted average grant date fair value, beginning balance | $ 26.56 | $ 0 | |
Granted | 23.92 | 26.57 | |
Forfeited | 26.74 | 26.74 | |
Weighted average grant date fair value, ending balance | $ 25.06 | $ 26.56 | $ 0 |
Phantom Share Units (PSUs) [Member] | PBFX [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 4 years | ||
Unrecognized compensation expense | $ 8,316 | $ 6,231 | |
Weighted average recognized period | 4 years | ||
Weighted Average Grant Date Fair Value | |||
Weighted average grant date fair value, beginning balance | $ 7,318,000 | ||
Weighted average grant date fair value, ending balance | $ 10,109,000 | $ 7,318,000 |
STOCK-BASED COMPENSATION (Addit
STOCK-BASED COMPENSATION (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
PBF LLC [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period | 4 years | |||
Expiration period | 10 years | |||
Total intrinsic value of stock options outstanding | $ 16,797 | |||
Total intrinsic value of stock options exercised during period | 3,452 | $ 618 | $ 4,298 | |
Unrecognized compensation expense | $ 140 | |||
PBF LLC [Member] | Series A Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Warrants issued | 2,740,718 | |||
Exercise price per unit | $ 10 | |||
Warrants exercised in period | 24,000 | 11,700 | ||
Non-compensatory warrants outstanding | 32,719 | 56,719 | ||
PBF LLC [Member] | Series B Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 0 | $ 5.11 | ||
Vesting rights percentage | 25.00% | |||
Vesting period | 3 years | |||
PBF LLC [Member] | Warrant [Member] | Series A Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting rights percentage | 25.00% | |||
Vesting period | 3 years | |||
Expiration period | 10 years | |||
PBF LLC [Member] | Employee Stock Option [Member] | Series A Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting rights percentage | 33.30% | |||
Expiration period | 10 years | |||
PBF Energy [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted in period | 1,899,500 | 1,135,000 | 697,500 | |
PBF Energy [Member] | Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted in period | 1,899,500 | 1,135,000 | ||
Total estimated fair value, granted in period | $ 14,512 | $ 9,068 | ||
Weighted average fair value per unit | $ 7.64 | $ 7.99 | ||
Total intrinsic value of stock options outstanding | $ 38,167 | |||
Total intrinsic value of stock options exercisable | 12,139 | |||
Total intrinsic value of stock options exercised during period | 133 | |||
Unrecognized compensation expense | $ 21,556 | |||
PBF Energy [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted in period | 247,720 | 30,348 | ||
Phantom Share Units (PSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 25.06 | $ 26.56 | $ 0 | |
Phantom Share Units (PSUs) [Member] | PBFX [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 10,109,000 | $ 7,318,000 | ||
Vesting period | 4 years | |||
Unrecognized compensation expense | $ 8,316 | $ 6,231 |
EMPLOYEE BENEFIT PLANS (Changes
EMPLOYEE BENEFIT PLANS (Changes in Benefit Obligations, Fair Value of Plan Assets, and Funded Status of Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | |
Pension Benefits [Member] | |||||
Change in benefit obligation: | |||||
Benefit obligation at beginning of year | $ 81,098 | $ 53,350 | |||
Service cost | 24,298 | 19,407 | $ 14,794 | ||
Interest cost | 2,974 | 2,404 | 992 | ||
Plan amendments | 0 | 529 | |||
Benefit payments | (2,231) | (2,634) | |||
Actuarial loss (gain) | (6,128) | 8,042 | |||
Projected benefit obligation at end of year | 100,011 | 81,098 | 53,350 | ||
Change in plan assets: | |||||
Fair value of plan assets at beginning of year | 40,956 | 25,050 | |||
Actual return on plan assets | (13) | 1,822 | |||
Benefits paid | (2,231) | (2,634) | |||
Employer contributions | 18,790 | 16,718 | |||
Fair value of plan assets at end of year | 57,502 | 40,956 | 25,050 | ||
Reconciliation of funded status: | |||||
Fair value of plan assets at end of year | 40,956 | 25,050 | 25,050 | $ 57,502 | $ 40,956 |
Less benefit obligation at end of year | 81,098 | 53,350 | 53,350 | 100,011 | 81,098 |
Funded status at end of year | (42,509) | (40,142) | |||
Post Retirement Medical Plan [Member] | |||||
Change in benefit obligation: | |||||
Benefit obligation at beginning of year | 14,740 | 8,225 | |||
Service cost | 967 | 1,099 | 726 | ||
Interest cost | 558 | 520 | 334 | ||
