Document and Entity Information
Document and Entity Information Document - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 30, 2018 | |
Entity Information [Line Items] | ||
Entity Registrant Name | PBF ENERGY INC. | |
Entity Central Index Key | 1,534,504 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Current Reporting Status | Yes | |
Class A Common Stock [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 112,229,546 | |
Class B common stock [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 22 | |
PBF LLC [Member] | ||
Entity Information [Line Items] | ||
Entity Registrant Name | PBF ENERGY CO LLC | |
Entity Central Index Key | 1,645,026 | |
PBF LLC [Member] | Class A Common Stock [Member] | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 0 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | |
Current assets: | |||
Cash and cash equivalents (PBFX: $22,009 and $19,664, respectively) | $ 362,963 | $ 573,021 | |
Accounts receivable | 831,055 | 952,552 | |
Inventories | 2,579,744 | 2,213,797 | |
Prepaid and other current assets | 87,973 | 63,589 | |
Total current assets | 3,861,735 | 3,802,959 | |
Property, plant and equipment, net (PBFX: $670,261 and $673,823, respectively) | 3,493,021 | 3,479,213 | |
Deferred tax assets | 47,265 | 53,638 | |
Deferred charges and other assets, net | 880,342 | 782,183 | |
Total assets | [1] | 8,282,363 | 8,117,993 |
Current liabilities: | |||
Accounts payable | 666,806 | 578,551 | |
Accrued expenses | 1,889,080 | 1,814,854 | |
Deferred revenue | 6,362 | 8,933 | |
Note payable | 4,410 | 5,621 | |
Current debt | 11,032 | 10,987 | |
Total current liabilities | 2,577,690 | 2,418,946 | |
Long-term debt (PBFX: $539,456 and $548,793, respectively) | 2,165,604 | 2,175,042 | |
Payable to related parties pursuant to Tax Receivable Agreement | 366,547 | 362,142 | |
Deferred tax liabilities | 32,459 | 33,155 | |
Other long-term liabilities | 224,238 | 225,759 | |
Total liabilities | 5,366,538 | 5,215,044 | |
Commitments and contingencies (Note 9) | |||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares outstanding at March 31, 2018 and December 31, 2017 | 0 | 0 | |
Treasury stock, at cost | (153,602) | (152,585) | |
Additional paid in capital | 2,294,692 | 2,277,739 | |
Retained earnings | 233,830 | 236,786 | |
Accumulated other comprehensive loss | (25,134) | (25,381) | |
Total PBF Energy Company LLC equity | 2,349,881 | 2,336,654 | |
Noncontrolling interest | 565,944 | 566,295 | |
Total equity | 2,915,825 | 2,902,949 | |
Total liabilities, Series B units and equity | 8,282,363 | 8,117,993 | |
Class A Common Stock [Member] | |||
Current liabilities: | |||
Common stock, issuance value | 95 | 95 | |
Class B common stock [Member] | |||
Current liabilities: | |||
Common stock, issuance value | 0 | 0 | |
PBF LLC [Member] | |||
Current assets: | |||
Cash and cash equivalents (PBFX: $22,009 and $19,664, respectively) | 361,513 | 562,036 | |
Accounts receivable | 831,055 | 952,552 | |
Inventories | 2,579,744 | 2,213,797 | |
Prepaid and other current assets | 87,973 | 51,799 | |
Total current assets | 3,860,285 | 3,780,184 | |
Property, plant and equipment, net (PBFX: $670,261 and $673,823, respectively) | 3,493,021 | 3,479,213 | |
Deferred charges and other assets, net | 875,638 | 779,588 | |
Total assets | [1] | 8,228,944 | 8,038,985 |
Current liabilities: | |||
Accounts payable | 666,806 | 578,551 | |
Accrued expenses | 1,902,161 | 1,824,394 | |
Deferred revenue | 6,362 | 8,933 | |
Note payable | 4,410 | 5,621 | |
Current debt | 11,032 | 10,987 | |
Total current liabilities | 2,590,771 | 2,428,486 | |
Long-term debt (PBFX: $539,456 and $548,793, respectively) | 2,165,604 | 2,175,042 | |
Affiliate note payable | 310,201 | 292,844 | |
Deferred tax liabilities | 32,459 | 33,155 | |
Other long-term liabilities | 224,265 | 225,845 | |
Total liabilities | 5,323,300 | 5,155,372 | |
Series B Units, 1,000,000 issued and outstanding, no par or stated value | 5,110 | 5,110 | |
Treasury stock, at cost | (153,602) | (152,585) | |
Retained earnings | 925,088 | 906,875 | |
Accumulated other comprehensive loss | (26,682) | (26,936) | |
Total PBF Energy Company LLC equity | 2,445,116 | 2,422,411 | |
Noncontrolling interest | 455,418 | 456,092 | |
Total equity | 2,900,534 | 2,878,503 | |
Total liabilities, Series B units and equity | 8,228,944 | 8,038,985 | |
PBF LLC [Member] | Series A Units [Member] | |||
Current liabilities: | |||
Common unit, issuance value | 35,953 | 40,058 | |
PBF LLC [Member] | Series C Units [Member] | |||
Current liabilities: | |||
Common unit, issuance value | $ 1,664,359 | $ 1,654,999 | |
[1] | (2)The Logistics segment includes 100% of the assets of TVPC as TVPC is consolidated by PBFX. PBFX records a noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records an equity investment in TVPC reflecting its noncontrolling ownership interest. For the purposes of the Company’s condensed consolidated PBF Energy financial statements, PBFX’s noncontrolling interest in TVPC and PBF Holding’s equity investment in TVPC eliminate in consolidation. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Cash and cash equivalents (PBFX: $22,009 and $19,664, respectively) | $ 362,963 | $ 573,021 |
Property, plant and equipment, net (PBFX: $670,261 and $673,823, respectively) | 3,493,021 | 3,479,213 |
Long-term debt (PBFX: $539,456 and $548,793, respectively) | $ 2,165,604 | $ 2,175,042 |
Treasury stock, shares | 6,165,033 | 6,132,884 |
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 | 111,118,981 | 110,565,531 |
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 | 22 | 25 |
PBF Logistics LP [Member] | ||
Cash and cash equivalents (PBFX: $22,009 and $19,664, respectively) | $ 22,009 | $ 19,664 |
Property, plant and equipment, net (PBFX: $670,261 and $673,823, respectively) | 670,261 | 673,823 |
Long-term debt (PBFX: $539,456 and $548,793, respectively) | 539,456 | 548,793 |
PBF LLC [Member] | ||
Cash and cash equivalents (PBFX: $22,009 and $19,664, respectively) | 361,513 | 562,036 |
Property, plant and equipment, net (PBFX: $670,261 and $673,823, respectively) | 3,493,021 | 3,479,213 |
Long-term debt (PBFX: $539,456 and $548,793, respectively) | $ 2,165,604 | $ 2,175,042 |
PBF LLC [Member] | Series B Units [Member] | ||
Units Issued | 1,000,000 | 1,000,000 |
Units Outstanding | 1,000,000 | 1,000,000 |
PBF LLC [Member] | Series A Units [Member] | ||
Units Issued | 3,240,062 | 3,767,464 |
Units Outstanding | 3,240,062 | 3,767,464 |
PBF LLC [Member] | Series C Units [Member] | ||
Units Issued | 111,140,212 | 110,586,762 |
Units Outstanding | 111,140,212 | 110,586,762 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Revenues | $ 5,802,776 | $ 4,754,473 | |
Revenues | 5,802,776 | 4,754,473 | |
Cost and expenses: | |||
Cost of products and other | 5,132,102 | 4,196,767 | |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 426,135 | 451,266 | |
Depreciation and amortization expense | 83,273 | 59,170 | |
Cost of sales | 5,641,510 | 4,707,203 | |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 62,813 | 43,830 | |
Depreciation and amortization expense | 2,714 | 1,762 | |
Loss on sale of assets | 79 | 883 | |
Total cost and expenses | 5,707,116 | 4,753,678 | |
Income from operations | [1] | 95,660 | 795 |
Other income (expense): | |||
Change in fair value of catalyst leases | 13 | (2,588) | |
Interest expense, net | (43,198) | (37,183) | |
Other non-service component of net periodic benefit costs | 278 | (101) | |
Income (loss) before income taxes | 52,753 | (39,077) | |
Income tax expense (benefit) | 10,942 | (19,047) | |
Net income (loss) | 41,811 | (20,030) | |
Less: net income attributable to noncontrolling interests | 11,445 | 11,047 | |
Less: net income attributable to noncontrolling interests | 11,452 | 11,057 | |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ 30,366 | $ (31,077) | |
Weighted-average shares of Class A common stock outstanding | |||
Basic (in shares) | 110,820,379 | 108,760,374 | |
Diluted (in shares) | 115,193,491 | 108,760,374 | |
Net income (loss) available to Class A common stock per share: | |||
Basic (in dollars per share) | $ 0.27 | $ (0.29) | |
Diluted (in dollars per share) | 0.27 | (0.29) | |
Dividends per common share (in dollars per share) | $ 0.3 | $ 0.30 | |
PBF LLC [Member] | |||
Revenues | $ 5,802,776 | $ 4,754,473 | |
Cost of products and other | 5,132,102 | 4,196,767 | |
Cost and expenses: | |||
Operating expenses (excluding depreciation and amortization expense as reflected below) | 426,135 | 451,266 | |
Depreciation and amortization expense | 83,273 | 59,170 | |
Cost of sales | 5,641,510 | 4,707,203 | |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 62,561 | 43,794 | |
Depreciation and amortization expense | 2,714 | 1,762 | |
Loss on sale of assets | 79 | 883 | |
Total cost and expenses | 5,706,864 | 4,753,642 | |
Income from operations | [1] | 95,912 | 831 |
Other income (expense): | |||
Change in fair value of catalyst leases | 13 | (2,588) | |
Interest expense, net | (45,161) | (39,561) | |
Other non-service component of net periodic benefit costs | 278 | (101) | |
Income (loss) before income taxes | 51,042 | (41,419) | |
Income tax expense (benefit) | (701) | 434 | |
Net income (loss) | 51,743 | (41,853) | |
Less: net income attributable to noncontrolling interests | 10,157 | 12,903 | |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ 41,586 | $ (54,756) | |
[1] | (1)The Logistics segment includes 100% of the income from operations of TVPC as TVPC is consolidated by PBFX. PBFX records net income attributable to noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records equity income in investee related to its 50% noncontrolling ownership interest in TVPC. For the purposes of the Company’s condensed consolidated financial statements, PBF Holding’s equity income in investee and PBFX’s net income attributable to noncontrolling interest eliminate in consolidation. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations Parenthetical - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Depreciation and amortization expense | $ 83,273 | $ 59,170 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Net income (loss) | $ 41,811 | $ (20,030) |
Other comprehensive income: | ||
Unrealized gain on available for sale securities | 0 | 27 |
Net gain on pension and other post-retirement benefits | 254 | 287 |
Total other comprehensive income | 254 | 314 |
Comprehensive income (loss) | 42,065 | (19,716) |
Less: net income attributable to noncontrolling interests | 11,452 | 11,057 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 30,613 | (30,773) |
PBF LLC [Member] | ||
Net income (loss) | 51,743 | (41,853) |
Other comprehensive income: | ||
Unrealized gain on available for sale securities | 0 | 27 |
Net gain on pension and other post-retirement benefits | 254 | 287 |
Total other comprehensive income | 254 | 314 |
Comprehensive income (loss) | 51,997 | (41,539) |
Less: net income attributable to noncontrolling interests | 10,157 | 12,903 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 41,840 | $ (54,442) |
Condensed Consolidated Stateme7
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 41,811 | $ (20,030) |
Adjustments to reconcile net income (loss) to net cash used in operations: | ||
Depreciation and amortization | 87,993 | 63,527 |
Stock-based compensation | 5,072 | 6,025 |
Change in fair value of catalyst leases | (13) | 2,588 |
Deferred income taxes | 10,859 | (19,520) |
Non-cash change in inventory repurchase obligations | 8,825 | (23,124) |
Non-cash lower of cost or market inventory adjustment | (87,653) | 16,039 |
Pension and other post-retirement benefit costs | 11,845 | 10,560 |
Loss on sale of assets | 79 | 883 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 121,497 | 9,962 |
Inventories | (278,294) | (238,437) |
Prepaid and other current assets | (24,384) | 54,247 |
Accounts payable | 31,907 | (187,042) |
Accrued expenses | (8,278) | 193,874 |
Deferred revenue | (2,571) | (9,343) |
Other assets and liabilities | (4,128) | (25,573) |
Net cash used in operations | (85,433) | (165,364) |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (24,936) | (109,726) |
Expenditures for deferred turnaround costs | (58,800) | (64,371) |
Expenditures for other assets | (9,544) | (14,847) |
Purchase of marketable securities | 0 | (75,036) |
Maturities of marketable securities | 0 | 75,006 |
Net cash used in investing activities | (93,280) | (188,974) |
Cash flows from financing activities: | ||
Distributions to PBF Energy Company LLC members other than PBF Energy | (972) | (1,152) |
Distributions to PBFX public unit holders | (11,369) | (10,487) |
Dividend payments | (33,226) | (32,900) |
Repayments of revolver borrowings | 0 | (200,000) |
Proceeds from revolver borrowings | 0 | 200,000 |
Repayment of note payable | (1,211) | 0 |
Repayment of note payable | 27,836 | 0 |
Purchase of treasury stock | (1,017) | 0 |
Net cash used in financing activities | (31,345) | (85,845) |
Net decrease in cash and cash equivalents | (210,058) | (440,183) |
Cash and equivalents, beginning of period | 573,021 | 746,274 |
Cash and cash equivalents, end of period | 362,963 | 306,091 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 129,416 | 55,470 |
PBFX Revolving Credit Facility [Member] | ||
Cash flows from financing activities: | ||
Repayments of revolver borrowings | (9,700) | 0 |
Term Loan [Member] | ||
Cash flows from financing activities: | ||
Repayments of Long Term Debt | 0 | (39,664) |
Rail Term Loan [Member] | ||
Cash flows from financing activities: | ||
Repayments of Long Term Debt | (1,686) | (1,642) |
PBF LLC [Member] | ||
Cash flows from operating activities: | ||
Net income (loss) | 51,743 | (41,853) |
Adjustments to reconcile net income (loss) to net cash used in operations: | ||
Depreciation and amortization | 87,993 | 63,527 |
Stock-based compensation | 5,072 | 6,025 |
Change in fair value of catalyst leases | (13) | 2,588 |
Deferred income taxes | (696) | (38) |
Deferred income taxes | (696) | (38) |
Non-cash change in inventory repurchase obligations | 8,825 | (23,124) |
Non-cash lower of cost or market inventory adjustment | (87,653) | 16,039 |
Pension and other post-retirement benefit costs | 11,845 | 10,560 |
Loss on sale of assets | 79 | 883 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 121,497 | 9,962 |
Inventories | (278,294) | (238,437) |
Prepaid and other current assets | (36,174) | (28,690) |
Accounts payable | 31,907 | (187,042) |
Accrued expenses | (13,549) | 190,796 |
Deferred revenue | (2,571) | (9,343) |
Other assets and liabilities | (4,187) | (25,511) |
Net cash used in operations | (104,176) | (253,658) |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (24,936) | (109,726) |
Expenditures for deferred turnaround costs | (58,800) | (64,371) |
Expenditures for other assets | (9,544) | (14,847) |
Purchase of marketable securities | 0 | (75,036) |
Maturities of marketable securities | 0 | 75,006 |
Net cash used in investing activities | (93,280) | (188,974) |
Cash flows from financing activities: | ||
Distributions to PBFX public unit holders | (11,369) | (10,487) |
Dividend payments | (34,198) | (34,052) |
Repayments of revolver borrowings | 0 | (200,000) |
Repayments of Long Term Debt | 0 | (39,664) |
Proceeds from revolver borrowings | 0 | 200,000 |
Repayment of note payable | (1,211) | 0 |
Repayment of note payable | 27,836 | 0 |
Repurchase of treasury stock | 0 | |
Net cash used in financing activities | (3,067) | (13,845) |
Proceeds from affiliate loan with PBF Energy Inc. | 28,278 | 72,000 |
Net decrease in cash and cash equivalents | (200,523) | (456,477) |
Cash and equivalents, beginning of period | 562,036 | 734,962 |
Cash and cash equivalents, end of period | 361,513 | 278,485 |
PBF LLC [Member] | Rail Term Loan [Member] | ||
Cash flows from financing activities: | ||
Repayments of revolver borrowings | $ (1,686) | $ (1,642) |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2018 | |
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 and is the sole managing member of PBF Energy Company LLC (“PBF LLC”), a Delaware limited liability company, 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. 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 Investments LLC (“PBF Investments”), Toledo Refining Company LLC (“Toledo Refining” or “TRC”), Paulsboro Refining Company LLC (“Paulsboro Refining” or “PRC”), Delaware City Refining Company LLC (“Delaware City Refining” or “DCR”), Chalmette Refining, L.L.C. (“Chalmette Refining”), PBF Western Region LLC (“PBF Western Region”), Torrance Refining Company LLC (“Torrance Refining”) and Torrance Logistics Company LLC are PBF LLC’s principal operating subsidiaries and are all wholly-owned subsidiaries of PBF Holding. Collectively, PBF Energy and its consolidated subsidiaries, including PBF LLC and PBF Holding, are referred to hereinafter as the “Company” unless the context otherwise requires. Discussions or areas of the Notes to Condensed Consolidated Financial Statements that either apply only to PBF Energy or PBF LLC are clearly noted in such footnotes. As of March 31, 2018 , PBF LLC also holds a 44.1% limited partner interest and all of the incentive distribution rights in PBF Logistics LP (“PBFX”), a publicly traded master limited partnership (refer to “Note 3 - PBF Logistics LP”). 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. 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. As of March 31, 2018 , the Company owns 111,140,212 PBF LLC Series C Units and the Company’s current and former executive officers and directors and certain employees and others beneficially own 3,240,062 PBF LLC Series A Units. As of March 31, 2018 , the holders of the Company’s issued and outstanding shares of Class A common stock have 97.2% 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 2.8% of the voting power in the Company. Substantially all of the Company’s operations are in the United States. The Company operates in two reportable business segments: Refining and Logistics. The Company’s 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. Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim condensed consolidated financial statements should be read in conjunction with the PBF Energy financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2017 and the PBF LLC financial statements for the year ended December 31, 2017 included in the Registration Statement on Form S-4 filed on March 13, 2018 by PBF Logistics LP. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the full year. Change in Presentation In 2017, the Company determined that it would revise the presentation of certain line items on its consolidated statements of operations to enhance its disclosure under the requirements of Rule 5-03 of Regulation S-X. The revised presentation is comprised of the inclusion of a subtotal within costs and expenses referred to as “Cost of sales” and the reclassification of total depreciation and amortization expense between such amounts attributable to cost of sales and other operating costs and expenses. The amount of depreciation and amortization expense that is presented separately within the “Cost of Sales” subtotal represents depreciation and amortization of refining and logistics assets that are integral to the refinery production process. The historical comparative information has been revised to conform to the current presentation. This revised presentation does not have an effect on the Company’s historical consolidated income from operations or net income, nor does it have any impact on its consolidated balance sheets, statements of comprehensive income or statements of cash flows. Presented below is a summary of the effects of this revised presentation on the Company’s historical statements of operations for the three months ended March 31, 2017 (in thousands): PBF Energy Three Months Ended March 31, 2017 As Previously Reported Adjustments As Reclassified Cost and expenses: Cost of products and other $ 4,196,767 — $ 4,196,767 Operating expenses (excluding depreciation and amortization expense as reflected below) 451,266 — 451,266 Depreciation and amortization expense — 59,170 59,170 Cost of sales 4,707,203 General and administrative expenses (excluding depreciation and amortization expense as reflected below) 43,830 — 43,830 Depreciation and amortization expense 60,932 (59,170) 1,762 Loss on sale of assets 883 — 883 Total cost and expenses $ 4,753,678 $ 4,753,678 Recently Adopted Accounting Guidance In May 2014, the Financial Accounting Standard Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) “Revenue from Contracts with Customers.” (“ASC 606”). ASC 606 supersedes the revenue recognition requirements in Accounting Standards Codification 605 “Revenue Recognition” (“ASC 605”), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 using the modified retrospective transition method. See “Note 2 - Revenues” for further details. In March 2017, the FASB issued ASU No. 2017-07, “Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”), which provides guidance to improve the reporting of net periodic benefit cost in the income statement and on the components eligible for capitalization in assets. Under the new guidance, employers will present the service cost component of net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. Only the service cost component will be eligible for capitalization in assets. Additionally, under this guidance, employers will present the other non-service components of the net periodic benefit cost separately from the line item(s) that includes the service cost and outside of any subtotal of operating income, if one is presented. These components will not be eligible for capitalization in assets. Employers will apply the guidance on the presentation of the components of net periodic benefit cost in the income statement retrospectively. The guidance limiting the capitalization of net periodic benefit cost in assets to the service cost component will be applied prospectively. The guidance includes a practical expedient allowing entities to estimate amounts for comparative periods using the information previously disclosed in their pension and other postretirement benefit plan note to the financial statements. The amendments in this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company adopted ASU 2017-07 effective January 1, 2018 and applied the new guidance retrospectively in the Condensed Consolidated Statement of Operations. For the three months ended March 31, 2018 and March 31, 2017, the Company recorded income of $278 and expense of $101 , respectively, within Other income (expense) for the non-service cost components of net periodic benefit cost that were historically recorded within Operating expenses. In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”), which provides guidance to increase clarity and reduce both diversity in practice and cost and complexity when applying the existing accounting guidance on changes to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 require an entity to account for the effects of a modification unless all the following are met: (i) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The guidance in ASU 2017-09 should be applied prospectively. The amendments in this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company’s adoption of this guidance did not materially impact its condensed consolidated financial statements. Recent Accounting Pronouncements 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. Additional ASUs have been issued subsequent to ASU 2016-02 to provide additional clarification and implementation guidance for leases related to ASU 2016-02 including ASU 2018-01, “Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842 (“ASU 2018-01”) (collectively, the Company refers to ASU 2016-02 and these additional ASUs as the “Updated Lease Guidance”) The Updated Lease 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. ASU 2018-01 provides a practical expedient whereby land easements (also known as “rights of way”) that are not accounted for as leases under existing GAAP would not need to be evaluated under ASU 2016-02; however the Updated Lease Guidance would apply prospectively to all new or modified land easements after the effective date of ASU 2016-02. In January 2018, the FASB issued a proposed ASU that would provide an additional transition method for the Updated Lease Guidance for lessees and a practical expedient for lessors. As proposed, this additional transition method would allow lessees to initially apply the requirements of ASU 2016-02 by recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The proposed practical expedient would allow lessors to not separate non-lease components from the related lease components in certain situations. Assuming the proposed ASU is approved after the comment period, the proposed ASU would have the same effective date as ASU 2016-02. While early adoption is permitted, the Company will not early adopt this Updated Lease Guidance. The Company has established a working group to study and lead implementation of the Updated Lease Guidance. This working group has instituted a task plan designed to meet the implementation deadline for ASU 2016-02. The Company has also evaluated and purchased a lease software system and has begun implementation of the selected system. The working group continues to evaluate the impact of the Updated Lease Guidance on its consolidated financial statements and related disclosures and the impact on its business processes and controls. At this time, the Company has identified that the most significant impacts of the Updated Lease Guidance will be to bring nearly all leases on its balance sheet with “right of use assets” and “lease obligation liabilities” as well as accelerating recognition of the interest expense component of financing leases. While the assessment of the impacts arising from this standard is progressing, the Company has not fully determined the impacts on its business processes, controls or financial statement disclosures at this time. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). The amendments in ASU 2017-12 more closely align the results of cash flow and fair value hedge accounting with risk management activities through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. The amendments in ASU 2017-12 address specific limitations in current GAAP by expanding hedge accounting for both nonfinancial and financial risk components and by refining the measurement of hedge results to better reflect an entity’s hedging strategies. Thus, the amendments in ASU 2017-12 will enable an entity to better portray the economic results of hedging activities for certain fair value and cash flow hedges and will avoid mismatches in earnings by allowing for greater precision when measuring changes in fair value of the hedged item for certain fair value hedges. Additionally, by aligning the timing of recognition of hedge results with the earnings effect of the hedged item for cash flow and net investment hedges, and by including the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is presented, the results of an entity’s hedging program and the cost of executing that program will be more visible to users of financial statements. The guidance in ASU 2017-12 concerning amendments to cash flow and net investment hedge relationships that exist on the date of adoption should be applied using a modified retrospective approach (i.e., with a cumulative effect adjustment recorded to the opening balance of retained earnings as of the initial application date). The guidance in ASU 2017-12 also provides transition relief to make it easier for entities to apply certain amendments to existing hedges (including fair value hedges) where the hedge documentation needs to be modified. The presentation and disclosure requirements of ASU 2017-12 should be applied prospectively. The amendments in this ASU are effective for annual periods beginning after December 15, 2018, including interim periods within those annual periods. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. |
REVENUE (Notes)
REVENUE (Notes) | 3 Months Ended |
Mar. 31, 2018 | |
REVENUE [Abstract] | |
Revenue from Contract with Customer [Text Block] | 2. REVENUES Adoption of Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” Prior to January 1, 2018, the Company recognized revenue from customers when all of the following criteria were met: (i) persuasive evidence of an exchange arrangement existed, (ii) delivery had occurred or services had been rendered, (iii) the buyer’s price was fixed or determinable and (iv) collectability was reasonably assured. Amounts billed in advance of the period in which the service was rendered or product delivered were recorded as deferred revenue. Effective January 1, 2018, the Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers. As a result, the Company has changed its accounting policy for the recognition of revenue from contracts with customers as detailed below. The Company adopted ASC 606 using the modified retrospective method, which has been applied for the three months ended March 31, 2018. The Company has applied ASC 606 only to those contracts that were not complete as of January 1, 2018. As such, the financial information for prior periods has not been adjusted and continues to be reported under ASC 605. The Company did not record a cumulative effect adjustment upon initially applying ASC 606 as there was not a significant impact upon adoption; however, the details of significant qualitative and quantitative disclosure changes upon implementing ASC 606 are discussed below. Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. As noted in “Note 14 - Segment Information”, the Company’s business consists of the Refining Segment and Logistics Segment. The following table provides information relating to the Company’s revenues for each product or group of similar products or services by segment for the periods presented: Three Months Ended March 31, 2018 2017 Refining Segment: Gasoline and distillates $ 4,994,320 $ 4,088,811 Feedstocks and other 238,709 224,410 Asphalt and blackoils 308,861 185,128 Chemicals 176,108 184,423 Lubricants 81,603 67,425 Total 5,799,601 4,750,197 Logistics Segment: Logistics 64,039 60,477 Total revenue prior to eliminations 5,863,640 4,810,674 Eliminations of intercompany revenue (60,864 ) (56,201 ) Total Revenues $ 5,802,776 $ 4,754,473 The majority of the Company’s revenues are generated from the sale of refined petroleum products reported in the Refining segment. These revenues are largely based on the current spot (market) prices of the products sold, which represent consideration specifically allocable to the products being sold on a given day, and the Company recognizes those revenues upon delivery and transfer of title to the products to our customers. The time at which delivery and transfer of title occurs is the point when the Company’s control of the products is transferred to the Company’s customers and when their performance obligation to their customers is fulfilled. Delivery and transfer in title are specifically agreed to between the Company and customers within the contracts. The Refining segment also has contracts which contain fixed pricing, tiered pricing, minimum volume features with makeup periods, or other factors that have not materially been affected by ASC 606. Logistics segment revenue is generated by charging fees for crude oil and refined products terminaling, storing and pipeline services based on the greater of contractual minimum volume commitments, as applicable, or the delivery of actual volumes transferred based on contractual rates applied to throughput volumes. A majority of the Company’s logistics revenues are generated between intercompany transactions and are eliminated on consolidation. Nonmonetary transactions The Company enters into nonmonetary exchanges between entities in the same line of business that are made to facilitate sales to customers other than the parties in the exchange. These types of transactions are common for the Company, and may include exchange agreements with other downstream oil and gas entities, such as crude oil swaps for refining use or refined products swaps for sales to wholesalers or retailers. In addition, the Company often engages in buy/sell arrangements, which involve purchases and sales of inventory with the same counterparty that may be entered into in contemplation of one another and treated as a single exchange transaction. The Company accounts for these transaction on a net basis under FASB ASC Topic 845, “Nonmonetary Transactions”. These transactions accounted for $35,871 of our revenue for the three months ended March 31, 2018 . Deferred Revenues The Company records deferred revenues when cash payments are received or are due in advance of our performance, including amounts which are refundable. Deferred revenue was $6,362 and $8,933 as of March 31, 2018 and December 31, 2017 , respectively. The decrease in the deferred revenue balance for the three months ended March 31, 2018 is primarily driven by the timing and extent of cash payments received or due in advance of satisfying the Company’s performance obligations for the comparative periods. Our payment terms vary by the type and location of our customer and the products offered. The period between invoicing and when payment is due is not significant (i.e. generally within two months). For certain products or services and customer types, we require payment before the products or services are delivered to the customer. Significant Judgment and Practical Expedients For performance obligations related to sales of products, the Company has determined that customers are able to direct the use of, and obtain substantially all of the benefits from, the products at the point in time that the products are delivered. The Company has determined that the transfer of control upon delivery to the customer’s requested destination accurately depicts the transfer of goods. Upon the delivery of the products and transfer of control, the Company generally has the present right to payment and the customers bear the risks and rewards of ownership of the products. We have elected the practical expedient to not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. |
PBF LOGISITICS LP
PBF LOGISITICS LP | 3 Months Ended |
Mar. 31, 2018 | |
PBF LOGISTICS LP [Abstract] | |
PBF Logistics LP | PBF LOGISTICS LP PBFX is a fee-based, growth-oriented, publicly traded 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, storage and transferring of crude oil, refined products, natural gas and intermediates from sources located throughout the United States and Canada for PBF Energy in support of its refineries, as well as for third party customers. As of March 31, 2018 , a substantial majority 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, refined products and natural gas. 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, other than those with third parties, are eliminated by PBF Energy and PBF LLC 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. As of March 31, 2018 , PBF LLC holds a 44.1% limited partner interest in PBFX consisting of 18,459,497 common units, with the remaining 55.9% limited partner interest held by public unit holders. PBF LLC also owns all of the incentive distribution rights (“IDRs”) and indirectly owns a non-economic general partner interest in PBFX through its wholly-owned subsidiary, PBF GP, the general partner of PBFX. The IDRs entitle PBF LLC to receive increasing percentages, up to a maximum of 50.0% , of the cash PBFX distributes from operating surplus in excess of $0.345 per unit per quarter. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2018 | |
Noncontrolling Interest [Abstract] | |
EQUITY | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Inc. Equity Noncontrolling Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,336,654 $ 110,203 $ 10,808 $ 445,284 $ 2,902,949 Comprehensive income (loss) 30,613 1,295 (68 ) 10,225 42,065 Dividends and distributions (33,322 ) (972 ) — (11,665 ) (45,959 ) Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and Tax Receivable Agreement obligation 777 — — — 777 Equity-based compensation awards 4,238 — — 834 5,072 Other 10,921 — — — 10,921 Balance at March 31, 2018 $ 2,349,881 $ 110,526 $ 10,740 $ 444,678 $ 2,915,825 PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,025,044 $ 98,671 $ 12,513 $ 434,456 $ 2,570,684 Comprehensive (loss) income (30,773 ) (1,846 ) 113 12,790 (19,716 ) Dividends and distributions (32,900 ) (1,152 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — — 680 6,025 Other — — — (4 ) (4 ) Balance at March 31, 2017 $ 1,966,716 $ 95,673 $ 12,626 $ 437,208 $ 2,512,223 Noncontrolling Interest in PBF LLC PBF Energy is the sole managing member of, and has 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. As of March 31, 2018 and December 31, 2017 , PBF Energy’s equity interest in PBF LLC represented approximately 97.2% and 96.7% , respectively, of the outstanding interests. 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 condensed consolidated statements of operations includes 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 condensed 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 in PBF LLC as of March 31, 2018 and December 31, 2017 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2017 3,767,464 110,565,531 114,332,995 3.3 % 96.7 % 100.0 % March 31, 2018 3,240,062 111,118,981 114,359,043 2.8 % 97.2 % 100.0 % —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one -for-one basis. Noncontrolling Interest in PBFX PBF LLC holds a 44.1% limited partner interest in PBFX and owns all of PBFX’s IDRs, with the remaining 55.9% limited partner interest owned by public common unit holders as of March 31, 2018 . 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 condensed 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 condensed 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 in PBFX as of March 31, 2018 and December 31, 2017 , are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC Total December 31, 2017 23,441,211 18,459,497 41,900,708 55.9 % 44.1 % 100.0 % March 31, 2018 23,441,211 18,459,497 41,900,708 55.9 % 44.1 % 100.0 % Noncontrolling Interest in PBF Holding In connection with 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. For the three months ended March 31, 2018 and 2017 the Company recorded a noncontrolling interest in the earnings of these subsidiaries of $(68) and $113 , respectively. Changes in Equity and Noncontrolling Interests The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Inc. Equity Noncontrolling Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,336,654 $ 110,203 $ 10,808 $ 445,284 $ 2,902,949 Comprehensive income (loss) 30,613 1,295 (68 ) 10,225 42,065 Dividends and distributions (33,322 ) (972 ) — (11,665 ) (45,959 ) Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and Tax Receivable Agreement obligation 777 — — — 777 Equity-based compensation awards 4,238 — — 834 5,072 Other 10,921 — — — 10,921 Balance at March 31, 2018 $ 2,349,881 $ 110,526 $ 10,740 $ 444,678 $ 2,915,825 PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,025,044 $ 98,671 $ 12,513 $ 434,456 $ 2,570,684 Comprehensive (loss) income (30,773 ) (1,846 ) 113 12,790 (19,716 ) Dividends and distributions (32,900 ) (1,152 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — — 680 6,025 Other — — — (4 ) (4 ) Balance at March 31, 2017 $ 1,966,716 $ 95,673 $ 12,626 $ 437,208 $ 2,512,223 The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,422,411 $ 10,808 $ 445,284 $ 2,878,503 Comprehensive income (loss) 41,840 (68 ) 10,225 51,997 Dividends and distributions (34,294 ) — (11,665 ) (45,959 ) Equity-based compensation awards 4,238 — 834 5,072 Other 10,921 — — 10,921 Balance at March 31, 2018 $ 2,445,116 $ 10,740 $ 444,678 $ 2,900,534 PBF Energy Company LLC Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,040,851 $ 12,513 $ 434,456 $ 2,487,820 Comprehensive income (54,442 ) 113 12,790 (41,539 ) Dividends and distributions (34,052 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — 680 6,025 Other (3 ) — (4 ) (7 ) Balance at March 31, 2017 $ 1,957,699 $ 12,626 $ 437,208 $ 2,407,533 Share Activity The following table presents the changes in PBF Energy Class A common stock and treasury stock outstanding: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Class A Common Stock Treasury Stock Class A Common Stock Treasury Stock Balance at beginning of period 110,565,531 6,132,884 109,204,047 6,087,963 Treasury stock purchases (1) (32,149 ) 32,149 — 44,921 Stock based compensation 1,054 — 702,404 — Exercise of options and warrants 45,257 — 462,500 — Exchange of PBF LLC Series A units for shares of Class A common stock 539,288 — 196,580 — Balance at end of period 111,118,981 6,165,033 110,565,531 6,132,884 _____ (1) Includes shares repurchased from participants in connection with the vesting of equity awards granted under the Company’s stock compensation plans to cover employee income tax liabilities. The following table presents the changes in PBF LLC Series C Units and Series A Units outstanding: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Series A Units Series C Units Series A Units Series C Units Balance at beginning of period 3,767,464 110,586,762 3,920,902 109,204,047 Exercise of Series A warrants and options 11,886 45,257 64,373 462,500 Exchange of Series A units for PBF Energy Class A common stock (539,288 ) 539,288 (196,580 ) 217,811 Grant of restricted shares — 1,054 — 702,404 Surrender of units for tax withholding — (32,149 ) — — Redemption of Series A units by PBF Energy — — (21,231 ) — Balance at end of period 3,240,062 111,140,212 3,767,464 110,586,762 |