Plan amendments | 1,533 | 3,911 | |||
Benefit payments | (381) | (215) | |||
Actuarial loss (gain) | 312 | 1,200 | |||
Projected benefit obligation at end of year | 17,729 | 14,740 | 8,225 | ||
Change in plan assets: | |||||
Fair value of plan assets at beginning of year | 0 | 0 | |||
Actual return on plan assets | 0 | 0 | |||
Benefits paid | (381) | (215) | |||
Employer contributions | 381 | 215 | |||
Fair value of plan assets at end of year | 0 | 0 | 0 | ||
Reconciliation of funded status: | |||||
Fair value of plan assets at end of year | 0 | 0 | 0 | 0 | 0 |
Less benefit obligation at end of year | $ 14,740 | $ 8,225 | $ 8,225 | 17,729 | 14,740 |
Funded status at end of year | $ (17,729) | $ (14,740) |
EMPLOYEE BENEFIT PLANS (Expecte
EMPLOYEE BENEFIT PLANS (Expected Benefit Payments) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Pension Benefits [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2,016 | $ 11,125 |
2,017 | 8,271 |
2,018 | 9,403 |
2,019 | 10,694 |
2,020 | 13,429 |
Year 2021- 2024 | 88,044 |
Post Retirement Medical Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2,016 | 843 |
2,017 | 1,141 |
2,018 | 1,296 |
2,019 | 1,580 |
2,020 | 1,788 |
Year 2021- 2024 | $ 8,835 |
EMPLOYEE BENEFIT PLANS (Net Per
EMPLOYEE BENEFIT PLANS (Net Periodic Benefit Cost) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Pension Benefits [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 24,298 | $ 19,407 | $ 14,794 |
Interest cost | 2,974 | 2,404 | 992 |
Expected return on plan assets | (3,422) | (2,156) | (550) |
Amortization of prior service costs | 53 | 39 | 11 |
Amortization of loss | 1,228 | 1,033 | 421 |
Net periodic benefit cost | 25,131 | 20,727 | 15,668 |
Post Retirement Medical Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 967 | 1,099 | 726 |
Interest cost | 558 | 520 | 334 |
Expected return on plan assets | 0 | 0 | 0 |
Amortization of prior service costs | 326 | 258 | 0 |
Amortization of loss | 0 | (4) | 0 |
Net periodic benefit cost | $ 1,851 | $ 1,873 | $ 1,060 |
EMPLOYEE BENEFIT PLANS (Pre-tax
EMPLOYEE BENEFIT PLANS (Pre-tax Amounts Recognized in Other Comprehensive Income (Loss)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Pension Benefits [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Prior service costs (credits) | $ 0 | $ 529 | $ 0 |
Net actuarial loss (gain) | (2,220) | 8,151 | 8,235 |
Amortization of loss | (1,281) | (1,072) | (432) |
Total changes in other comprehensive loss (income) | (3,501) | 7,608 | 7,803 |
Post Retirement Medical Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Prior service costs (credits) | 1,533 | 3,911 | (860) |
Net actuarial loss (gain) | 312 | 1,201 | (1,654) |
Amortization of loss | (326) | (255) | 0 |
Total changes in other comprehensive loss (income) | $ 1,519 | $ 4,857 | $ (2,514) |
EMPLOYEE BENEFIT PLANS (Pre-t98
EMPLOYEE BENEFIT PLANS (Pre-tax Amounts in AOCI Not Yet Recognized as Components of Net Periodic Costs) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Pension Benefits [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service (costs) credits | $ (529) | $ (582) |
Net actuarial (loss) gain | (19,841) | (23,762) |
Total | (20,370) | (24,344) |
Post Retirement Medical Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Prior service (costs) credits | (3,999) | (2,793) |
Net actuarial (loss) gain | (391) | (78) |
Total | $ (4,390) | $ (2,871) |
EMPLOYEE BENEFIT PLANS (Pre-t99
EMPLOYEE BENEFIT PLANS (Pre-tax Amounts in AOCI to be Recognized Over Next Fiscal Year) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Pension Benefits [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of prior service (costs) credits | $ (53) |
Amortization of net actuarial (loss) gain | (775) |
Total | (828) |
Post Retirement Medical Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of prior service (costs) credits | (436) |
Amortization of net actuarial (loss) gain | 0 |
Total | $ (436) |
EMPLOYEE BENEFIT PLANS (Assumpt
EMPLOYEE BENEFIT PLANS (Assumptions Used) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Pension Benefits [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 4.17% | 3.70% | |
Weighted Average Assumptions Used to Determine Benefit Obligations | |||
Rate of compensation increase | 4.81% | 4.96% | |
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Expected long-term rate of return on plan assets | 7.00% | 6.70% | 3.50% |