INVENTORIES
INVENTORIES | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: March 31, 2018 Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,271,675 $ — $ 1,271,675 Refined products and blendstocks 1,069,309 350,953 1,420,262 Warehouse stock and other 100,610 — 100,610 $ 2,441,594 $ 350,953 $ 2,792,547 Lower of cost or market adjustment (149,406 ) (63,397 ) (212,803 ) Total inventories $ 2,292,188 $ 287,556 $ 2,579,744 December 31, 2017 Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,073,093 $ — $ 1,073,093 Refined products and blendstocks 1,030,817 311,477 1,342,294 Warehouse stock and other 98,866 — 98,866 $ 2,202,776 $ 311,477 $ 2,514,253 Lower of cost or market adjustment (232,652 ) (67,804 ) (300,456 ) Total inventories $ 1,970,124 $ 243,673 $ 2,213,797 Inventory under inventory intermediation agreements included certain light finished products sold to counterparties and stored in the Paulsboro and Delaware City refineries’ storage facilities in connection with the amended and restated inventory intermediation agreements (as amended, the “Inventory Intermediation Agreements”) with J. Aron & Company, a subsidiary of The Goldman Sachs Group, Inc. (“J. Aron”). During the three months ended March 31, 2018 , the Company recorded an adjustment to value its inventories to the lower of cost or market which increased operating income and net income by $87,653 and $64,504 , respectively, reflecting the net change in the lower of cost or market inventory reserve from $300,456 at December 31, 2017 to $212,803 at March 31, 2018 . During the three months ended March 31, 2017 , the Company recorded an adjustment to value its inventories to the lower of cost or market which decreased operating income and net income by $16,039 and $9,726 , respectively, reflecting the net change in the lower of cost or market inventory reserve from $595,988 at December 31, 2016 to $612,027 at March 31, 2017 . |
ACCRUED EXPENSES
ACCRUED EXPENSES | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | 6. ACCRUED EXPENSES Accrued expenses consisted of the following: PBF Energy March 31, December 31, Inventory-related accruals $ 1,014,632 $ 1,151,810 Inventory intermediation agreements 273,583 244,287 Accrued transportation costs 158,785 64,400 Excise and sales tax payable 126,872 118,515 Accrued capital expenditures 73,028 18,765 Renewable energy credit and emissions obligations 48,015 26,231 Accrued interest 43,924 14,080 Customer deposits 31,576 16,133 Accrued utilities 30,921 42,189 Accrued refinery maintenance and support costs 23,284 35,674 Accrued salaries and benefits 13,577 58,589 Environmental liabilities 7,464 8,289 Other 43,419 15,892 Total accrued expenses $ 1,889,080 $ 1,814,854 PBF LLC March 31, December 31, Inventory-related accruals $ 1,014,632 $ 1,151,810 Inventory intermediation agreements 273,583 244,287 Accrued transportation costs 158,785 64,400 Excise and sales tax payable 126,872 118,515 Accrued capital expenditures 73,028 18,765 Accrued interest 55,188 23,419 Renewable energy credit and emissions obligations 48,015 26,231 Customer deposits 31,576 16,133 Accrued utilities 30,921 42,189 Accrued refinery maintenance and support costs 23,284 35,674 Accrued salaries and benefits 13,577 58,589 Environmental liabilities 7,464 8,289 Other 45,236 16,093 Total accrued expenses $ 1,902,161 $ 1,824,394 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 Inventory Intermediation Agreements with J. Aron. As of March 31, 2018 and December 31, 2017 , a liability is recognized for the Inventory Intermediation Agreements 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 products and other. 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 its 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 and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. In addition, the Company is subject to obligations to comply with federal and state legislative and regulatory measures, including regulations in the state of California pursuant to Assembly Bill 32 (“AB32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain our facilities as well as to implement and manage new emission controls and programs. Renewable energy credit and emissions obligations fluctuate with the volume of applicable product sales and timing of credit purchases. |
AFFILIATE NOTE PAYABLE - PBF LL
AFFILIATE NOTE PAYABLE - PBF LLC (Notes) | 3 Months Ended |
Mar. 31, 2018 | |
AFFILIATE NOTE PAYABLE - PBF LLC [Abstract] | |
Affiliate Note Payable [Text Block] | 7. AFFILIATE NOTE PAYABLE - PBF LLC As of March 31, 2018 and December 31, 2017 , PBF LLC had an outstanding note payable with PBF Energy for an aggregate principal amount of $310,201 and $292,844 , respectively. The notes have an interest rate of 2.5% and a 5 -year term but may be prepaid in whole or in part at any time, at the option of the payor without penalty or premium. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES PBF Energy files 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 (approximately 97.2% as of March 31, 2018 and approximately 96.7% as of December 31, 2017 ). PBF LLC is organized as a limited liability company and PBFX is a master limited partnership, both of which are treated as “flow-through” entities for federal income tax purposes and therefore are not subject to income taxes apart from the income tax attributable to the two subsidiaries acquired in connection with the acquisition of Chalmette Refining and PBF Holding’s wholly-owned Canadian subsidiary, PBF Ltd, that are treated as C-Corporations for income tax purposes. The income tax expense (benefit) in the PBF Energy condensed consolidated financial statements of operations consists of the following: Three Months Ended 2018 2017 Current income tax expense $ 83 $ 473 Deferred income tax expense (benefit) 10,859 (19,520 ) Total income tax expense (benefit) $ 10,942 $ (19,047 ) Income tax expense (benefit) is based on income (loss) before taxes attributable to PBF Energy and excludes income before taxes attributable to noncontrolling interests as such interests are generally not subject to income taxes except as noted above. The difference between PBF Energy’s effective income tax rate and the United States statutory rate is reconciled below: Three Months Ended 2018 2017 Provision at Federal statutory rate 21.0 % 35.0 % Increase (decrease) attributable to flow-through of certain tax adjustments: State income taxes (net of federal income tax) 5.5 % 4.4 % Nondeductible/nontaxable items 0.2 % 0.2 % Rate differential from foreign jurisdictions — % 0.1 % Foreign tax rate change — % (1.7 )% Other (0.2 )% — % Effective tax rate 26.5 % 38.0 % PBF Energy’s effective income tax rate for the three months ended March 31, 2018 , including the impact of income attributable to noncontrolling interests of $11,445 was 20.7% . PBF Energy’s effective income tax rate for the three months ended March 31, 2017 , including the impact of income attributable to noncontrolling interests of $11,047 was 48.7% . The decrease in effective tax rate when comparing the three month period ended March 31, 2018 to the three month period ended March 31, 2017 is primarily driven by the Tax Cuts and Jobs Act (“TCJA”), which was effective as of January 1, 2018. The TCJA significantly revised the U.S. tax code by, among other things, lowering the corporate income tax rate from 35.0% to 21.0% . In connection with the enactment of the TCJA, the Company recorded a net tax expense of $20,153 in the year ending December 31, 2017. It is the Company’s expectation that the other legislative areas within TCJA, such as the Transition Tax and the Global Low-Taxed Intangible Income, will not have a material impact on the provision for income taxes. The income tax expense (benefit) in the PBF LLC condensed consolidated financial statements of operations consists of the following: Three Months Ended 2018 2017 Current income tax (benefit) expense $ (5 ) $ 472 Deferred income tax benefit (696 ) (38 ) Total income tax (benefit) expense $ (701 ) $ 434 The Company has determined there are no material uncertain tax positions as of March 31, 2018 . The Company does not have any unrecognized tax benefits. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Environmental Matters The Company’s refineries, pipelines and related operations 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 Paulsboro environmental liability of $11,719 recorded as of March 31, 2018 ( $10,282 as of December 31, 2017 ) represents the present value of expected future costs discounted at a rate of 8.0% . 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 March 31, 2018 and December 31, 2017 , 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, Inc. (R&M) 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 thirty 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. At the time the Company acquired Chalmette refinery it was subject to a Consolidated Compliance Order and Notice of Potential Penalty (the “Order”) issued by the Louisiana Department of Environmental Quality (“LDEQ”) covering deviations from 2009 and 2010. Chalmette Refining and LDEQ subsequently entered into a dispute resolution agreement to negotiate the resolution of deviations inside and outside the periods covered by the Order. Although a settlement agreement has not been finalized, the administrative penalty is anticipated to be approximately $741 , including beneficial environmental projects. To the extent the administrative penalty exceeds such amount, it is not expected to be material to the Company. On December 28, 2016, DNREC issued a Coastal Zone Act permit (the “Ethanol Permit”) to DCR allowing the utilization of existing tanks and existing marine loading equipment at their existing facilities to enable denatured ethanol to be loaded from storage tanks to marine vessels and shipped to offsite facilities. On January 13, 2017, the issuance of the Ethanol Permit was appealed by two environmental groups. On February 27, 2017, the Coastal Zone Industrial Board (the “Coastal Zone Board”) held a public hearing and dismissed the appeal, determining that the appellants did not have standing. The appellants filed an appeal of the Coastal Zone Board’s decision with the Delaware Superior Court (the “Superior Court”) on March 30, 2017. On January 19, 2018, the Superior Court rendered an Opinion regarding the decision of the Coastal Zone Board to dismiss the appeal of the Ethanol Permit for the ethanol project. The Judge determined that the record created by the Coastal Zone Board was insufficient for the Superior Court to make a decision, and therefore remanded the case back to the Coastal Zone Board to address the deficiency in the record. Specifically, the Superior Court directed the Coastal Zone Board to address any evidence concerning whether the appellants’ claimed injuries would be affected by the increased quantity of ethanol shipments. During the hearing before the Coastal Zone Board on standing, one of the appellants’ witnesses made a reference to the flammability of ethanol, without any indication of the significance of flammability/ explosivity to specific concerns. Moreover, the appellants did not introduce at hearing any evidence of the relative flammability of ethanol as compared to other materials shipped to and from the refinery. However, the sole dissenting opinion from the Coastal Zone Board focused on the flammability/explosivity issue, alleging that the appellants’ testimony raised the issue as a distinct basis for potential harms. Once the Board responds to the remand, it will go back to the Superior Court to complete its analysis and issue a decision. In connection with the acquisition of the Torrance refinery and related logistics assets, the Company assumed certain pre-existing environmental liabilities totaling $136,194 as of March 31, 2018 ( $136,487 as of December 31, 2017 ), related to certain environmental remediation obligations to address existing soil and groundwater contamination and monitoring activities and other clean-up activities, which reflects the current estimated cost of the remediation obligations. The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. In addition, in connection with the acquisition of the Torrance refinery and related logistics assets, the Company purchased a ten year, $100,000 environmental insurance policy to insure against unknown environmental liabilities. Furthermore, in connection with the acquisition, the Company assumed responsibility for certain specified environmental matters that occurred prior to the Company’s ownership of the refinery and the logistics assets, including specified incidents and/or notices of violations (“NOVs”) issued by regulatory agencies in various years before the Company’s ownership, including the Southern California Air Quality Management District (“SCAQMD”) and the Division of Occupational Safety and Health of the State of California (“Cal/OSHA”). Subsequent to the acquisition, further NOVs were issued by the SCAQMD, Cal/OSHA, the City of Torrance and the City of Torrance Fire Department related to alleged operational violations, emission discharges and/or flaring incidents at the refinery and the logistics assets both before and after the Company’s acquisition. EPA and the California Department of Toxic Substances Control (“DTSC”) conducted inspections following the acquisition related to Torrance operations and issued preliminary findings concerning potential operational violations. On March 1, 2018, the Company received a notice of intent to sue from Environmental Integrity Project, on behalf of Environment California, under the Resource Conservation and Recovery Act with respect to the alleged violations from EPA’s and DTSC’s inspections. On March 2, 2018, DTSC issued an order to correct alleged violations relating to the accumulation of oil bearing materials. Torrance and DTSC are in discussions to resolve the alleged violations in the order. In the context of these discussions DTSC has indicated potential penalties of approximately $200 . Other than the potential DTSC penalty, no other settlement or penalty demands have been received to date with respect to any of the other NOVs, preliminary findings, or order that are in excess of $100 . As the ultimate outcomes are uncertain, the Company cannot currently estimate the final amount or timing of their resolution but any such amount is not expected to have a material impact on the Company’s financial position, results of operations or cash flows, individually or in the aggregate. In connection with the PBFX Plains Asset Purchase, PBFX is responsible for the environmental remediation costs for conditions that existed on the closing date up to a maximum of $250 per year for ten years, with Plains All American Pipeline, L.P. remaining responsible for any and all additional costs above such amounts during such period. The environmental liability of $1,846 recorded as of March 31, 2018 ( $1,923 as of December 31, 2017 ) represents the present value of expected future costs discounted at a rate of 1.83% . The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. Applicable Federal and State Regulatory Requirements The Company’s operations and many of the products it manufactures are subject to certain specific requirements of the Clean Air Act (the “CAA”) and related state and local regulations. The CAA contains provisions that require capital expenditures for the installation of certain air pollution control devices at the Company’s refineries. Subsequent rule making authorized by the CAA or similar laws or new agency interpretations of existing rules, may necessitate additional expenditures in future years. 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, all of the Northeastern states and Washington DC have adopted sulfur controls on heating oil. Most of the Northeastern states will now require heating oil with 15 PPM or less sulfur by July 1, 2018 (except for Pennsylvania and Maryland - where less than 500 PPM sulfur is required). 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 CAA. This final rule establishes more stringent vehicle emission standards and further reduces the sulfur content of gasoline starting in January 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 refineries are complying with these new requirements as planned, either directly or using flexibility provided by sulfur credits generated or purchased in advance as an economic optimization. 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. In November 2017, the EPA issued final 2018 RFS standards that will slightly increase renewable volume standards from final 2017 levels. It is not clear that renewable fuel producers will be able to produce the volumes of these fuels required for blending in accordance with the 2018 standards. Despite decreasing 7% in comparison to 2017, the final 2018 cellulosic standard is still set at approximately 125% of the 2016 standard. It is likely that cellulosic RIN production will be lower than needed forcing obligated parties, such as us, to purchase cellulosic “waiver credits” to comply in 2018 (the waiver credit option by regulation is only available for the cellulosic standard). The advanced and total RIN requirements were kept relatively flat in comparison to 2017, but remain 19% and 7% higher than final 2016 levels. Production of advanced RINs has been below what is needed for compliance in 2017 and obligated parties, such as us, will likely continue to rely on the nesting feature of the biodiesel RIN to comply with the advanced standard in 2018. Consistent with 2017, compliance in 2018 will likely rely on obligated parties drawing down the supply of excess RINs collectively known as the “RIN bank” and could tighten the RIN market potentially raising RIN prices further. While a proposal to change the point of obligation under the RFS program to the “blender” of renewable fuels was denied by the EPA in November of 2017, we remain hopeful that the current presidential administration will initiate necessary changes to the RFS program in the future and provide relief to us and other downstream refiners that continue to feel the burden of increased costs to comply with RFS. 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 was implemented prior to the deadline of January 30, 2018. The Company is in the process of implementing the requirements of this regulation. The regulation does not have a material impact on the Company’s financial position, results of operations or cash flows. 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. As a result of the Torrance Acquisition, the Company is subject to greenhouse gas emission control regulations in the state of California pursuant to AB32. AB32 imposes a statewide cap on greenhouse gas emissions, including emissions from transportation fuels, with the aim of returning the state to 1990 emission levels by 2020. AB32 is implemented through two market mechanisms including the Low Carbon Fuel Standard (“LCFS”) and Cap and Trade, which was extended for an additional 10 years to 2030 in July 2017. The Company is responsible for the AB32 obligations related to the Torrance refinery beginning on July 1, 2016 and must purchase emission credits to comply with these obligations. Additionally, in September 2016, the state of California enacted Senate Bill 32 (“SB32”) which further reduces greenhouse gas emissions targets to 40 percent below 1990 levels by 2030. However, subsequent to the acquisition, the Company is recovering the majority of these costs from its customers, and as such does not expect this obligation to materially impact the Company’s financial position, results of operations, or cash flows. To the degree there are unfavorable changes to AB32 or SB32 regulations or the Company is unable to recover such compliance costs from customers, these regulations could have a material adverse effect on our financial position, results of operations and cash flows. The Company is subject to obligations to purchase RINs. On February 15, 2017, the Company received a notification that EPA records indicated that PBF Holding used potentially invalid RINs that were in fact verified under the EPA’s RIN Quality Assurance Program (“QAP”) by an independent auditor as QAP A RINs. Under the regulations, use of potentially invalid QAP A RINs provided the user with an affirmative defense from civil penalties provided certain conditions are met. The Company has asserted the affirmative defense and if accepted by the EPA will not be required to replace these RINs and will not be subject to civil penalties under the program. It is reasonably possible that the EPA will not accept the Company’s defense and may assess penalties in these matters but any such amount is not expected to have a material impact on the Company’s financial position, results of operations or cash flows. As of January 1, 2011, the Company is required to comply with the EPA’s Control of Hazardous Air Pollutants From Mobile Sources, or MSAT2, regulations on gasoline that impose reductions in the benzene content of its produced gasoline. The Company purchases benzene credits to meet these requirements. The Company’s planned capital projects will reduce the amount of benzene credits that it needs to purchase. In addition, the renewable fuel standards mandate the blending of prescribed percentages of renewable fuels (e.g., ethanol and biofuels) into the Company’s produced gasoline and diesel. These new requirements, other requirements of the CAA and other presently existing or future environmental 25 regulations may cause the Company to make substantial capital expenditures as well as the purchase of credits at significant cost, to enable its refineries to produce products that meet applicable requirements. The federal Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), also known as “Superfund,” imposes liability, without regard to fault or the legality of the original conduct, on certain classes of persons who are considered to be responsible for the release of a “hazardous substance” into the environment. These persons include the current or former owner or operator of the disposal site or sites where the release occurred and companies that disposed of or arranged for the disposal of the hazardous substances. Under CERCLA, such persons may be subject to joint and several liability for investigation and the costs of cleaning up the hazardous substances that have been released into the environment, for damages to natural resources and for the costs of certain health studies. As discussed more fully above, certain of the Company’s sites are subject to these laws and the Company may be held liable for investigation and remediation costs or claims for natural resource damages. It is not uncommon for neighboring landowners and other third parties to file claims for personal injury and property damage allegedly caused by hazardous substances or other pollutants released into the environment. Analogous state laws impose similar responsibilities and liabilities on responsible parties. In the Company’s current normal operations, it has generated waste, some of which falls within the statutory definition of a “hazardous substance” and some of which may have been disposed of at sites that may require cleanup under Superfund. 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 generally 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 97.2% interest in PBF LLC as of March 31, 2018 ( 96.7% as of December 31, 2017 ). PBF LLC generally 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 March 31, 2018 , PBF Energy has recognized a liability for the Tax Receivable Agreement of $366,547 ( $362,142 as of December 31, 2017 ) reflecting the estimate of the undiscounted amounts that the Company expects to pay under the agreement. |
DIVIDENDS AND DISTRIBUTIONS
DIVIDENDS AND DISTRIBUTIONS | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
DIVIDENDS AND DISTRIBUTIONS | DIVIDENDS AND DISTRIBUTIONS With respect to dividends and distributions paid during the three months ended March 31, 2018 , PBF LLC made aggregate non-tax quarterly distributions of $34,198 , or $0.30 per unit to its members, of which $33,226 was distributed pro-rata to PBF Energy and the balance was distributed to its other members. PBF Energy used this $33,226 to pay quarterly cash dividends of $0.30 per share of Class A common stock on March 14, 2018. With respect to distributions paid during the three months ended March 31, 2018 , PBFX paid a distribution on outstanding common units of $0.485 per unit on March 14, 2018, of which $11,689 was distributed to PBF LLC and the balance was distributed to its public unit holders. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 3 Months Ended |
Mar. 31, 2018 | |
Defined Benefit Plan [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: Three Months Ended Pension Benefits 2018 2017 Components of net periodic benefit cost: Service cost $ 11,836 $ 10,143 Interest cost 1,447 1,084 Expected return on plan assets (2,134 ) (1,442 ) Amortization of prior service cost 21 13 Amortization of actuarial loss 71 113 Net periodic benefit cost $ 11,241 $ 9,911 Three Months Ended Post-Retirement Medical Plan 2018 2017 Components of net periodic benefit cost: Service cost $ 287 $ 316 Interest cost 155 172 Amortization of prior service cost 162 161 Net periodic benefit cost $ 604 $ 649 The Company adopted ASU 2017-07 as described in “Note 1 - Description of the Business and Basis of Presentation” effective January 1, 2018. The new guidance requires the bifurcation of net periodic benefit cost. The service cost component is presented within Income from operations, while the other components are reported separately outside of operations. This guidance was applied retrospectively in the Condensed Consolidated Statements of Operations. For the three months ended March 31, 2018 and March 31, 2017 , the Company reported income of $278 and expense of $101 , respectively, related to the non-service cost components of net periodic benefit cost in Other income (expense). |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 . 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 March 31, 2018 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 1,897 $ — $ — $ 1,897 N/A $ 1,897 Commodity contracts 13,096 1,296 — 14,392 (14,392 ) — Liabilities: Commodity contracts 40,561 17,926 — 58,487 (14,392 ) 44,095 Catalyst lease obligations — 59,034 — 59,034 — 59,034 Derivatives included with inventory intermediation agreement obligations — 16,546 — 16,546 — 16,546 As of December 31, 2017 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 4,730 $ — $ — $ 4,730 N/A $ 4,730 Commodity contracts 10,031 357 — 10,388 (10,388 ) — Liabilities: Commodity contracts 51,673 33,035 — 84,708 (10,388 ) 74,320 Catalyst lease obligations — 59,048 — 59,048 — 59,048 Derivatives included with inventory intermediation agreement obligations — 7,721 — 7,721 — 7,721 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. • 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 prices used to value these swaps were derived using broker quotes, prices from other third party sources and other available market based data. • The 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. Non-qualified pension plan assets are measured at fair value using a market approach based on published net asset values of mutual funds as a practical expedient. As of March 31, 2018 and December 31, 2017 , $9,468 and $9,593 , respectively, were included within Deferred charges and other assets, net for these non-qualified pension plan assets. The table below summarizes the changes in fair value measurements of commodity contracts categorized in Level 3 of the fair value hierarchy: Three Months Ended 2018 2017 Balance at beginning of period $ — $ (84 ) Purchases — — Settlements — 45 Unrealized gain included in earnings — 39 Transfers into Level 3 — — Transfers out of Level 3 — — Balance at end of period $ — $ — There were no transfers between levels during the three months ended March 31, 2018 or 2017 . Fair value of debt The table below summarizes the fair value and carrying value of debt as of March 31, 2018 and December 31, 2017 . March 31, 2018 December 31, 2017 Carrying value Fair value Carrying value Fair value 2025 Senior Notes (a) $ 725,000 $ 758,625 $ 725,000 $ 763,945 2023 Senior Notes (a) 500,000 522,431 500,000 522,101 PBFX 2023 Senior Notes (a) 528,239 534,177 528,374 544,118 PBF Rail Term Loan (b) 26,679 26,679 28,366 28,366 Catalyst leases (c) 59,034 59,034 59,048 59,048 PBFX Revolving Credit Facility (b) 20,000 20,000 29,700 29,700 Revolving Loan (b) 350,000 350,000 350,000 350,000 2,208,952 2,270,946 2,220,488 2,297,278 Less - Current debt (c) (11,032 ) (11,032 ) (10,987 ) (10,987 ) Less - Unamortized deferred financing costs (32,316 ) n/a (34,459 ) n/a Long-term debt $ 2,165,604 $ 2,259,914 $ 2,175,042 $ 2,286,291 (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 7.00% senior notes due 2023 and the 7.25% senior notes due 2025 (collectively, the “Senior Notes”), and the PBFX 6.875% senior notes due 2023 (the “PBFX 2023 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. During 2017, Delaware City Refining entered into platinum bridge leases that will expire in the second quarter of 2018. These bridge leases are payable at maturity and will not be renewed. The total outstanding balance related to these bridge leases as of March 31, 2018 and December 31, 2017 was $11,032 , and $10,987 , respectively, and is included in Current debt on the Company’s Condensed Consolidated balance sheet. |
DERIVATIVES
DERIVATIVES | 3 Months Ended |
Mar. 31, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company uses derivative instruments to mitigate certain exposures to commodity price risk. The Company entered into Inventory Intermediation Agreements that contain purchase obligations for certain volumes of intermediates and refined products. The purchase obligations related to 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 intermediates and refined products. The level of activity for these derivatives is based on the level of operating inventories. As of March 31, 2018 , there were 3,298,380 barrels of intermediates and refined products ( 3,000,142 barrels at December 31, 2017 ) outstanding under these derivative instruments designated as fair value 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 March 31, 2018 , there were 19,880,000 barrels of crude oil and 5,224,000 barrels of refined products ( 22,348,000 and 1,989,000 , respectively, as of December 31, 2017 ), 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 March 31, 2018 and December 31, 2017 and the line items in the condensed consolidated balance sheet in which the fair values are reflected. Description Balance Sheet Location Fair Value Asset/(Liability) Derivatives designated as hedging instruments: March 31, 2018: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ (16,546 ) December 31, 2017: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ (7,721 ) Derivatives not designated as hedging instruments: March 31, 2018: Commodity contracts Accrued expenses $ (44,095 ) December 31, 2017: Commodity contracts Accrued expenses $ (74,320 ) The following table provides information about the gains or losses recognized in income on these derivative instruments and the line items in the condensed consolidated statements of operations 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 three months ended March 31, 2018: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (8,825 ) For the three months ended March 31, 2017: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ 23,124 Derivatives not designated as hedging instruments: For the three months ended March 31, 2018: Commodity contracts Cost of products and other $ (13,281 ) For the three months ended March 31, 2017: Commodity contracts Cost of products and other $ 391 Hedged items designated in fair value hedges: For the three months ended March 31, 2018: Intermediate and refined product inventory Cost of products and other $ 8,825 For the three months ended March 31, 2017: Intermediate and refined product inventory Cost of products and other $ (23,124 ) The Company had no ineffectiveness related to the fair value hedges for the three months ended March 31, 2018 or 2017 . |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2018 | |
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 five refineries, including certain related logistics assets that are not owned by PBFX. The Company’s refineries are located in Toledo, Ohio, Delaware City, Delaware, Paulsboro, New Jersey, New Orleans, Louisiana and Torrance, California. 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, Gulf Coast and West 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 primarily consist of rail and truck terminals and unloading racks, tank farms and pipelines that were acquired from or contributed by PBF LLC and are located at, or nearby, the Company’s refineries. PBFX provides various rail, truck and marine terminaling services, pipeline transportation services and storage services to PBF Holding and/or its subsidiaries and third party customers through fee-based commercial agreements. PBFX currently does not generate significant third party revenue and intersegment related-party revenues are eliminated in consolidation. From a PBF Energy and PBF LLC perspective, the Company’s chief operating decision maker evaluates the Logistics segment as a whole without regard to any of PBFX’s individual segments. 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 non-operating income and expense items, 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. Total assets of each segment consist of 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 the Company’s refinery and logistic operations. Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three months ended March 31, 2018 and March 31, 2017 are presented below. In connection with the adoption of ASU 2017-07, the accompanying segment information has been retrospectively adjusted, for all periods presented, to reflect the reclassification of certain net periodic benefit costs from Operating expense to Other income (expense). PBF Energy Three Months Ended March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 5,799,601 $ 64,039 $ — $ (60,864 ) $ 5,802,776 Depreciation and amortization expense 76,778 6,495 2,714 — 85,987 Income (loss) from operations (1) 125,713 35,205 (61,236 ) (4,022 ) 95,660 Interest expense, net 1,835 9,948 31,415 — 43,198 Capital expenditures 88,297 3,953 1,030 — 93,280 Three Months Ended March 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 4,750,197 $ 60,477 $ — $ (56,201 ) $ 4,754,473 Depreciation and amortization expense 53,818 5,352 1,762 — 60,932 Income (loss) from operations (1) 10,615 36,041 (42,262 ) (3,599 ) 795 Interest expense, net 918 7,984 28,281 — 37,183 Capital expenditures 167,216 19,467 2,261 — 188,944 Balance at March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,471,210 $ 728,480 $ 115,576 $ (32,903 ) $ 8,282,363 Balance at December 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,298,049 $ 737,550 $ 123,211 $ (40,817 ) $ 8,117,993 PBF LLC Three Months Ended March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 5,799,601 $ 64,039 $ — $ (60,864 ) $ 5,802,776 Depreciation and amortization expense 76,778 6,495 2,714 — 85,987 Income (loss) from operations (1) 125,713 35,205 (60,984 ) (4,022 ) 95,912 Interest expense, net 1,835 9,948 33,378 — 45,161 Capital expenditures 88,297 3,953 1,030 — 93,280 Three Months Ended March 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 4,750,197 $ 60,477 $ — $ (56,201 ) $ 4,754,473 Depreciation and amortization expense 53,818 5,352 1,762 — 60,932 Income (loss) from operations (1) 10,615 36,041 (42,226 ) (3,599 ) 831 Interest expense, net 918 7,984 30,659 — 39,561 Capital expenditures 167,216 19,467 2,261 — 188,944 Balance at March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,471,210 $ 728,480 $ 62,157 $ (32,903 ) $ 8,228,944 Balance at December 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,298,049 $ 737,550 $ 44,203 $ (40,817 ) $ 8,038,985 (1) The Logistics segment includes 100% of the income from operations of TVPC as TVPC is consolidated by PBFX. PBFX records net income attributable to noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records equity income in investee related to its 50% noncontrolling ownership interest in TVPC. For the purposes of the Company’s condensed consolidated financial statements, PBF Holding’s equity income in investee and PBFX’s net income attributable to noncontrolling interest eliminate in consolidation. (2) The Logistics segment includes 100% of the assets of TVPC as TVPC is consolidated by PBFX. PBFX records a noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records an equity investment in TVPC reflecting its noncontrolling ownership interest. For the purposes of the Company’s condensed consolidated PBF Energy financial statements, PBFX’s noncontrolling interest in TVPC and PBF Holding’s equity investment in TVPC eliminate in consolidation. |
NET INCOME PER SHARE OF PBF ENE
NET INCOME PER SHARE OF PBF ENERGY | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
NET INCOME PER SHARE OF PBF ENERGY | NET INCOME PER SHARE OF PBF ENERGY The Company grants certain equity-based compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, the Company has calculated net income per share of Class A common stock using the two-class method. The following table sets forth the computation of basic and diluted net income per share of Class A common stock attributable to PBF Energy: Three Months Ended Basic Earnings Per Share: 2018 2017 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ 30,366 $ (31,077 ) Less: Income allocated to participating securities 201 271 Income (loss) available to PBF Energy Inc. stockholders - basic $ 30,165 $ (31,348 ) Denominator for basic net income per Class A common share - weighted average shares 110,820,379 108,760,374 Basic net income (loss) attributable to PBF Energy per Class A common share $ 0.27 $ (0.29 ) Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ 30,165 $ (31,348 ) Plus: Net income attributable to noncontrolling interest (1) 1,288 — Less: Income tax expense on net income attributable to noncontrolling interest (1) (340 ) — Numerator for diluted net income (loss) per Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ 31,113 $ (31,348 ) Denominator: (1) Denominator for basic net income (loss) per Class A common share-weighted average shares 110,820,379 108,760,374 Effect of dilutive securities: Conversion of PBF LLC Series A Units 3,535,140 — Common stock equivalents (2) 837,972 — Denominator for diluted net income (loss) per Class A common share-adjusted weighted average shares 115,193,491 108,760,374 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per Class A common share $ 0.27 $ (0.29 ) __________ (1) The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to Class A common stock of PBF Energy. For the three months ended March 31, 2018 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 expense (based on a 26.4% annualized statutory corporate tax rate) attributable to the converted units. The potential conversion of 3,843,206 PBF LLC Series A Units for the three months ended March 31, 2017 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 as calculated under the treasury stock method (to the extent the impact of such exchange would not be anti-dilutive). Common stock equivalents exclude the effects of options and warrants to purchase 3,982,000 and 7,364,616 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended March 31, 2018 and 2017 , respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividend Declared On May 3, 2018 , PBF Energy announced a dividend of $0.30 per share on outstanding Class A common stock. The dividend is payable on May 30, 2018 to Class A common stockholders of record at the close of business on May 15, 2018 . PBFX Distributions On May 3, 2018 , the Board of Directors of PBF GP announced a distribution of $0.49 per unit on outstanding common units of PBFX. The distribution is payable on May 30, 2018 to PBFX unitholders of record at the close of business on May 15, 2018 . Cummins Terminals Purchase On April 16, 2018, PBFX completed the purchase of two refined product terminals located in Knoxville, Tennessee, which includes product tanks, pipeline connections to the Colonial and Plantation pipeline systems and truck loading facilities (the “Cummins Terminals”) from Cummins Terminals, Inc. for total cash consideration of approximately $58,000 (the “Cummins Terminals Purchase”). The transaction was financed through a combination of cash on hand and borrowings under the PBFX Revolving Credit Facility. PBF Holding Revolving Credit Facility On May 2, 2018, PBF Holding and certain of its wholly-owned subsidiaries, as borrowers or subsidiary guarantors, replaced its existing asset-based revolving credit agreement dated as of August 15, 2014 (the “August 2014 Revolving Credit Agreement”) with a new asset-based revolving credit agreement (the “2018 Revolving Loan"). Among other things, the 2018 Revolving Loan increases the maximum commitment available to PBF Holding from $2,635,000 to $3,400,000 , extends the maturity date to May 2023, and redefines certain components of the Borrowing Base to make more funding available for working capital and other general corporate purposes. In addition, an accordion feature allows for commitments of up to $3,500,000 . The commitment fees on the unused portion, the interest rate on advances and the fees for letters of credit are consistent with the August 2014 Revolving Credit Agreement. The 2018 Revolving Loan contains representations, warranties and covenants by PBF Holding and the other borrowers, as well as customary events of default and indemnification obligations that are consistent with, or more favorable to PBF Holding than, those in the August 2014 Revolving Credit Agreement. |