Rate of compensation increase | 4.81% | 4.64% | 4.00% |
Supplemental Employee Retirement Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 4.22% | 3.70% | |
Weighted Average Assumptions Used to Determine Benefit Obligations | |||
Rate of compensation increase | 5.50% | 4.96% | |
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Expected long-term rate of return on plan assets | 0.00% | 0.00% | 0.00% |
Rate of compensation increase | 5.50% | 4.64% | 4.00% |
Post Retirement Medical Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Assumptions Used Calculating Benefit Obligation, Discount Rate | 3.76% | 3.70% | |
Weighted Average Assumptions Used to Determine Benefit Obligations | |||
Rate of compensation increase | 0.00% | 0.00% | |
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Expected long-term rate of return on plan assets | 0.00% | 0.00% | 0.00% |
Rate of compensation increase | 0.00% | 0.00% | 0.00% |
Service Cost [Member] | Pension Benefits [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 4.25% | 4.55% | 3.45% |
Service Cost [Member] | Supplemental Employee Retirement Plan [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 4.30% | 4.55% | 3.45% |
Service Cost [Member] | Post Retirement Medical Plan [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 4.32% | 4.55% | 3.45% |
Effective rate for interest cost [Member] | Pension Benefits [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 3.31% | 4.55% | 3.45% |
Effective rate for interest cost [Member] | Supplemental Employee Retirement Plan [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 3.16% | 4.55% | 3.45% |
Effective rate for interest cost [Member] | Post Retirement Medical Plan [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 3.09% | 4.55% | 3.45% |
Effective rate for interest on service cost [Member] | Pension Benefits [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 3.51% | 4.55% | 3.45% |
Effective rate for interest on service cost [Member] | Supplemental Employee Retirement Plan [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 3.37% | 4.55% | 3.45% |
Effective rate for interest on service cost [Member] | Post Retirement Medical Plan [Member] | |||
Weighted Average Assumptions Used to Determine Net Periodic Benefit Costs | |||
Discount rate | 4.04% | 4.55% | 3.45% |
EMPLOYEE BENEFIT PLANS (Assumed
EMPLOYEE BENEFIT PLANS (Assumed Health Care Cost Trend Rates) (Details) - Post Retirement Medical Plan [Member] | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Health care cost trend rate assumed for next year | 6.10% | 6.70% |
Rate to which the cost trend rate was assumed to decline (the ultimate trend rate) | 4.50% | 4.50% |
Year that the rate reached the ultimate trend rate | 2,038 | 2,027 |
EMPLOYEE BENEFIT PLANS (Effect
EMPLOYEE BENEFIT PLANS (Effect of One-percentage-point Change in Assumed Health Care Cost Trend Rates) (Details) - Post Retirement Medical Plan [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |
Effect on total of service and interest cost components, 1% increase | $ 21 |
Effect on total of service and interest cost components, 1% decrease | (20) |
Effect on accumulated postretirement benefit obligation, 1% increase | 413 |
Effect on accumulated postretirement benefit obligation, 1% decrease | $ (388) |
EMPLOYEE BENEFIT PLANS (Fair Va
EMPLOYEE BENEFIT PLANS (Fair Value of Assets of the Company's Qualified Plan) (Details) - Pension Benefits [Member] - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 57,502 | $ 40,956 | $ 25,050 |
Level 1 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 57,502 | 40,956 | |
Level 1 [Member] | Domestic Equities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 17,660 | 12,682 | |
Level 1 [Member] | Developed International Equities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 8,320 | 5,600 | |
Level 1 [Member] | Emerging Market Equities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,017 | 2,629 | |
Level 1 [Member] | Global Low Volatility Equities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 4,930 | 3,478 | |
Level 1 [Member] | Fixed-Income [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | 22,495 | 16,517 | |
Level 1 [Member] | Cash and Cash Equivalents [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of plan assets | $ 80 | $ 50 |