DESCRIPTION OF THE BUSINESS A24
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim condensed consolidated financial statements should be read in conjunction with the PBF Energy financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2017 and the PBF LLC financial statements for the year ended December 31, 2017 included in the Registration Statement on Form S-4 filed on March 13, 2018 by PBF Logistics LP. The results of operations for the three months ended March 31, 2018 are not necessarily indicative of the results to be expected for the full year. Change in Presentation In 2017, the Company determined that it would revise the presentation of certain line items on its consolidated statements of operations to enhance its disclosure under the requirements of Rule 5-03 of Regulation S-X. The revised presentation is comprised of the inclusion of a subtotal within costs and expenses referred to as “Cost of sales” and the reclassification of total depreciation and amortization expense between such amounts attributable to cost of sales and other operating costs and expenses. The amount of depreciation and amortization expense that is presented separately within the “Cost of Sales” subtotal represents depreciation and amortization of refining and logistics assets that are integral to the refinery production process. The historical comparative information has been revised to conform to the current presentation. This revised presentation does not have an effect on the Company’s historical consolidated income from operations or net income, nor does it have any impact on its consolidated balance sheets, statements of comprehensive income or statements of cash flows. |
Recent Accounting Pronouncements | Recently Adopted Accounting Guidance In May 2014, the Financial Accounting Standard Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 (Topic 606) “Revenue from Contracts with Customers.” (“ASC 606”). ASC 606 supersedes the revenue recognition requirements in Accounting Standards Codification 605 “Revenue Recognition” (“ASC 605”), and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 as of January 1, 2018 using the modified retrospective transition method. See “Note 2 - Revenues” for further details. In March 2017, the FASB issued ASU No. 2017-07, “Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost” (“ASU 2017-07”), which provides guidance to improve the reporting of net periodic benefit cost in the income statement and on the components eligible for capitalization in assets. Under the new guidance, employers will present the service cost component of net periodic benefit cost in the same income statement line item(s) as other employee compensation costs arising from services rendered during the period. Only the service cost component will be eligible for capitalization in assets. Additionally, under this guidance, employers will present the other non-service components of the net periodic benefit cost separately from the line item(s) that includes the service cost and outside of any subtotal of operating income, if one is presented. These components will not be eligible for capitalization in assets. Employers will apply the guidance on the presentation of the components of net periodic benefit cost in the income statement retrospectively. The guidance limiting the capitalization of net periodic benefit cost in assets to the service cost component will be applied prospectively. The guidance includes a practical expedient allowing entities to estimate amounts for comparative periods using the information previously disclosed in their pension and other postretirement benefit plan note to the financial statements. The amendments in this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company adopted ASU 2017-07 effective January 1, 2018 and applied the new guidance retrospectively in the Condensed Consolidated Statement of Operations. For the three months ended March 31, 2018 and March 31, 2017, the Company recorded income of $278 and expense of $101 , respectively, within Other income (expense) for the non-service cost components of net periodic benefit cost that were historically recorded within Operating expenses. In May 2017, the FASB issued ASU No. 2017-09, “Compensation—Stock Compensation (Topic 718): Scope of Modification Accounting” (“ASU 2017-09”), which provides guidance to increase clarity and reduce both diversity in practice and cost and complexity when applying the existing accounting guidance on changes to the terms or conditions of a share-based payment award. The amendments in ASU 2017-09 require an entity to account for the effects of a modification unless all the following are met: (i) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (ii) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (iii) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The guidance in ASU 2017-09 should be applied prospectively. The amendments in this ASU are effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. The Company’s adoption of this guidance did not materially impact its condensed consolidated financial statements. Recent Accounting Pronouncements 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. Additional ASUs have been issued subsequent to ASU 2016-02 to provide additional clarification and implementation guidance for leases related to ASU 2016-02 including ASU 2018-01, “Leases (Topic 842): Land Easement Practical Expedient for Transition to Topic 842 (“ASU 2018-01”) (collectively, the Company refers to ASU 2016-02 and these additional ASUs as the “Updated Lease Guidance”) The Updated Lease 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. ASU 2018-01 provides a practical expedient whereby land easements (also known as “rights of way”) that are not accounted for as leases under existing GAAP would not need to be evaluated under ASU 2016-02; however the Updated Lease Guidance would apply prospectively to all new or modified land easements after the effective date of ASU 2016-02. In January 2018, the FASB issued a proposed ASU that would provide an additional transition method for the Updated Lease Guidance for lessees and a practical expedient for lessors. As proposed, this additional transition method would allow lessees to initially apply the requirements of ASU 2016-02 by recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The proposed practical expedient would allow lessors to not separate non-lease components from the related lease components in certain situations. Assuming the proposed ASU is approved after the comment period, the proposed ASU would have the same effective date as ASU 2016-02. While early adoption is permitted, the Company will not early adopt this Updated Lease Guidance. The Company has established a working group to study and lead implementation of the Updated Lease Guidance. This working group has instituted a task plan designed to meet the implementation deadline for ASU 2016-02. The Company has also evaluated and purchased a lease software system and has begun implementation of the selected system. The working group continues to evaluate the impact of the Updated Lease Guidance on its consolidated financial statements and related disclosures and the impact on its business processes and controls. At this time, the Company has identified that the most significant impacts of the Updated Lease Guidance will be to bring nearly all leases on its balance sheet with “right of use assets” and “lease obligation liabilities” as well as accelerating recognition of the interest expense component of financing leases. While the assessment of the impacts arising from this standard is progressing, the Company has not fully determined the impacts on its business processes, controls or financial statement disclosures at this time. In August 2017, the FASB issued ASU No. 2017-12, “Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities” (“ASU 2017-12”). The amendments in ASU 2017-12 more closely align the results of cash flow and fair value hedge accounting with risk management activities through changes to both the designation and measurement guidance for qualifying hedging relationships and the presentation of hedge results in the financial statements. The amendments in ASU 2017-12 address specific limitations in current GAAP by expanding hedge accounting for both nonfinancial and financial risk components and by refining the measurement of hedge results to better reflect an entity’s hedging strategies. Thus, the amendments in ASU 2017-12 will enable an entity to better portray the economic results of hedging activities for certain fair value and cash flow hedges and will avoid mismatches in earnings by allowing for greater precision when measuring changes in fair value of the hedged item for certain fair value hedges. Additionally, by aligning the timing of recognition of hedge results with the earnings effect of the hedged item for cash flow and net investment hedges, and by including the earnings effect of the hedging instrument in the same income statement line item in which the earnings effect of the hedged item is presented, the results of an entity’s hedging program and the cost of executing that program will be more visible to users of financial statements. The guidance in ASU 2017-12 concerning amendments to cash flow and net investment hedge relationships that exist on the date of adoption should be applied using a modified retrospective approach (i.e., with a cumulative effect adjustment recorded to the opening balance of retained earnings as of the initial application date). The guidance in ASU 2017-12 also provides transition relief to make it easier for entities to apply certain amendments to existing hedges (including fair value hedges) where the hedge documentation needs to be modified. The presentation and disclosure requirements of ASU 2017-12 should be applied prospectively. The amendments in this ASU are effective for annual periods beginning after December 15, 2018, including interim periods within those annual periods. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. |
DESCRIPTION OF THE BUSINESS A25
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION Change in classification (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Change in classification [Abstract] | |
Schedule of Change in Presentation | PBF Energy Three Months Ended March 31, 2017 As Previously Reported Adjustments As Reclassified Cost and expenses: Cost of products and other $ 4,196,767 — $ 4,196,767 Operating expenses (excluding depreciation and amortization expense as reflected below) 451,266 — 451,266 Depreciation and amortization expense — 59,170 59,170 Cost of sales 4,707,203 General and administrative expenses (excluding depreciation and amortization expense as reflected below) 43,830 — 43,830 Depreciation and amortization expense 60,932 (59,170) 1,762 Loss on sale of assets 883 — 883 Total cost and expenses $ 4,753,678 $ 4,753,678 |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
REVENUE [Abstract] | |
Revenue from External Customers by Products and Services [Table Text Block] | The following table provides information relating to the Company’s revenues for each product or group of similar products or services by segment for the periods presented: Three Months Ended March 31, 2018 2017 Refining Segment: Gasoline and distillates $ 4,994,320 $ 4,088,811 Feedstocks and other 238,709 224,410 Asphalt and blackoils 308,861 185,128 Chemicals 176,108 184,423 Lubricants 81,603 67,425 Total 5,799,601 4,750,197 Logistics Segment: Logistics 64,039 60,477 Total revenue prior to eliminations 5,863,640 4,810,674 Eliminations of intercompany revenue (60,864 ) (56,201 ) Total Revenues $ 5,802,776 $ 4,754,473 |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Noncontrolling Interest [Line Items] | |
EQUITY | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Inc. Equity Noncontrolling Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,336,654 $ 110,203 $ 10,808 $ 445,284 $ 2,902,949 Comprehensive income (loss) 30,613 1,295 (68 ) 10,225 42,065 Dividends and distributions (33,322 ) (972 ) — (11,665 ) (45,959 ) Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and Tax Receivable Agreement obligation 777 — — — 777 Equity-based compensation awards 4,238 — — 834 5,072 Other 10,921 — — — 10,921 Balance at March 31, 2018 $ 2,349,881 $ 110,526 $ 10,740 $ 444,678 $ 2,915,825 PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,025,044 $ 98,671 $ 12,513 $ 434,456 $ 2,570,684 Comprehensive (loss) income (30,773 ) (1,846 ) 113 12,790 (19,716 ) Dividends and distributions (32,900 ) (1,152 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — — 680 6,025 Other — — — (4 ) (4 ) Balance at March 31, 2017 $ 1,966,716 $ 95,673 $ 12,626 $ 437,208 $ 2,512,223 Noncontrolling Interest in PBF LLC PBF Energy is the sole managing member of, and has 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. As of March 31, 2018 and December 31, 2017 , PBF Energy’s equity interest in PBF LLC represented approximately 97.2% and 96.7% , respectively, of the outstanding interests. 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 condensed consolidated statements of operations includes 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 condensed 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 in PBF LLC as of March 31, 2018 and December 31, 2017 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2017 3,767,464 110,565,531 114,332,995 3.3 % 96.7 % 100.0 % March 31, 2018 3,240,062 111,118,981 114,359,043 2.8 % 97.2 % 100.0 % —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one -for-one basis. Noncontrolling Interest in PBFX PBF LLC holds a 44.1% limited partner interest in PBFX and owns all of PBFX’s IDRs, with the remaining 55.9% limited partner interest owned by public common unit holders as of March 31, 2018 . 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 condensed 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 condensed 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 in PBFX as of March 31, 2018 and December 31, 2017 , are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC Total December 31, 2017 23,441,211 18,459,497 41,900,708 55.9 % 44.1 % 100.0 % March 31, 2018 23,441,211 18,459,497 41,900,708 55.9 % 44.1 % 100.0 % Noncontrolling Interest in PBF Holding In connection with 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. For the three months ended March 31, 2018 and 2017 the Company recorded a noncontrolling interest in the earnings of these subsidiaries of $(68) and $113 , respectively. Changes in Equity and Noncontrolling Interests The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Inc. Equity Noncontrolling Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,336,654 $ 110,203 $ 10,808 $ 445,284 $ 2,902,949 Comprehensive income (loss) 30,613 1,295 (68 ) 10,225 42,065 Dividends and distributions (33,322 ) (972 ) — (11,665 ) (45,959 ) Effects of exchanges of PBF LLC Series A Units on deferred tax assets and liabilities and Tax Receivable Agreement obligation 777 — — — 777 Equity-based compensation awards 4,238 — — 834 5,072 Other 10,921 — — — 10,921 Balance at March 31, 2018 $ 2,349,881 $ 110,526 $ 10,740 $ 444,678 $ 2,915,825 PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,025,044 $ 98,671 $ 12,513 $ 434,456 $ 2,570,684 Comprehensive (loss) income (30,773 ) (1,846 ) 113 12,790 (19,716 ) Dividends and distributions (32,900 ) (1,152 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — — 680 6,025 Other — — — (4 ) (4 ) Balance at March 31, 2017 $ 1,966,716 $ 95,673 $ 12,626 $ 437,208 $ 2,512,223 The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,422,411 $ 10,808 $ 445,284 $ 2,878,503 Comprehensive income (loss) 41,840 (68 ) 10,225 51,997 Dividends and distributions (34,294 ) — (11,665 ) (45,959 ) Equity-based compensation awards 4,238 — 834 5,072 Other 10,921 — — 10,921 Balance at March 31, 2018 $ 2,445,116 $ 10,740 $ 444,678 $ 2,900,534 PBF Energy Company LLC Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,040,851 $ 12,513 $ 434,456 $ 2,487,820 Comprehensive income (54,442 ) 113 12,790 (41,539 ) Dividends and distributions (34,052 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — 680 6,025 Other (3 ) — (4 ) (7 ) Balance at March 31, 2017 $ 1,957,699 $ 12,626 $ 437,208 $ 2,407,533 Share Activity The following table presents the changes in PBF Energy Class A common stock and treasury stock outstanding: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Class A Common Stock Treasury Stock Class A Common Stock Treasury Stock Balance at beginning of period 110,565,531 6,132,884 109,204,047 6,087,963 Treasury stock purchases (1) (32,149 ) 32,149 — 44,921 Stock based compensation 1,054 — 702,404 — Exercise of options and warrants 45,257 — 462,500 — Exchange of PBF LLC Series A units for shares of Class A common stock 539,288 — 196,580 — Balance at end of period 111,118,981 6,165,033 110,565,531 6,132,884 _____ (1) Includes shares repurchased from participants in connection with the vesting of equity awards granted under the Company’s stock compensation plans to cover employee income tax liabilities. The following table presents the changes in PBF LLC Series C Units and Series A Units outstanding: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Series A Units Series C Units Series A Units Series C Units Balance at beginning of period 3,767,464 110,586,762 3,920,902 109,204,047 Exercise of Series A warrants and options 11,886 45,257 64,373 462,500 Exchange of Series A units for PBF Energy Class A common stock (539,288 ) 539,288 (196,580 ) 217,811 Grant of restricted shares — 1,054 — 702,404 Surrender of units for tax withholding — (32,149 ) — — Redemption of Series A units by PBF Energy — — (21,231 ) — Balance at end of period 3,240,062 111,140,212 3,767,464 110,586,762 |
Schedule of Stock by Class [Table Text Block] | Share Activity The following table presents the changes in PBF Energy Class A common stock and treasury stock outstanding: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Class A Common Stock Treasury Stock Class A Common Stock Treasury Stock Balance at beginning of period 110,565,531 6,132,884 109,204,047 6,087,963 Treasury stock purchases (1) (32,149 ) 32,149 — 44,921 Stock based compensation 1,054 — 702,404 — Exercise of options and warrants 45,257 — 462,500 — Exchange of PBF LLC Series A units for shares of Class A common stock 539,288 — 196,580 — Balance at end of period 111,118,981 6,165,033 110,565,531 6,132,884 _____ (1) Includes shares repurchased from participants in connection with the vesting of equity awards granted under the Company’s stock compensation plans to cover employee income tax liabilities. |
PBF LLC [Member] | |
Noncontrolling Interest [Line Items] | |