EMPLOYEE BENEFIT PLANS (Additio
EMPLOYEE BENEFIT PLANS (Additional Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Maximum age to receive health care coverage | 65 years | ||
Accumulated benefit obligation | $ 80,897 | $ 66,576 | |
Pension Benefits [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Required service period for employee participation | 30 days | ||
Basic contributions as a percentage of annual salary | 50.00% | ||
Company matching contribution, percent of match | 200.00% | ||
Company matching contribution, percent of employees' annual pay | 3.00% | ||
Contribution to the qualified defined contribution plans | $ 12,753 | $ 11,364 | $ 10,450 |
Estimated future contributions in 2014 | $ 16,700 | ||
Pension Benefits [Member] | Equity Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan asset allocations | 60.00% | ||
Pension Benefits [Member] | Fixed Income Securities [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Plan asset allocations | 40.00% |
REVENUES (Details)
REVENUES (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Product Information [Line Items] | |||||||||||
Revenues | $ 3,360,489 | $ 3,217,640 | $ 3,550,664 | $ 2,995,136 | $ 4,520,000 | $ 5,260,003 | $ 5,301,709 | $ 4,746,443 | $ 13,123,929 | $ 19,828,155 | $ 19,151,455 |
Gasoline and Distillates [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Revenues | 11,553,716 | 17,050,096 | 16,973,239 | ||||||||
Chemicals [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Revenues | 452,304 | 739,096 | 746,396 | ||||||||
Lubricants [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Revenues | 266,371 | 410,466 | 468,315 | ||||||||
Asphalt and Residual Oils [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Revenues | 536,496 | 706,494 | 690,305 | ||||||||
Other [Member] | |||||||||||
Product Information [Line Items] | |||||||||||
Revenues | $ 315,042 | $ 922,003 | $ 273,200 |
INCOME TAXES (Components of Inc
INCOME TAXES (Components of Income Tax) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Class of Stock [Line Items] | |||
Less: net income attributable to noncontrolling interests | $ 49,132 | $ 116,508 | $ 174,545 |
Current expense: | |||
Federal | 77,954 | 20,313 | 0 |
State | 14,378 | 6,662 | 0 |
Total current | 92,332 | 26,975 | 0 |
Deferred expense (benefit): | |||
Federal | (27,046) | (38,556) | 15,406 |
Foreign | 28,157 | 0 | 0 |
State | (6,718) | (10,831) | 1,275 |
Total deferred | (5,607) | (49,387) | 16,681 |
Total tax benefit | $ 86,725 | $ (22,412) | $ 16,681 |
INCOME TAXES (Effective Income
INCOME TAXES (Effective Income Tax Rate Reconciliation) (Details) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Effective Income Tax Rate Reconciliation, Noncontrolling Interest Income (Loss), Percent | 30.70% | (40.10%) | 7.20% |
Provision at Federal statutory rate | 35.00% | 35.00% | 35.00% |
State income taxes (net of federal income tax) | 4.60% | 5.20% | 5.00% |
Nondeductible/nontaxable items | 0.20% | (0.10%) | 7.00% |
Manufacturer's benefit deduction | (2.30%) | 2.10% | 0.00% |
Rate differential from foreign jurisdictions | (6.30%) | 0.00% | 0.00% |
Provision to return adjustment | 0.00% | (3.80%) | 0.00% |
Adjustment to deferred tax assets and liabilities for change in tax rates due to business mix | 5.10% | 0.00% | (14.50%) |
Other | 0.90% | (1.50%) | (2.80%) |
Effective tax rate | 37.20% | 36.90% | 29.70% |
INCOME TAXES (Components of Def
INCOME TAXES (Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets | ||
Purchase interest step-up | $ 698,477 | $ 752,416 |
Deferred Tax Assets, Inventory | 357,250 | 206,681 |
Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Pensions | 40,452 | 35,246 |
Deferred Tax Assets, Hedging Transactions | 8,384 | 0 |
Other | 22,557 | 21,953 |
Total deferred tax assets | 1,127,120 | 1,016,296 |
Valuation allowances | 0 | 0 |
Total deferred tax assets, net | 1,127,120 | 1,016,296 |
Deferred tax liabilities | ||
Property, plant and equipment | 485,976 | 421,901 |
Inventory | 29,502 | 0 |
Investment in partnership | 13,665 | 0 |
Other | 25,287 | 26,848 |
Total deferred tax liabilities | 554,430 | 448,749 |
Net deferred tax assets | $ 572,690 | $ 567,547 |
INCOME TAXES (Income Tax Examin
INCOME TAXES (Income Tax Examinations) (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Federal [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
New Jersey [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
Michigan [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
Delaware [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
Indiana [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
Pennsylvania [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
New York [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,012 |
Louisiana [Member] | |
Income Tax Examination [Line Items] | |
Income tax years that remain subject to examination | 2,015 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) | 12 Months Ended |
Dec. 31, 2015reportable_segment | |
Segment Reporting Information [Line Items] | |
Number of Reportable Segments | 2 |
SEGMENT INFORMATION Schedule of
SEGMENT INFORMATION Schedule of Segment Reporting (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||||||||||
Total assets | $ 6,105,124 | $ 5,164,008 | $ 6,105,124 | $ 5,164,008 | |||||||
Revenues | 19,828,155 | $ 19,151,455 | |||||||||
Revenues | 3,360,489 | $ 3,217,640 | $ 3,550,664 | $ 2,995,136 | 4,520,000 | $ 5,260,003 | $ 5,301,709 | $ 4,746,443 | 13,123,929 | 19,828,155 | 19,151,455 |
Depreciation and amortization expense | 197,417 | 180,382 | 111,479 | ||||||||
Income (loss) from operations | (178,362) | $ 92,267 | $ 273,796 | $ 172,410 | (481,506) | $ 281,113 | $ 87,850 | $ 260,207 | 360,111 | 147,664 | 328,399 |
Interest and Debt Expense | 106,187 | 98,764 | 93,784 | ||||||||
Capital Expenditures | 981,080 | 631,332 | 415,702 | ||||||||
Refining Group [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total assets | 5,087,554 | 4,312,618 | 5,087,554 | 4,312,618 | |||||||
Revenues | 13,123,929 | 19,828,155 | 19,151,455 | ||||||||
Depreciation and amortization expense | 181,147 | 162,326 | 95,551 | ||||||||
Income (loss) from operations | 441,033 | 283,646 | 442,742 | ||||||||
Interest and Debt Expense | 17,061 | 23,618 | 19,531 | ||||||||
Capital Expenditures | 969,895 | 577,896 | 359,534 | ||||||||
PBF Logistics LP [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total assets | 422,902 | 407,989 | 422,902 | 407,989 | |||||||
Revenues | 142,102 | 59,403 | 8,513 | ||||||||
Depreciation and amortization expense | 6,582 | 4,473 | 3,071 | ||||||||
Income (loss) from operations | 96,376 | 20,514 | (14,415) | ||||||||
Interest and Debt Expense | 21,254 | 2,672 | (13) | ||||||||
Capital Expenditures | 2,046 | 47,805 | 47,192 | ||||||||
Corporate Segment [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total assets | 618,617 | 455,031 | 618,617 | 455,031 | |||||||
Revenues | 0 | 0 | 0 | ||||||||
Depreciation and amortization expense | 9,688 | 13,583 | 12,857 | ||||||||
Income (loss) from operations | (177,298) | (156,496) | (99,928) | ||||||||
Interest and Debt Expense | 67,872 | 72,474 | 74,266 | ||||||||
Capital Expenditures | 9,139 | 5,631 | 8,976 | ||||||||
Intersegment Eliminations [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total assets | $ (23,949) | $ (11,630) | (23,949) | (11,630) | |||||||
Revenues | (142,102) | (59,403) | (8,513) | ||||||||
Depreciation and amortization expense | 0 | 0 | 0 | ||||||||
Income (loss) from operations | 0 | 0 | 0 | ||||||||
Interest and Debt Expense | 0 | 0 | 0 | ||||||||
Capital Expenditures | $ 0 | $ 0 | 0 | ||||||||
Chalmette Refinery [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Capital Expenditures | $ 565,300 |
NET INCOME PER SHARE OF PBF 112
NET INCOME PER SHARE OF PBF ENERGY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||
Effective tax rate | 39.60% | 40.20% | 40.20% | |||||||||
Basic Earnings Per Share: | ||||||||||||
Numerator for basic net income per Class A common share-net income attributable to PBF Energy | $ (119,529) | $ 42,799 | $ 135,810 | $ 87,321 | $ (277,611) | $ 140,971 | $ 20,959 | $ 77,444 | $ 146,401 | $ (38,237) | $ 39,540 | |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | [1] | 88,106,999 | 74,464,494 | 32,488,369 | ||||||||
Basic net income attributable to PBF Energy per Class A common share (in usd per share) | $ 1.66 | $ (0.51) | $ 1.22 | |||||||||
Diluted Earnings Per Share: | ||||||||||||
Net income attributable to PBF Energy | $ (119,529) | $ 42,799 | $ 135,810 | $ 87,321 | $ (277,611) | $ 140,971 | $ 20,959 | $ 77,444 | $ 146,401 | $ (38,237) | $ 39,540 | |
Plus: Net income attributable to noncontrolling interest | [1] | 14,257 | 0 | 0 | ||||||||