The ownership percentage in PBF LLC | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the three months ended March 31, 2018 and 2017 , respectively: PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2018 $ 2,422,411 $ 10,808 $ 445,284 $ 2,878,503 Comprehensive income (loss) 41,840 (68 ) 10,225 51,997 Dividends and distributions (34,294 ) — (11,665 ) (45,959 ) Equity-based compensation awards 4,238 — 834 5,072 Other 10,921 — — 10,921 Balance at March 31, 2018 $ 2,445,116 $ 10,740 $ 444,678 $ 2,900,534 PBF Energy Company LLC Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2017 $ 2,040,851 $ 12,513 $ 434,456 $ 2,487,820 Comprehensive income (54,442 ) 113 12,790 (41,539 ) Dividends and distributions (34,052 ) — (10,714 ) (44,766 ) Equity-based compensation awards 5,345 — 680 6,025 Other (3 ) — (4 ) (7 ) Balance at March 31, 2017 $ 1,957,699 $ 12,626 $ 437,208 $ 2,407,533 The noncontrolling interest ownership percentages in PBF LLC as of March 31, 2018 and December 31, 2017 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2017 3,767,464 110,565,531 114,332,995 3.3 % 96.7 % 100.0 % March 31, 2018 3,240,062 111,118,981 114,359,043 2.8 % 97.2 % 100.0 % —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one -for-one basis. |
Schedule of Stock by Class [Table Text Block] | The following table presents the changes in PBF LLC Series C Units and Series A Units outstanding: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Series A Units Series C Units Series A Units Series C Units Balance at beginning of period 3,767,464 110,586,762 3,920,902 109,204,047 Exercise of Series A warrants and options 11,886 45,257 64,373 462,500 Exchange of Series A units for PBF Energy Class A common stock (539,288 ) 539,288 (196,580 ) 217,811 Grant of restricted shares — 1,054 — 702,404 Surrender of units for tax withholding — (32,149 ) — — Redemption of Series A units by PBF Energy — — (21,231 ) — Balance at end of period 3,240,062 111,140,212 3,767,464 110,586,762 |
PBF Logistics LP [Member] | |
Noncontrolling Interest [Line Items] | |
The ownership percentage in PBF LLC | The noncontrolling interest ownership percentages in PBFX as of March 31, 2018 and December 31, 2017 , are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC Total December 31, 2017 23,441,211 18,459,497 41,900,708 55.9 % 44.1 % 100.0 % March 31, 2018 23,441,211 18,459,497 41,900,708 55.9 % 44.1 % 100.0 % |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: March 31, 2018 Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,271,675 $ — $ 1,271,675 Refined products and blendstocks 1,069,309 350,953 1,420,262 Warehouse stock and other 100,610 — 100,610 $ 2,441,594 $ 350,953 $ 2,792,547 Lower of cost or market adjustment (149,406 ) (63,397 ) (212,803 ) Total inventories $ 2,292,188 $ 287,556 $ 2,579,744 December 31, 2017 Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,073,093 $ — $ 1,073,093 Refined products and blendstocks 1,030,817 311,477 1,342,294 Warehouse stock and other 98,866 — 98,866 $ 2,202,776 $ 311,477 $ 2,514,253 Lower of cost or market adjustment (232,652 ) (67,804 ) (300,456 ) Total inventories $ 1,970,124 $ 243,673 $ 2,213,797 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Schedule of accrued expenses | Accrued expenses consisted of the following: PBF Energy March 31, December 31, Inventory-related accruals $ 1,014,632 $ 1,151,810 Inventory intermediation agreements 273,583 244,287 Accrued transportation costs 158,785 64,400 Excise and sales tax payable 126,872 118,515 Accrued capital expenditures 73,028 18,765 Renewable energy credit and emissions obligations 48,015 26,231 Accrued interest 43,924 14,080 Customer deposits 31,576 16,133 Accrued utilities 30,921 42,189 Accrued refinery maintenance and support costs 23,284 35,674 Accrued salaries and benefits 13,577 58,589 Environmental liabilities 7,464 8,289 Other 43,419 15,892 Total accrued expenses $ 1,889,080 $ 1,814,854 |
PBF LLC [Member] | |
Schedule of accrued expenses | PBF LLC March 31, December 31, Inventory-related accruals $ 1,014,632 $ 1,151,810 Inventory intermediation agreements 273,583 244,287 Accrued transportation costs 158,785 64,400 Excise and sales tax payable 126,872 118,515 Accrued capital expenditures 73,028 18,765 Accrued interest 55,188 23,419 Renewable energy credit and emissions obligations 48,015 26,231 Customer deposits 31,576 16,133 Accrued utilities 30,921 42,189 Accrued refinery maintenance and support costs 23,284 35,674 Accrued salaries and benefits 13,577 58,589 Environmental liabilities 7,464 8,289 Other 45,236 16,093 Total accrued expenses $ 1,902,161 $ 1,824,394 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Summary of the income tax provision | The income tax expense (benefit) in the PBF Energy condensed consolidated financial statements of operations consists of the following: Three Months Ended 2018 2017 Current income tax expense $ 83 $ 473 Deferred income tax expense (benefit) 10,859 (19,520 ) Total income tax expense (benefit) $ 10,942 $ (19,047 ) |
Schedule of effective income tax rate reconciliation | The difference between PBF Energy’s effective income tax rate and the United States statutory rate is reconciled below: Three Months Ended 2018 2017 Provision at Federal statutory rate 21.0 % 35.0 % Increase (decrease) attributable to flow-through of certain tax adjustments: State income taxes (net of federal income tax) 5.5 % 4.4 % Nondeductible/nontaxable items 0.2 % 0.2 % Rate differential from foreign jurisdictions — % 0.1 % Foreign tax rate change — % (1.7 )% Other (0.2 )% — % Effective tax rate 26.5 % 38.0 % |
PBF LLC [Member] | |
Summary of the income tax provision | The income tax expense (benefit) in the PBF LLC condensed consolidated financial statements of operations consists of the following: Three Months Ended 2018 2017 Current income tax (benefit) expense $ (5 ) $ 472 Deferred income tax benefit (696 ) (38 ) Total income tax (benefit) expense $ (701 ) $ 434 The Company has determined there are no material uncertain tax positions as of March 31, 2018 . The Company does not have any unrecognized tax benefits. |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Defined Benefit Plan [Abstract] | |
Schedule of net periodic benefit cost | Three Months Ended Pension Benefits 2018 2017 Components of net periodic benefit cost: Service cost $ 11,836 $ 10,143 Interest cost 1,447 1,084 Expected return on plan assets (2,134 ) (1,442 ) Amortization of prior service cost 21 13 Amortization of actuarial loss 71 113 Net periodic benefit cost $ 11,241 $ 9,911 Three Months Ended Post-Retirement Medical Plan 2018 2017 Components of net periodic benefit cost: Service cost $ 287 $ 316 Interest cost 155 172 Amortization of prior service cost 162 161 Net periodic benefit cost $ 604 $ 649 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 . 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 March 31, 2018 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 1,897 $ — $ — $ 1,897 N/A $ 1,897 Commodity contracts 13,096 1,296 — 14,392 (14,392 ) — Liabilities: Commodity contracts 40,561 17,926 — 58,487 (14,392 ) 44,095 Catalyst lease obligations — 59,034 — 59,034 — 59,034 Derivatives included with inventory intermediation agreement obligations — 16,546 — 16,546 — 16,546 As of December 31, 2017 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 4,730 $ — $ — $ 4,730 N/A $ 4,730 Commodity contracts 10,031 357 — 10,388 (10,388 ) — Liabilities: Commodity contracts 51,673 33,035 — 84,708 (10,388 ) 74,320 Catalyst lease obligations — 59,048 — 59,048 — 59,048 Derivatives included with inventory intermediation agreement obligations — 7,721 — 7,721 — 7,721 |
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: Three Months Ended 2018 2017 Balance at beginning of period $ — $ (84 ) Purchases — — Settlements — 45 Unrealized gain included in earnings — 39 Transfers into Level 3 — — Transfers out of Level 3 — — Balance at end of period $ — $ — |
Schedule of Fair value of Debt | The table below summarizes the fair value and carrying value of debt as of March 31, 2018 and December 31, 2017 . March 31, 2018 December 31, 2017 Carrying value Fair value Carrying value Fair value 2025 Senior Notes (a) $ 725,000 $ 758,625 $ 725,000 $ 763,945 2023 Senior Notes (a) 500,000 522,431 500,000 522,101 PBFX 2023 Senior Notes (a) 528,239 534,177 528,374 544,118 PBF Rail Term Loan (b) 26,679 26,679 28,366 28,366 Catalyst leases (c) 59,034 59,034 59,048 59,048 PBFX Revolving Credit Facility (b) 20,000 20,000 29,700 29,700 Revolving Loan (b) 350,000 350,000 350,000 350,000 2,208,952 2,270,946 2,220,488 2,297,278 Less - Current debt (c) (11,032 ) (11,032 ) (10,987 ) (10,987 ) Less - Unamortized deferred financing costs (32,316 ) n/a (34,459 ) n/a Long-term debt $ 2,165,604 $ 2,259,914 $ 2,175,042 $ 2,286,291 (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 7.00% senior notes due 2023 and the 7.25% senior notes due 2025 (collectively, the “Senior Notes”), and the PBFX 6.875% senior notes due 2023 (the “PBFX 2023 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) | 3 Months Ended |
Mar. 31, 2018 | |
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 March 31, 2018 and December 31, 2017 and the line items in the condensed consolidated balance sheet in which the fair values are reflected. Description Balance Sheet Location Fair Value Asset/(Liability) Derivatives designated as hedging instruments: March 31, 2018: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ (16,546 ) December 31, 2017: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ (7,721 ) Derivatives not designated as hedging instruments: March 31, 2018: Commodity contracts Accrued expenses $ (44,095 ) December 31, 2017: Commodity contracts Accrued expenses $ (74,320 ) |
Schedule of Derivative Instruments, Gain (Loss) Recognized in Income | The following table provides information about the gains or losses recognized in income on these derivative instruments and the line items in the condensed consolidated statements of operations 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 three months ended March 31, 2018: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (8,825 ) For the three months ended March 31, 2017: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ 23,124 Derivatives not designated as hedging instruments: For the three months ended March 31, 2018: Commodity contracts Cost of products and other $ (13,281 ) For the three months ended March 31, 2017: Commodity contracts Cost of products and other $ 391 Hedged items designated in fair value hedges: For the three months ended March 31, 2018: Intermediate and refined product inventory Cost of products and other $ 8,825 For the three months ended March 31, 2017: Intermediate and refined product inventory Cost of products and other $ (23,124 ) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three months ended March 31, 2018 and March 31, 2017 are presented below. In connection with the adoption of ASU 2017-07, the accompanying segment information has been retrospectively adjusted, for all periods presented, to reflect the reclassification of certain net periodic benefit costs from Operating expense to Other income (expense). PBF Energy Three Months Ended March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 5,799,601 $ 64,039 $ — $ (60,864 ) $ 5,802,776 Depreciation and amortization expense 76,778 6,495 2,714 — 85,987 Income (loss) from operations (1) 125,713 35,205 (61,236 ) (4,022 ) 95,660 Interest expense, net 1,835 9,948 31,415 — 43,198 Capital expenditures 88,297 3,953 1,030 — 93,280 Three Months Ended March 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 4,750,197 $ 60,477 $ — $ (56,201 ) $ 4,754,473 Depreciation and amortization expense 53,818 5,352 1,762 — 60,932 Income (loss) from operations (1) 10,615 36,041 (42,262 ) (3,599 ) 795 Interest expense, net 918 7,984 28,281 — 37,183 Capital expenditures 167,216 19,467 2,261 — 188,944 Balance at March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,471,210 $ 728,480 $ 115,576 $ (32,903 ) $ 8,282,363 Balance at December 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,298,049 $ 737,550 $ 123,211 $ (40,817 ) $ 8,117,993 PBF LLC Three Months Ended March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 5,799,601 $ 64,039 $ — $ (60,864 ) $ 5,802,776 Depreciation and amortization expense 76,778 6,495 2,714 — 85,987 Income (loss) from operations (1) 125,713 35,205 (60,984 ) (4,022 ) 95,912 Interest expense, net 1,835 9,948 33,378 — 45,161 Capital expenditures 88,297 3,953 1,030 — 93,280 Three Months Ended March 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 4,750,197 $ 60,477 $ — $ (56,201 ) $ 4,754,473 Depreciation and amortization expense 53,818 5,352 1,762 — 60,932 Income (loss) from operations (1) 10,615 36,041 (42,226 ) (3,599 ) 831 Interest expense, net 918 7,984 30,659 — 39,561 Capital expenditures 167,216 19,467 2,261 — 188,944 Balance at March 31, 2018 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,471,210 $ 728,480 $ 62,157 $ (32,903 ) $ 8,228,944 Balance at December 31, 2017 Refining Logistics Corporate Eliminations Consolidated Total Total assets (2) $ 7,298,049 $ 737,550 $ 44,203 $ (40,817 ) $ 8,038,985 (1) The Logistics segment includes 100% of the income from operations of TVPC as TVPC is consolidated by PBFX. PBFX records net income attributable to noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records equity income in investee related to its 50% noncontrolling ownership interest in TVPC. For the purposes of the Company’s condensed consolidated financial statements, PBF Holding’s equity income in investee and PBFX’s net income attributable to noncontrolling interest eliminate in consolidation. (2) The Logistics segment includes 100% of the assets of TVPC as TVPC is consolidated by PBFX. PBFX records a noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records an equity investment in TVPC reflecting its noncontrolling ownership interest. For the purposes of the Company’s condensed consolidated PBF Energy financial statements, PBFX’s noncontrolling interest in TVPC and PBF Holding’s equity investment in TVPC eliminate in consolidation. |
NET INCOME PER SHARE OF PBF E35
NET INCOME PER SHARE OF PBF ENERGY (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
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 per share of Class A common stock attributable to PBF Energy: Three Months Ended Basic Earnings Per Share: 2018 2017 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ 30,366 $ (31,077 ) Less: Income allocated to participating securities 201 271 Income (loss) available to PBF Energy Inc. stockholders - basic $ 30,165 $ (31,348 ) Denominator for basic net income per Class A common share - weighted average shares 110,820,379 108,760,374 Basic net income (loss) attributable to PBF Energy per Class A common share $ 0.27 $ (0.29 ) Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ 30,165 $ (31,348 ) Plus: Net income attributable to noncontrolling interest (1) 1,288 — Less: Income tax expense on net income attributable to noncontrolling interest (1) (340 ) — Numerator for diluted net income (loss) per Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ 31,113 $ (31,348 ) Denominator: (1) Denominator for basic net income (loss) per Class A common share-weighted average shares 110,820,379 108,760,374 Effect of dilutive securities: Conversion of PBF LLC Series A Units 3,535,140 — Common stock equivalents (2) 837,972 — Denominator for diluted net income (loss) per Class A common share-adjusted weighted average shares 115,193,491 108,760,374 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per Class A common share $ 0.27 $ (0.29 ) __________ (1) The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to Class A common stock of PBF Energy. For the three months ended March 31, 2018 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 expense (based on a 26.4% annualized statutory corporate tax rate) attributable to the converted units. The potential conversion of 3,843,206 PBF LLC Series A Units for the three months ended March 31, 2017 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 as calculated under the treasury stock method (to the extent the impact of such exchange would not be anti-dilutive). Common stock equivalents exclude the effects of options and warrants to purchase 3,982,000 and 7,364,616 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended March 31, 2018 and 2017 , respectively. |
DESCRIPTION OF THE BUSINESS A36
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)reportable_segmentshares | Mar. 31, 2017USD ($) | Dec. 31, 2017shares | |
Description of Business [Line Items] | |||
Other non-service component of net periodic benefit costs | $ 278 | $ (101) | |
Cost of products and other | $ 5,132,102 | 4,196,767 | |
Ownership percentage | 100.00% | 100.00% | |
Shares, outstanding (in shares) | shares | 114,359,043 | 114,332,995 | |
Percentage of ownership in PBF LLC | 100.00% | 100.00% | |
Number of reportable segments | reportable_segment | 2 | ||
Operating Expenses | $ (426,135) | (451,266) | |
Depreciation and amortization expense | 83,273 | 59,170 | |
Cost of sales | 5,641,510 | 4,707,203 | |
General and administrative expenses | (62,813) | (43,830) | |
Depreciation and amortization expense | 2,714 | 1,762 | |
Loss on sale of assets | 79 | 883 | |
Total cost and expenses | 5,707,116 | 4,753,678 | |
PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Other non-service component of net periodic benefit costs | 278 | (101) | |
Operating Expenses | (426,135) | (451,266) | |
Depreciation and amortization expense | 83,273 | 59,170 | |
Cost of sales | 5,641,510 | 4,707,203 | |
General and administrative expenses | (62,561) | (43,794) | |
Depreciation and amortization expense | 2,714 | 1,762 | |
Loss on sale of assets | 79 | 883 | |
Total cost and expenses | $ 5,706,864 | 4,753,642 | |
Series C Units [Member] | PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Shares, outstanding (in shares) | shares | 111,140,212 | ||
Class A Common Stock [Member] | PBF Energy [Member] | |||
Description of Business [Line Items] | |||
Shares, outstanding (in shares) | shares | 111,118,981 | 110,565,531 | |
Percentage of ownership in PBF LLC | 97.20% | 96.70% | |
Series A Units [Member] | PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Shares, outstanding (in shares) | shares | 3,240,062 | 3,767,464 | |
Percentage of ownership in PBF LLC | 2.80% | 3.30% | |
Limited Partner [Member] | PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Ownership percentage | 44.10% | 44.10% | |
Scenario, Previously Reported [Member] | |||
Description of Business [Line Items] | |||
Cost of products and other | 4,196,767 | ||
Operating Expenses | (451,266) | ||
Depreciation and amortization expense | 0 | ||
General and administrative expenses | (43,830) | ||
Depreciation and amortization expense | 60,932 | ||
Loss on sale of assets | (883) | ||
Total cost and expenses | 4,753,678 | ||
Scenario, Adjustment [Member] | |||
Description of Business [Line Items] | |||
Cost of products and other | 0 | ||
Operating Expenses | 0 | ||
Depreciation and amortization expense | 59,170 | ||
General and administrative expenses | 0 | ||
Depreciation and amortization expense | (59,170) | ||
Loss on sale of assets | $ 0 |
REVENUE (Details)
REVENUE (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Nonmonetary Transaction, Amount of Barter Transaction | $ 35,871 | ||
Deferred revenue | 6,362 | $ 8,933 | |
Revenues | 5,802,776 | $ 4,754,473 | |
Revenues | 5,802,776 | 4,754,473 | |
Refining Group [Member] | |||
Revenues | 5,799,601 | 4,750,197 | |
Revenues | 5,799,601 | 4,750,197 | |
PBF Logistics LP [Member] | |||
Revenues | 64,039 | 60,477 | |
Prior to elimination [Member] | |||
Revenues | 5,863,640 | 4,810,674 | |
Intersegment Eliminations [Member] | |||
Revenues | (60,864) | (56,201) | |
Gasoline And Distillate [Member] | Refining Group [Member] | |||
Revenues | 4,994,320 | 4,088,811 | |
Asphalt and Residual Oil [Member] | Refining Group [Member] | |||
Revenues | 308,861 | 185,128 | |
Other Refining and Marketing [Member] | Refining Group [Member] | |||
Revenues | 238,709 | 224,410 | |
Chemicals [Member] | Refining Group [Member] | |||
Revenues | 176,108 | 184,423 | |
Lubricants [Member] | Refining Group [Member] | |||
Revenues | $ 81,603 | $ 67,425 |
PBF LOGISTICS LP (Details)
PBF LOGISTICS LP (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Jun. 01, 2017 | |
Variable Interest Entity [Line Items] | ||||
Payments to Acquire Property, Plant, and Equipment | $ 24,936 | $ 109,726 | ||
Ownership percentage | 100.00% | 100.00% | ||
Maturities of marketable securities | $ 0 | 75,006 | ||