Less: Income tax on net income per Class A common share | [1] | (5,646) | 0 | 0 | ||||||||
Numerator for diluted net income per Class A common share | [1] | $ 155,012 | $ (38,237) | $ 39,540 | ||||||||
Denominator for basic net income per Class A common share-weighted average shares (in shares) | [1] | 88,106,999 | 74,464,494 | 32,488,369 | ||||||||
Effect of dilutive securities: | ||||||||||||
Conversion of PBF LLC Series A Units | [1] | 5,530,568 | 0 | 0 | ||||||||
Common stock equivalents (in shares) | [1],[2] | 501,283 | 0 | 572,712 | ||||||||
Denominator for diluted net income per common share-adjusted weighted average shares (in shares) | 94,138,850 | 74,464,494 | 33,061,081 | |||||||||
Diluted net income attributable to PBF Energy per Class A common share (in usd per share) | $ (1.24) | $ 0.49 | $ 1.57 | $ 1 | $ (3.34) | $ 1.60 | $ 0.29 | $ 1.42 | $ 1.65 | $ (0.51) | $ 1.20 | |
Series A Units [Member] | ||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 21,249,314 | 64,164,045 | ||||||||||
Employee Stock Option [Member] | ||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 2,943,750 | 2,401,875 | 1,320,000 | |||||||||
[1] | The net income attributable to PBF Energy, used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income, as well as the corresponding income tax (based on a 39.6% effective tax rate for the year ended December 31, 2015 and a 40.2% effective tax rate for the years ended December 31, 2014 and 2013, respectively) attributable to the converted units. The potential conversion of 21,249,314 and 64,164,045 PBF LLC Series A Units for the years ended December 31, 2014 and 2013, respectively, were excluded from the denominator in computing diluted net income per share because including them would have had an antidilutive effect. As the PBF LLC Series A Units were not included, the numerator used in the calculation of diluted net income per share was equal to the numerator used in the calculation of basic net income per share and does not include the net income and related income tax expense associated with the potential conversion of the PBF LLC Series A Units. | |||||||||||
[2] | Represents an adjustment to weighted-average diluted shares outstanding to assume the full exchange of common stock equivalents, including options and warrants for PBF LLC Series A Units and options for shares of PBF Energy Class A common stock. Common stock equivalents excludes the effects of options to purchase 2,943,750, 2,401,875 and 1,320,000 shares of PBF Energy Class A common stock because they are anti-dilutive for the years ended December 31, 2015, 2014 and 2013, respectively. |
FAIR VALUE MEASUREMENTS (Measur
FAIR VALUE MEASUREMENTS (Measured on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | $ 234,258 | $ 234,930 |
Fair value of plan assets | 9,325 | 5,494 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 234,258 | 234,930 |
Fair value of plan assets | 9,325 | 5,494 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 0 | 0 |
Fair value of plan assets | 0 | 0 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Investments, Fair Value Disclosure | 0 | 0 |
Fair value of plan assets | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 52,482 | 397,676 |
Derivative, Collateral, Right to Reclaim Cash | (52,482) | (397,676) |
Derivative Liability | 0 | 0 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 49,960 | |
Derivative Liability | 390,144 | |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 2,522 | |
Derivative Liability | 7,338 | |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 0 | |
Derivative Liability | 194 | |
Catalyst lease obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative, Collateral, Right to Reclaim Cash | 0 | 0 |
Obligations, Fair Value Disclosure | 31,802 | 36,559 |
Catalyst lease obligations [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Catalyst lease obligations [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 31,802 | 36,559 |
Catalyst lease obligations [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 631,280 | 5,575 |
Money market funds [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 631,280 | 5,575 |
Money market funds [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 |
Money market funds [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and Cash Equivalents, Fair Value Disclosure | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 98,609 | 428,831 |
Derivative, Collateral, Obligation to Return Cash | (52,482) | (397,676) |
Derivative Asset | 46,127 | 31,155 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 63,810 | 415,023 |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 31,256 | 12,093 |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 3,543 | |
Derivative Asset | 1,715 | |
Inventory Intermediation Agreement Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 35,511 | 94,834 |
Derivative, Collateral, Obligation to Return Cash | 0 | 0 |
Derivative Asset | 35,511 | 94,834 |
Inventory Intermediation Agreement Obligation [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | 0 |
Inventory Intermediation Agreement Obligation [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 35,511 | 94,834 |
Inventory Intermediation Agreement Obligation [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | 0 |
Inventory Supply Arrangement Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | 4,251 |
Derivative, Collateral, Obligation to Return Cash | 0 | 0 |
Derivative Asset | 0 | 4,251 |
Inventory Supply Arrangement Obligation [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | 0 |
Inventory Supply Arrangement Obligation [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | 4,251 |
Inventory Supply Arrangement Obligation [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Change in Fair Value at Level 3) (Details) - Commodity Contract [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at beginning of period | $ 1,521 | $ (23,365) |
Purchases | 0 | 0 |
Settlements | (15,222) | (22,055) |
Unrealized loss included in earnings | 17,244 | 46,941 |
Transfers into Level 3 | 0 | 0 |
Transfers out of Level 3 | 0 | 0 |
Balance at end of period | $ 3,543 | $ 1,521 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value and Carrying Value of Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Debt | $ 1,877,637 | $ 1,252,349 | ||
Long-term debt, Fair value | 1,878,413 | 1,259,409 | ||
Long-term Debt, Gross | 1,836,355 | 1,220,069 | ||
Less - Current maturities | 0 | 0 | ||
Less - Current maturities, Fair value | 0 | 0 | ||
Long-term debt | 1,836,355 | 1,220,069 | ||
Long-term debt, Fair value | 1,878,413 | 1,259,409 | ||
Senior secured notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Debt | [1] | 668,520 | ||
Long-term debt, Fair value | [1] | 706,246 | 675,580 | |
Long-term Debt, Gross | 669,644 | [1] | 668,520 | |
2023 Senior Secured Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Fair value | [1] | 492,452 | 0 | |
Long-term Debt, Gross | [1] | 500,000 | 0 | |
PBFX Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Fair value | [1] | 321,722 | 0 | |
Catalyst lease [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Debt | [2] | 36,559 | ||
Long-term debt, Fair value | [2] | 31,802 | 36,559 | |
PBF Logistics LP [Member] | PBFX Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Debt, Gross | [1] | 350,000 | 0 | |
PBF Logistics LP [Member] | Notes Payable to Banks [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Line of Credit | [3] | 234,900 | ||
Lines of Credit, Fair Value Disclosure | [3] | 234,200 | 234,900 | |
Long-term Debt, Gross | 234,200 | [3] | 234,900 | |
Revolving Credit Facility [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Line of Credit | [3] | 0 | ||
Lines of Credit, Fair Value Disclosure | [3] | 0 | 0 | |
Long-term Debt, Gross | 0 | [3] | 0 | |
Revolving Credit Facility [Member] | PBF Logistics LP [Member] | Line of Credit [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Line of Credit | [3] | 24,500 | 275,100 | |
Lines of Credit, Fair Value Disclosure | [3] | 24,500 | 275,100 | |
Rail Facility [Member] | Line of Credit [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Line of Credit | [3] | 67,491 | 37,270 | |
Lines of Credit, Fair Value Disclosure | [3] | $ 67,491 | $ 37,270 | |
[1] | The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes and PBFX Senior Notes. | |||
[2] | Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. | |||
[3] | The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. |
DERIVATIVES (Narrative) (Detail
DERIVATIVES (Narrative) (Details) | 12 Months Ended | ||
Dec. 31, 2015USD ($)bbl | Dec. 31, 2014USD ($)bbl | Dec. 31, 2013USD ($) | |