Proceeds from revolver borrowings | $ 0 | 200,000 | ||
PBF Logistics LP [Member] | ||||
Variable Interest Entity [Line Items] | ||||
IDR maximum percentage distribution | 50.00% | |||
IDR, Distribution in Excess (in shares) | $ 0.345 | |||
Partners' Capital Account, Units, Conversion Ratio To Common Units (in shares) | 1 | |||
PBF LLC [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Payments to Acquire Property, Plant, and Equipment | $ 24,936 | 109,726 | ||
Maturities of marketable securities | 0 | 75,006 | ||
Proceeds from revolver borrowings | $ 0 | $ 200,000 | ||
Limited Partner [Member] | Public Unit Holders [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Ownership percentage | 55.90% | 55.90% | ||
Limited Partner [Member] | PBF LLC [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Ownership percentage | 44.10% | 44.10% | ||
Limited Partner [Member] | Common Units [Member] | PBF LLC [Member] | ||||
Variable Interest Entity [Line Items] | ||||
Partner capital units held (in shares) | 18,459,497 |
EQUITY (Ownership Percentage) (
EQUITY (Ownership Percentage) (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Jun. 01, 2017 | Nov. 01, 2015 | |
Noncontrolling Interest [Line Items] | |||||
Percentage of ownership in PBF LLC | 100.00% | 100.00% | |||
Shares, outstanding (in shares) | 114,359,043 | 114,332,995 | |||
Ownership percentage | 100.00% | 100.00% | |||
Less: net income attributable to noncontrolling interests | $ 11,445 | $ 11,047 | |||
Common Units [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Shares sold in public offering (in shares) | 41,900,708 | 41,900,708 | |||
PBF Energy [Member] | Class A Common Stock [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Percentage of ownership in PBF LLC | 97.20% | 96.70% | |||
Shares, outstanding (in shares) | 111,118,981 | 110,565,531 | |||
Public Unit Holders [Member] | Common Units [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Shares sold in public offering (in shares) | 23,441,211 | 23,441,211 | |||
PBF LLC [Member] | Common Units [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Shares sold in public offering (in shares) | 18,459,497 | 18,459,497 | |||
PBF LLC [Member] | Series A Units [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Percentage of ownership in PBF LLC | 2.80% | 3.30% | |||
Shares, outstanding (in shares) | 3,240,062 | 3,767,464 | |||
PBF Logistics LP [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Partners' Capital Account, Units, Conversion Ratio To Common Units (in shares) | 1 | ||||
Collins Pipeline Company And T&M Terminal Company [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Less: net income attributable to noncontrolling interests | $ (68) | $ 113 | |||
Limited Partner [Member] | Public Unit Holders [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Ownership percentage | 55.90% | 55.90% | |||
Limited Partner [Member] | PBF LLC [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Ownership percentage | 44.10% | 44.10% | |||
Collins Pipeline Company [Member] | Chalmette Refining [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Noncontrolling interest, ownership percentage | 80.00% |
EQUITY (Allocation of Equity) (
EQUITY (Allocation of Equity) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | $ 2,902,949 | $ 2,570,684 |
Comprehensive income (loss) | 30,613 | (30,773) |
Less: comprehensive income attributable to noncontrolling interests | 11,452 | 11,057 |
Comprehensive income | 42,065 | (19,716) |
Dividends and distributions | (45,959) | (44,766) |
Equity-based compensation awards | 5,072 | 6,025 |
Stockholders' Equity, Other | 10,921 | (4) |
Balance, end of period | 2,915,825 | 2,512,223 |
PBF Energy [Member] | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 2,336,654 | 2,025,044 |
Comprehensive income (loss) | 30,613 | (30,773) |
Dividends and distributions | (33,322) | (32,900) |
Equity-based compensation awards | 4,238 | 5,345 |
Stockholders' Equity, Other | 10,921 | 0 |
Balance, end of period | 2,349,881 | 1,966,716 |
Noncontrolling Interest - PBF LLC [Member] | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 110,203 | 98,671 |
Less: comprehensive income attributable to noncontrolling interests | 1,295 | (1,846) |
Dividends and distributions | (972) | (1,152) |
Equity-based compensation awards | 0 | 0 |
Stockholders' Equity, Other | 0 | 0 |
Balance, end of period | 110,526 | 95,673 |
Noncontrolling Interest - PBF Holding [Member] | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 10,808 | 12,513 |
Less: comprehensive income attributable to noncontrolling interests | (68) | 113 |
Dividends and distributions | 0 | 0 |
Equity-based compensation awards | 0 | 0 |
Stockholders' Equity, Other | 0 | 0 |
Balance, end of period | 10,740 | 12,626 |
Noncontrolling Interest - PBF Logistics LP [Member] | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||
Balance, beginning of period | 445,284 | 434,456 |
Less: comprehensive income attributable to noncontrolling interests | 10,225 | 12,790 |
Dividends and distributions | (11,665) | (10,714) |
Equity-based compensation awards | 834 | 680 |
Stockholders' Equity, Other | 0 | (4) |
Balance, end of period | $ 444,678 | $ 437,208 |
EQUITY Noncontrolling Interest
EQUITY Noncontrolling Interest (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2018USD ($)subsidiary | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | $ 2,915,825 | $ 2,512,223 | $ 2,902,949 | $ 2,570,684 |
Stockholders' Equity, Other | $ 10,921 | (4) | ||
Ownership percentage | 100.00% | 100.00% | ||
Less: net income attributable to noncontrolling interests | $ 11,445 | 11,047 | ||
Comprehensive income (loss) | 30,613 | (30,773) | ||
Less: net income attributable to noncontrolling interests | 11,452 | 11,057 | ||
Comprehensive income | 42,065 | (19,716) | ||
Dividends and Distributions | (45,959) | (44,766) | ||
Record tax receivable agreement | 777 | |||
PBF LLC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 2,900,534 | 2,407,533 | $ 2,878,503 | 2,487,820 |
Stockholders' Equity, Other | 10,921 | (7) | ||
Comprehensive income (loss) | 41,840 | (54,442) | ||
Less: net income attributable to noncontrolling interests | 10,157 | 12,903 | ||
Comprehensive income | 51,997 | (41,539) | ||
Dividends and Distributions | (45,959) | (44,766) | ||
Exercise of PBF LLC options and warrants, net | $ 5,072 | 6,025 | ||
Chalmette Refining [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Number Of Subsidiaries | subsidiary | 2 | |||
Collins Pipeline Company And T&M Terminal Company [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Less: net income attributable to noncontrolling interests | $ (68) | 113 | ||
PBF Energy [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 2,349,881 | 1,966,716 | 2,336,654 | 2,025,044 |
Stockholders' Equity, Other | 10,921 | 0 | ||
Comprehensive income (loss) | 30,613 | (30,773) | ||
Dividends and Distributions | (33,322) | (32,900) | ||
Record tax receivable agreement | 777 | |||
PBF Energy [Member] | PBF LLC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 2,445,116 | 1,957,699 | 2,422,411 | 2,040,851 |
Stockholders' Equity, Other | 10,921 | (3) | ||
Comprehensive income (loss) | 41,840 | (54,442) | ||
Dividends and Distributions | (34,294) | (34,052) | ||
Exercise of PBF LLC options and warrants, net | 4,238 | 5,345 | ||
Noncontrolling Interest - PBF Logistics LP [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 444,678 | 437,208 | 445,284 | 434,456 |
Stockholders' Equity, Other | 0 | (4) | ||
Less: net income attributable to noncontrolling interests | 10,225 | 12,790 | ||
Dividends and Distributions | (11,665) | (10,714) | ||
Record tax receivable agreement | 0 | |||
Noncontrolling Interest - PBF Logistics LP [Member] | PBF LLC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 10,740 | 12,626 | 10,808 | 12,513 |
Stockholders' Equity, Other | 0 | 0 | ||
Less: net income attributable to noncontrolling interests | (68) | 113 | ||
Dividends and Distributions | 0 | 0 | ||
Exercise of PBF LLC options and warrants, net | 0 | 0 | ||
Noncontrolling Interest - PBF LLC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 110,526 | 95,673 | 110,203 | 98,671 |
Stockholders' Equity, Other | 0 | 0 | ||
Less: net income attributable to noncontrolling interests | 1,295 | (1,846) | ||
Dividends and Distributions | (972) | (1,152) | ||
Record tax receivable agreement | 0 | |||
Noncontrolling Interest - PBF LLC [Member] | PBF LLC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 444,678 | 437,208 | 445,284 | 434,456 |
Stockholders' Equity, Other | 0 | (4) | ||
Less: net income attributable to noncontrolling interests | 10,225 | 12,790 | ||
Dividends and Distributions | (11,665) | (10,714) | ||
Exercise of PBF LLC options and warrants, net | 834 | 680 | ||
Noncontrolling Interest - PBF Holding [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Stockholders' Equity, Including Portion Attributable to Noncontrolling Interest | 10,740 | 12,626 | $ 10,808 | $ 12,513 |
Stockholders' Equity, Other | 0 | 0 | ||
Less: net income attributable to noncontrolling interests | (68) | 113 | ||
Dividends and Distributions | 0 | $ 0 | ||
Record tax receivable agreement | $ 0 |
EQUITY Schedule of stock by cla
EQUITY Schedule of stock by class (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | ||
Class A Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares outstanding | 110,565,531 | |||
Common stock, shares outstanding | 111,118,981 | 110,565,531 | ||
Common Stock [Member] | Class A Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares outstanding | 110,565,531 | 109,204,047 | 109,204,047 | |
Stock Redeemed or Called During Period, Value | [1] | $ (32,149) | $ 0 | |
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 1,054 | 702,404 | ||
Stock Issued During Period, Value, Stock Options Exercised | 45,257 | 462,500 | ||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 539,288 | 196,580 | ||
Common stock, shares outstanding | 111,118,981 | 110,565,531 | 110,565,531 | |
Treasury Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock, shares outstanding | 6,132,884 | 6,087,963 | 6,087,963 | |
Stock Redeemed or Called During Period, Value | [1] | $ 32,149 | $ 44,921 | |
Common stock, shares outstanding | 6,165,033 | 6,132,884 | 6,132,884 | |
PBF LLC [Member] | Series A Units [Member] | ||||
Class of Stock [Line Items] | ||||
Units Outstanding | 3,767,464 | 3,920,902 | 3,920,902 | |
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Issuance Of Units | 11,886 | 64,373 | ||
Limited Liability Company (LLC) Members' Equity, Exchange of Units | (539,288) | (196,580) | ||
Limited Liability Company (LLC) Members' Equity, Redemption of Units | (21,231) | |||
Units Outstanding | 3,240,062 | 3,767,464 | ||
PBF LLC [Member] | Series C Units [Member] | ||||
Class of Stock [Line Items] | ||||
Units Outstanding | 110,586,762 | 109,204,047 | 109,204,047 | |
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Issuance Of Units | 45,257 | 462,500 | ||
Limited Liability Company (LLC) Members' Equity, Exchange of Units | 539,288 | 217,811 | ||
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Issuance Of Restricted Units | 1,054 | 702,404 | ||
Limited Liability Company (LLC) Members' Equity, Unit-Based Compensation And Exercise Of Warrants, Restricted Units Surrender for Taxes | (32,149) | |||
Units Outstanding | 111,140,212 | 110,586,762 | ||
[1] | (1) Includes shares repurchased from participants in connection with the vesting of equity awards granted under the Company’s stock compensation plans to cover employee income tax liabilities. |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Inventory [Line Items] | |||||
Crude oil and feedstocks | $ 1,271,675 | $ 1,073,093 | |||
Refined products and blendstocks | 1,420,262 | 1,342,294 | |||
Warehouse stock and other | 100,610 | 98,866 | |||
Inventory, Gross | 2,792,547 | 2,514,253 | |||
Lower of cost or market adjustment | 212,803 | $ (612,027) | 300,456 | $ (595,988) | |
Inventories | 2,579,744 | 2,213,797 | |||
Income (loss) from operations | [1] | 95,660 | 795 | ||
Net income (loss) | 41,811 | (20,030) | |||
Titled Inventory [Member] | |||||
Inventory [Line Items] | |||||
Crude oil and feedstocks | 1,271,675 | 1,073,093 | |||
Refined products and blendstocks | 1,069,309 | 1,030,817 | |||
Warehouse stock and other | 100,610 | 98,866 | |||
Inventory, Gross | 2,441,594 | 2,202,776 | |||
Lower of cost or market adjustment | 149,406 | 232,652 | |||
Inventories | 2,292,188 | 1,970,124 | |||
Inventory Supply and Offtake Arrangements [Member] | |||||
Inventory [Line Items] | |||||
Crude oil and feedstocks | 0 | 0 | |||
Refined products and blendstocks | 350,953 | 311,477 | |||
Warehouse stock and other | 0 | 0 | |||
Inventory, Gross | 350,953 | 311,477 | |||
Lower of cost or market adjustment | 63,397 | 67,804 | |||
Inventories | 287,556 | $ 243,673 | |||
Scenario, Adjustment [Member] | |||||
Inventory [Line Items] | |||||
Income (loss) from operations | 87,653 | 16,039 | |||
Net income (loss) | $ 64,504 | $ 9,726 | |||
[1] | (1)The Logistics segment includes 100% of the income from operations of TVPC as TVPC is consolidated by PBFX. PBFX records net income attributable to noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records equity income in investee related to its 50% noncontrolling ownership interest in TVPC. For the purposes of the Company’s condensed consolidated financial statements, PBF Holding’s equity income in investee and PBFX’s net income attributable to noncontrolling interest eliminate in consolidation. |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Accrued Expenses: | ||
Inventory-related accruals | $ 1,014,632 | $ 1,151,810 |
Inventory intermediation arrangements | 273,583 | 244,287 |
Accrued transportation costs | 158,785 | 64,400 |
Excise and sales tax payable | 126,872 | 118,515 |
Accrued construction in progress | 73,028 | 18,765 |
Renewable energy credit and emissions obligations | 48,015 | 26,231 |
Accrued capital expenditures | 43,924 | 14,080 |
Customer deposits | 31,576 | 16,133 |
Accrued utilities | 30,921 | 42,189 |
Accrued refinery maintenance and support costs | 23,284 | 35,674 |
Accrued salaries and benefits | 13,577 | 58,589 |
Environmental liabilities | 7,464 | 8,289 |
Other | 43,419 | 15,892 |
Total accrued expenses | 1,889,080 | 1,814,854 |
PBF LLC [Member] | ||
Accrued Expenses: | ||
Inventory-related accruals | 1,014,632 | 1,151,810 |
Inventory intermediation arrangements | 273,583 | 244,287 |
Accrued transportation costs | 158,785 | 64,400 |
Excise and sales tax payable | 126,872 | 118,515 |
Accrued construction in progress | 73,028 | 18,765 |
Renewable energy credit and emissions obligations | 48,015 | 26,231 |
Accrued capital expenditures | 55,188 | 23,419 |
Customer deposits | 31,576 | 16,133 |
Accrued utilities | 30,921 | 42,189 |
Accrued refinery maintenance and support costs | 23,284 | 35,674 |
Accrued salaries and benefits | 13,577 | 58,589 |
Environmental liabilities | 7,464 | 8,289 |
Other | 45,236 | 16,093 |
Total accrued expenses | $ 1,902,161 | $ 1,824,394 |
AFFILIATE NOTE PAYABLE - PBF 45
AFFILIATE NOTE PAYABLE - PBF LLC (Details) - PBF LLC [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Mar. 31, 2018 | |
Debt Instrument [Line Items] | ||
Affiliate note payable | $ 292,844 | $ 310,201 |
Notes Payable, Other Payables [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.50% | |
Debt Instrument, Term | 5 years |
INCOME TAXES (Details)
INCOME TAXES (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018USD ($)subsidiary | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | |
Income Taxes [Line Items] | |||
Percentage of ownership in PBF LLC | 100.00% | 100.00% | |
Number Of Subsidiaries Acquired | subsidiary | 2 | ||
Income tax expense (benefit) | $ 10,942 | $ (19,047) | |
Current income tax expense | 83 | 473 | |
Deferred income tax expense (benefit) | $ 10,859 | $ (19,520) | |
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Percent [Abstract] | |||
Provision at Federal statutory rate, as a percent | 21.00% | 35.00% | |
State income taxes (net federal income tax), as a percent | 5.50% | 4.40% | |
Non deductible/nontaxable items, as a percent | 0.20% | 0.20% | |
Rate differential from foreign jurisdictions, as a percent | 0.00% | 0.10% | |
Other, as a percent | (0.20%) | 0.00% | |
Effective tax rate | 26.50% | 38.00% | |
Noncontrolling interests, as a percent | 20.70% | 48.70% | |
Less: net income attributable to noncontrolling interests | $ 11,445 | $ 11,047 | |
Effective Income Tax Rate Reconciliation, Tax Credit, Foreign, Percent | 0.00% | (1.70%) | |
Tax Cuts And Jobs Act Of 2017, Incomplete Accounting, Provisional Income Tax Expense (Benefit) | $ 20,153 | ||
PBF Energy [Member] | Class A Common Stock [Member] | |||
Income Taxes [Line Items] | |||
Percentage of ownership in PBF LLC | 97.20% | 96.70% | |
PBF LLC [Member] | |||
Income Taxes [Line Items] | |||
Income tax expense (benefit) | $ (701) | $ 434 | |
Current income tax expense | (5) | 472 | |
Deferred income tax expense (benefit) | $ (696) | $ (38) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Jan. 13, 2017group | Jul. 01, 2016USD ($) | Nov. 01, 2015USD ($) | Mar. 03, 2014ppm | Mar. 01, 2011 | Nov. 30, 2017 | Mar. 31, 2018USD ($)ppm | Dec. 31, 2010ppm | Dec. 31, 2017USD ($) |
Loss Contingencies [Line Items] | |||||||||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85.00% | ||||||||
Percentage of ownership in PBF LLC | 100.00% | 100.00% | |||||||
Recognized liability for the tax receivable agreement | $ 366,547,000 | $ 362,142,000 | |||||||
PBF Energy [Member] | Class A Common Stock [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Percentage of ownership in PBF LLC | 97.20% | 96.70% | |||||||
Environmental Issue [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Environmental liability | $ 11,719,000 | $ 10,282,000 | |||||||
Discount rate used for environmental liability assessment | 8.00% | ||||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 10 | 80 | |||||||
Loss Contingency, Number Of Environmental Groups Appealing Permits | group | 2 | ||||||||
Environmental Issue [Member] | PBF Energy and Valero [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Term of insurance policies | 10 years | ||||||||
Environmental Issue [Member] | Sunoco, Inc. [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Loss Contingency Accrual, Insurance-Related Assessment, Expiration Of Liability Period | 20 years | ||||||||
Environmental Issue [Member] | PBF Logistics Products Terminals LLC [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Environmental liability | $ 1,846,000 | 1,923,000 | |||||||
Discount rate used for environmental liability assessment | 1.83% | ||||||||
Environmental Issue [Member] | Torrance Refinery [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Environmental liability | $ 136,194,000 | $ 136,487,000 | |||||||
Term of insurance policies | 10 years | ||||||||
Environmental Issue [Member] | New York [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 15 | ||||||||
Environmental Issue [Member] | Pennsylvania [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 500 | ||||||||
Advanced Renewable Identification Number Requirements [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Renewable Fuels Standard Requirements Increase | 19.00% | ||||||||
Total Renewable Identification Number Requirements [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Renewable Fuels Standard Requirements Increase | 7.00% | ||||||||
Chalmette Refinery [Member] | Environmental Issue [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Term of insurance policies | 10 years | ||||||||
Environmental Costs Recognized, Recovery Credited to Expense | $ 3,936,000 | ||||||||
Accrual For Environmental Loss Contingencies, Expected Payment Period | 30 years | ||||||||
Environmental Insurance Policies Coverage | $ 100,000,000 | ||||||||
Maximum [Member] | PBF Logistics Products Terminals LLC [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Accrual For Environmental Loss Contingencies, Expected Future Payments | 250 | ||||||||
Maximum [Member] | Environmental Issue [Member] | Valero [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Site Contingency, Loss Exposure Not Accrued, Best Estimate | 20,000,000 | ||||||||
Maximum [Member] | Environmental Issue [Member] | PBF Energy and Valero [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Site Contingency, Loss Exposure Not Accrued, Best Estimate | $ 75,000,000 | ||||||||
Maximum [Member] | Environmental Issue [Member] | PBF Logistics Products Terminals LLC [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Accrual For Environmental Loss Contingencies, Expected Payment Period | 10 years | ||||||||
Maximum [Member] | Environmental Issue [Member] | Torrance Refinery [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Site Contingency, Loss Exposure Not Accrued, Best Estimate | $ 100,000,000 | ||||||||
Pending Litigation [Member] | Louisiana Department of Environmental Quality [Member] | Environmental Remediation Contingency [Domain] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Loss Contingency, Damages Sought, Value | $ 741,000 | ||||||||
California Department of Toxic Substance Control [Member] | Environmental Issue [Member] | Torrance Refinery [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Loss Contingency, Damages Sought, Value | $ 200,000 | ||||||||
Other [Member] | Environmental Issue [Member] | Torrance Refinery [Member] | |||||||||
Loss Contingencies [Line Items] | |||||||||
Loss Contingency, Damages Sought, Value | $ 100,000 |
DIVIDENDS AND DISTRIBUTIONS (De
DIVIDENDS AND DISTRIBUTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | May 31, 2017 | Mar. 13, 2017 | Mar. 31, 2018 | Mar. 31, 2017 |
Distribution Made to Member or Limited Partner [Line Items] | ||||
Dividends per common share (in dollars per share) | $ 0.3 | $ 0.30 | ||
Class A Common Stock [Member] | ||||
Distribution Made to Member or Limited Partner [Line Items] | ||||
Aggregate amount of dividends paid | $ 33,226 | |||
PBF Energy [Member] | Class A Common Stock [Member] | ||||
Distribution Made to Member or Limited Partner [Line Items] | ||||
Dividends per common share (in dollars per share) | $ 0.30 | $ 0.3 | $ 0.3 | |
PBF LLC [Member] | Cash Distribution [Member] | ||||
Distribution Made to Member or Limited Partner [Line Items] | ||||
Distributions paid | $ 34,198 | |||
PBF Logistics LP [Member] | ||||
Distribution Made to Member or Limited Partner [Line Items] | ||||
Distribution made to partner (in dollars per share) | $ 0.4850 | |||
PBF Energy Inc. [Member] | PBF LLC [Member] | Cash Distribution [Member] | ||||
Distribution Made to Member or Limited Partner [Line Items] | ||||
Distributions paid | 33,226 | |||
PBF LLC [Member] | PBF Logistics LP [Member] | ||||
Distribution Made to Member or Limited Partner [Line Items] | ||||
Distribution made to partners | $ 11,689 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Other non-service component of net periodic benefit costs | $ 278 | $ (101) |
Pension Plan, Defined Benefit [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 11,836 | 10,143 |
Interest cost | 1,447 | 1,084 |
Expected return on plan assets | (2,134) | (1,442) |
Amortization of prior service cost | 21 | 13 |
Amortization of actuarial loss | 71 | 113 |
Net periodic benefit cost | 11,241 | 9,911 |
Post Retirement Medical Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 287 | 316 |
Interest cost | 155 | 172 |
Amortization of prior service cost | 162 | 161 |
Net periodic benefit cost | $ 604 | $ 649 |
FAIR VALUE MEASUREMENTS (Measur
FAIR VALUE MEASUREMENTS (Measured on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Non-qualified pension plan assets | $ 9,468 | $ 9,593 |
Catalyst lease obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, effect of counter-party netting | 0 | 0 |
Catalyst lease obligations | 59,034 | 59,048 |
Catalyst lease obligations [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Catalyst lease obligations | 0 | 0 |
Catalyst lease obligations [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Catalyst lease obligations | 59,034 | 59,048 |
Catalyst lease obligations [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Catalyst lease obligations | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 58,487 | 84,708 |
Derivative liability, effect of counter-party netting | (14,392) | (10,388) |
Derivative Liability | 44,095 | 74,320 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 40,561 | |
Derivative Liability | 51,673 | |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 17,926 | |
Derivative Liability | 33,035 | |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability | 0 | 0 |
Inventory Supply Arrangement Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 16,546 | 7,721 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Derivative Liability | 16,546 | 7,721 |
Inventory Supply Arrangement Obligation [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | 0 |
Inventory Supply Arrangement Obligation [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 16,546 | 7,721 |
Inventory Supply Arrangement Obligation [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | 0 |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 1,897 | 4,730 |
Money market funds [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 1,897 | 4,730 |
Money market funds [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 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 | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 14,392 | 10,388 |
Derivative assets, effect of counter-party netting | (14,392) | (10,388) |
Derivative assets, net carrying value | 0 | 0 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 13,096 | 10,031 |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 1,296 | 357 |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, net carrying value | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Change in Fair Value at Level 3) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||
Transfers into Level 3 | $ 0 | $ 0 |
Commodity Contract [Member] | ||
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||
Balance at beginning of period | 0 | (84,000) |
Purchases | 0 | 0 |
Settlements | 0 | 45,000 |
Unrealized loss included in earnings | 0 | 39,000 |
Transfers into Level 3 | 0 | 0 |
Transfers out of Level 3 | 0 | 0 |
Balance at end of period | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value and Carrying Value of Debt) (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Transfers into Level 3 | $ 0 | $ 0 | ||
Long-term debt, Fair value | 2,270,946,000 | $ 2,297,278,000 | ||
Long-term Debt, Gross | 2,208,952,000 | 2,220,488,000 | ||
Current maturities, Carrying value | (11,032,000) | (10,987,000) | ||
Current maturities, Fair value | (11,032,000) | (10,987,000) | ||
Unamortized Debt Issuance Expense | (32,316,000) | (34,459,000) | ||
Long-term debt excluding current maturities, Carrying value | 2,165,604,000 | 2,175,042,000 | ||
Long-term debt excluding current maturities, Fair value | 2,259,914,000 | 2,286,291,000 | ||
2023 Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Carrying value | [1] | 500,000,000 | 500,000,000 | |
Long-term debt, Fair value | [1] | 522,431,000 | 522,101,000 | |
2025 Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Carrying value | [1] | 725,000,000 | 725,000,000 | |
Long-term debt, Fair value | [1] | $ 758,625,000 | 763,945,000 | |
PBFX Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | |||
Long-term debt, Fair value | [1] | $ 534,177,000 | 544,118,000 | |
Catalyst lease obligations [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Carrying value | [2] | 59,048,000 | ||
Long-term debt, Fair value | [2] | 59,034,000 | 59,048,000 | |
PBF Rail Logistics Company LLC [Member] | Notes Payable to Banks [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Carrying value | [3] | 26,679,000 | 28,366,000 | |
Long-term debt, Fair value | [3] | 26,679,000 | 28,366,000 | |
PBF Logistics LP [Member] | PBFX Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Carrying value | [1] | 528,239,000 | 528,374,000 | |
Catalyst lease obligations [Member] | Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | Capital Lease Obligations [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term debt, Carrying value | [2] | 59,034,000 | ||
Revolving Credit Facility [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Line of credit, Fair value | [3] | 350,000,000 | 350,000,000 | |
Revolving Credit Facility [Member] | Line of Credit [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Long-term Line of Credit | [3] | 350,000,000 | 350,000,000 | |
Revolving Credit Facility [Member] | PBF Logistics LP [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Line of credit, Fair value | [3] | 20,000,000 | 29,700,000 | |
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] | $ 20,000,000 | $ 29,700,000 | |
2023 Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | |||
2025 Senior Notes [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 7.25% | |||
[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 7.00% senior notes due 2023 and the 7.25% senior notes due 2025 (collectively, the “Senior Notes”), and the PBFX 6.875% senior notes due 2023 (the “PBFX 2023 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) | 3 Months Ended | ||
Mar. 31, 2018USD ($)bbl | Mar. 31, 2017USD ($) | Dec. 31, 2017bbl | |
Derivative [Line Items] | |||
Loss on fair value hedge ineffectiveness | $ | $ 0 | $ 0 | |
Intermediates and Refined Products Inventory [Member] | Fair Value Hedging [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 3,298,380 | 3,000,142 | |
Crude Oil Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 19,880,000 | 22,348,000 | |
Refined Product Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||
Derivative [Line Items] | |||
Derivative, notional amount, volume | 5,224,000 | 1,989,000 |
DERIVATIVES (Fair Value of Deri
DERIVATIVES (Fair Value of Derivative Instruments) (Details) - Accrued Expenses [Member] - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ (16,546) | $ (7,721) |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ (44,095) | $ (74,320) |
DERIVATIVES (Gain (Loss) Recogn
DERIVATIVES (Gain (Loss) Recognized in Income) (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net | $ 0 | $ 0 |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | Cost of Sales [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (Loss) Recognized in Income on Derivatives | (8,825,000) | 23,124,000 |
Designated as Hedging Instrument [Member] | Intermediates and Refined Products Inventory [Member] | Cost of Sales [Member] | Fair Value Hedging [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (Loss) Recognized in Income on Derivatives | 8,825,000 | (23,124,000) |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Cost of Sales [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (Loss) Recognized in Income on Derivatives | $ (13,281,000) | $ 391,000 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) | 3 Months Ended | |||||
Mar. 31, 2018USD ($)reportable_segmentsegment | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) | Jul. 01, 2016refinery | |||
Segment Reporting Information [Line Items] | ||||||
Number of reportable segments | reportable_segment | 2 | |||||
Revenues | $ 5,802,776,000 | $ 4,754,473,000 | ||||
Depreciation and amortization expense | 85,987,000 | 60,932,000 | ||||
Income (loss) from operations | [1] | 95,660,000 | 795,000 | |||
Interest expense, net | 43,198,000 | 37,183,000 | ||||
Assets | [2] | $ 8,282,363,000 | $ 8,117,993,000 | |||
Number Of Operating Refineries | refinery | 5 | |||||
Number of Operating Segments | segment | 2 | |||||
Capital Expenditures | $ 93,280,000 | 188,944,000 | [3] | |||
Refining Group [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 5,799,601,000 | 4,750,197,000 | ||||
Depreciation and amortization expense | 76,778,000 | 53,818,000 | ||||
Income (loss) from operations | [1] | 125,713,000 | 10,615,000 | |||
Interest expense, net | 1,835,000 | 918,000 | ||||
Assets | [2] | 7,471,210,000 | 7,298,049,000 | |||
Capital Expenditures | 88,297,000 | 167,216,000 | [3] | |||
PBF Logistics LP [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Assets | [2] | 728,480,000 | 737,550,000 | |||
Corporate Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Depreciation and amortization expense | 2,714,000 | 1,762,000 | ||||
Income (loss) from operations | [1] | (61,236,000) | (42,262,000) | |||
Interest expense, net | 31,415,000 | 28,281,000 | ||||
Assets | [2] | 115,576,000 | 123,211,000 | |||
Capital Expenditures | 1,030,000 | 2,261,000 | [3] | |||
Intersegment Eliminations [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | (60,864,000) | (56,201,000) | ||||
Depreciation and amortization expense | 0 | 0 | ||||
Income (loss) from operations | [1] | (4,022,000) | (3,599,000) | |||
Interest expense, net | 0 | 0 | ||||
Assets | [2] | (32,903,000) | (40,817,000) | |||
Capital Expenditures | 0 | 0 | [3] | |||
PBF LLC [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 5,802,776,000 | 4,754,473,000 | ||||
Depreciation and amortization expense | 85,987,000 | 60,932,000 | ||||
Income (loss) from operations | [1] | 95,912,000 | 831,000 | |||
Interest expense, net | 45,161,000 | 39,561,000 | ||||
Assets | [2] | 8,228,944,000 | 8,038,985,000 | |||
Capital Expenditures | 93,280,000 | 188,944,000 | ||||
PBF LLC [Member] | Refining Group [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 5,799,601,000 | 4,750,197,000 | ||||
Depreciation and amortization expense | 76,778,000 | 53,818,000 | ||||
Income (loss) from operations | [1] | 125,713,000 | 10,615,000 | |||
Interest expense, net | 1,835,000 | 918,000 | ||||
Assets | [2] | 7,471,210,000 | 7,298,049,000 | |||
Capital Expenditures | 88,297,000 | 167,216,000 | ||||
PBF LLC [Member] | PBF Logistics LP [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 64,039,000 | 60,477,000 | ||||
Depreciation and amortization expense | 6,495,000 | 5,352,000 | ||||
Income (loss) from operations | [1] | 35,205,000 | 36,041,000 | |||
Interest expense, net | 9,948,000 | 7,984,000 | ||||
Assets | [2] | 728,480,000 | 737,550,000 | |||
Capital Expenditures | 3,953,000 | 19,467,000 | ||||
PBF LLC [Member] | Corporate Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 0 | 0 | ||||
Depreciation and amortization expense | 2,714,000 | 1,762,000 | ||||
Income (loss) from operations | [1] | (60,984,000) | (42,226,000) | |||
Interest expense, net | 33,378,000 | 30,659,000 | ||||
Assets | [2] | 62,157,000 | 44,203,000 | |||
Capital Expenditures | 1,030,000 | 2,261,000 | ||||
PBF LLC [Member] | Intersegment Eliminations [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | (60,864,000) | (56,201,000) | ||||
Depreciation and amortization expense | 0 | 0 | ||||
Income (loss) from operations | [1] | (4,022,000) | (3,599,000) | |||
Interest expense, net | 0 | 0 | ||||
Assets | [2] | (32,903,000) | $ (40,817,000) | |||
Capital Expenditures | $ 0 | $ 0 | ||||
Torrance Valley Pipeline Company LLC [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Subsidiary, Consolidation Percentage | 100.00% | |||||
Torrance Valley Pipeline Company LLC [Member] | PBFX [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Noncontrolling Interest in Variable Interest Entity | $ 0.5 | |||||
[1] | (1)The Logistics segment includes 100% of the income from operations of TVPC as TVPC is consolidated by PBFX. PBFX records net income attributable to noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records equity income in investee related to its 50% noncontrolling ownership interest in TVPC. For the purposes of the Company’s condensed consolidated financial statements, PBF Holding’s equity income in investee and PBFX’s net income attributable to noncontrolling interest eliminate in consolidation. | |||||
[2] | (2)The Logistics segment includes 100% of the assets of TVPC as TVPC is consolidated by PBFX. PBFX records a noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records an equity investment in TVPC reflecting its noncontrolling ownership interest. For the purposes of the Company’s condensed consolidated PBF Energy financial statements, PBFX’s noncontrolling interest in TVPC and PBF Holding’s equity investment in TVPC eliminate in consolidation. | |||||
[3] | (2)The Logistics segment includes 100% of the assets of TVPC as TVPC is consolidated by PBFX. PBFX records a noncontrolling interest for the 50% equity interest in TVPC held by PBF Holding. PBF Holding (included in the Refining segment) records an equity investment in TVPC reflecting its noncontrolling ownership interest. For the purposes of the Company’s condensed consolidated PBF Energy financial statements, PBFX’s noncontrolling interest in TVPC and PBF Holding’s equity investment in TVPC eliminate in consolidation. |
NET INCOME PER SHARE OF PBF E57
NET INCOME PER SHARE OF PBF ENERGY (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Statutory tax rate | 26.40% | ||
Basic Earnings Per Share: | |||
Net income attributable to PBF Energy | $ 30,366 | $ (31,077) | |
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | $ 201 | $ 271 | |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | 110,820,379 | 108,760,374 | |
Basic net income attributable to PBF Energy per Class A common share (in usd per share) | $ 0.27 | $ (0.29) | |
Net Income (Loss) Available to Common Stockholders, Basic | $ 30,165 | $ (31,348) | |
Diluted Earnings Per Share: | |||
Plus: Net income attributable to noncontrolling interest | 1,288 | 0 | |
Less: Income tax on net income attributable to noncontrolling interest | [1] | (340) | 0 |
Numerator for diluted net income per Class A common share | [1] | $ 31,113 | $ (31,348) |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | 110,820,379 | 108,760,374 | |
Effect of dilutive securities: | |||
Conversion of PBF LLC Series A Units | [1] | 3,535,140 | 0 |
Effect of dilutive securities on common stock equivalents (in shares) | [2] | 837,972 | 0 |
Denominator for diluted net income (loss) per Class A common share-adjusted weighted average shares | 115,193,491 | 108,760,374 | |
Diluted net income attributable to PBF Energy per Class A common share (in usd per share) | $ 0.27 | $ (0.29) | |
Series A Units [Member] | |||
Effect of dilutive securities: | |||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 3,843,206 | ||
Stock Options [Member] | |||
Effect of dilutive securities: | |||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 3,982,000 | 7,364,616 | |
[1] | (1)The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to Class A common stock of PBF Energy. For the three months ended March 31, 2018 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 expense (based on a 26.4% annualized statutory corporate tax rate) attributable to the converted units.The potential conversion of 3,843,206 PBF LLC Series A Units for the three months ended March 31, 2017 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 as calculated under the treasury stock method (to the extent the impact of such exchange would not be anti-dilutive). Common stock equivalents exclude the effects of options and warrants to purchase 3,982,000 and 7,364,616 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended March 31, 2018 and 2017, respectively. |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | May 03, 2018$ / shares | Apr. 16, 2018USD ($)terminal | May 02, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Aug. 15, 2014USD ($) | |
Subsequent Event [Line Items] | |||||||
Long-term Debt, Gross | $ 2,208,952,000 | $ 2,220,488,000 | |||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number Of Refined Product Terminals Acquired | terminal | 2 | ||||||
Subsequent Event [Member] | Class A Common Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Dividends declared (in dollars per share) | $ / shares | $ 0.30 | ||||||
Subsequent Event [Member] | PBF Logistics LP [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Cash distribution (in dollars per share) | $ / shares | $ 0.49 | ||||||
Cummins Terminal [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Business Combination, Consideration Transferred, Initial Estimate | $ 58,000,000 | ||||||
Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Long-term Line of Credit | [1] | 350,000,000 | 350,000,000 | ||||
Line of Credit [Member] | Revolving Credit Facility [Member] | PBF Logistics LP [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Long-term Line of Credit | [1] | $ 20,000,000 | $ 29,700,000 | ||||
Line of Credit [Member] | Revolving Credit Facility [Member] | Maximum [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Long-term Line of Credit | [1] | $ 2,635,000,000 | |||||
Line of Credit [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Long-term Line of Credit | [1] | $ 3,400,000,000 | |||||
Accordion Feature [Member] | Revolving Credit Facility [Member] | Maximum [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Long-term Line of Credit | [1] | $ 3,500,000,000 | |||||
[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. |