Derivative [Line Items] | |||
Gain (loss) on fair value hedge ineffectiveness | $ | $ 0 | $ 0 | $ (7,264,000) |
Crude Oil and Feedstock Inventory [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 0 | 0 | |
Crude Oil and Feedstock Inventory [Member] | Fair Value Hedging [Member] | Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 0 | 662,579 | |
Intermediates and Refined Products Inventory [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 0 | 0 | |
Intermediates and Refined Products Inventory [Member] | Fair Value Hedging [Member] | Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 3,776,011 | 3,106,325 | |
Crude Oil Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 39,577,000 | 47,339,000 | |
Refined Product Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 4,599,136 | 1,970,871 |
DERIVATIVES (Fair Value of Deri
DERIVATIVES (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Designated as Hedging Instrument [Member] | Inventory Supply Arrangement Obligation [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ 0 | $ 4,251 |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | Accrued Liabilities [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | 35,511 | 94,834 |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Accounts Receivable [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ 46,127 | $ 31,155 |
DERIVATIVES (Gain (Loss) Recogn
DERIVATIVES (Gain (Loss) Recognized in Income) (Details) - Cost of Sales [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Designated as Hedging Instrument [Member] | Inventory Supply Arrangement Obligation [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain or (Loss) Recognized in Income on Derivatives | $ (4,251) | $ 4,428 | $ (5,773) |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain or (Loss) Recognized in Income on Derivatives | (59,323) | 88,818 | 6,016 |
Designated as Hedging Instrument [Member] | Crude Oil and Feedstock Inventory [Member] | Fair Value Hedging [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain or (Loss) Recognized in Income on Derivatives | 4,251 | (4,428) | (1,491) |
Designated as Hedging Instrument [Member] | Intermediates and Refined Products Inventory [Member] | Fair Value Hedging [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain or (Loss) Recognized in Income on Derivatives | 59,323 | (88,818) | (6,016) |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Gain or (Loss) Recognized in Income on Derivatives | $ 32,416 | $ 146,016 | $ (88,962) |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ / shares in Units, $ in Thousands | Feb. 07, 2016$ / shares | Feb. 06, 2016$ / shares | Feb. 02, 2016USD ($)terminal |
Subsequent Event [Member] | PBF Energy Inc. [Member] | Class A Common Stock [Member] | |||
Subsequent Event [Line Items] | |||
Dividends declared per share | $ 0.3 | ||
Subsequent Event [Member] | PBF Logistics LP [Member] | |||
Subsequent Event [Line Items] | |||
Cash Distribution Per Unit | $ 0.41 | ||
Scenario, Forecast [Member] | |||
Subsequent Event [Line Items] | |||
Business Combination, Agreed Upon Purchase Consideration | $ | $ 100,000 | ||
Plains All American Pipeline, L.P. [Member] | Scenario, Forecast [Member] | |||
Subsequent Event [Line Items] | |||
Number of Refined Product Terminals In Agreement To Purchase | terminal | 4 |
QUARTERLY FINANCIAL DATA (Detai
QUARTERLY FINANCIAL DATA (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Revenues | $ 3,360,489 | $ 3,217,640 | $ 3,550,664 | $ 2,995,136 | $ 4,520,000 | $ 5,260,003 | $ 5,301,709 | $ 4,746,443 | $ 13,123,929 | $ 19,828,155 | $ 19,151,455 |
Income (loss) from operations | (178,362) | 92,267 | 273,796 | 172,410 | (481,506) | 281,113 | 87,850 | 260,207 | 360,111 | 147,664 | 328,399 |
Net income (loss) | (121,541) | 55,495 | 158,460 | 103,119 | (320,849) | 170,012 | 45,836 | 183,272 | 195,533 | 78,271 | 214,085 |
Net income attributable to PBF Energy | $ (119,529) | $ 42,799 | $ 135,810 | $ 87,321 | $ (277,611) | $ 140,971 | $ 20,959 | $ 77,444 | $ 146,401 | $ (38,237) | $ 39,540 |
Earnings per common share - assuming dilution | $ (1.24) | $ 0.49 | $ 1.57 | $ 1 | $ (3.34) | $ 1.60 | $ 0.29 | $ 1.42 | $ 1.65 | $ (0.51) | $ 1.20 |
Inventory Valuation Reserves | $ 1,117,300 | $ 771,300 | $ 1,117,300 | ||||||||
Change in Non-cash Lower of Cost or Market Adjustment | $ 346,100 | $ 690,100 |