Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Jul. 26, 2024 | |
Entity Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-35764 | |
Entity Registrant Name | PBF ENERGY INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 45-3763855 | |
Entity Address, Address Line One | One Sylvan Way, Second Floor | |
Entity Address, City or Town | Parsippany | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07054 | |
City Area Code | 973 | |
Local Phone Number | 455-7500 | |
Title of 12(b) Security | Class A Common Stock | |
Trading Symbol | PBF | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001534504 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Class A Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 117,149,510 | |
Class B Common Stock | ||
Entity Information [Line Items] | ||
Entity Common Stock, Shares Outstanding (in shares) | 12 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 1,367.2 | $ 1,783.5 |
Accounts receivable | 1,510.1 | 1,362.5 |
Inventories | 2,864.2 | 3,183.1 |
Prepaid and other current assets | 305.5 | 267.5 |
Total current assets | 6,047 | 6,596.6 |
Property, plant and equipment, net | 4,996.6 | 4,978.1 |
Equity method investment in SBR | 867.3 | 881 |
Lease right of use assets | 801.7 | 789.1 |
Deferred charges and other assets, net | 1,363.5 | 1,143 |
Total assets | 14,076.1 | 14,387.8 |
Current liabilities: | ||
Accounts payable | 1,126.2 | 959 |
Accrued expenses | 2,821.6 | 3,020 |
Payable pursuant to Tax Receivable Agreement | 121.8 | 43 |
Deferred revenue | 21 | 64.1 |
Current operating lease liabilities | 164.9 | 131.2 |
Total current liabilities | 4,255.5 | 4,217.3 |
Long-term debt | 1,251.5 | 1,245.9 |
Payable pursuant to Tax Receivable Agreement | 170 | 293.6 |
Deferred tax liabilities | 1,082.6 | 1,073.3 |
Long-term operating lease liabilities | 596.8 | 608.8 |
Long-term financing lease liabilities | 40.5 | 46.1 |
Other long-term liabilities | 272.8 | 271.5 |
Total liabilities | 7,669.7 | 7,756.5 |
Commitments and contingencies (Note 6) | ||
Equity: | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares outstanding at June 30, 2024 and December 31, 2023 | 0 | 0 |
Treasury stock, at cost, 28,290,610 shares outstanding at June 30, 2024 and 23,419,532 shares outstanding at December 31, 2023 | (1,113.3) | (868.2) |
Additional paid in capital | 3,318.2 | 3,278.8 |
Retained earnings | 4,071.9 | 4,089.9 |
Accumulated other comprehensive loss | (11.8) | (12.3) |
Total PBF Energy Inc. equity | 6,265.1 | 6,488.3 |
Noncontrolling interest | 141.3 | 143 |
Total equity | 6,406.4 | 6,631.3 |
Total liabilities and equity | 14,076.1 | 14,387.8 |
Class A Common Stock | ||
Equity: | ||
Common stock, value, issued | 0.1 | 0.1 |
Class B Common Stock | ||
Equity: | ||
Common stock, value, issued | $ 0 | $ 0 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Preferred Stock, Par Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Treasury stock, Shares (in shares) | 28,290,610 | 23,419,532 |
Class A Common Stock | ||
Common Stock, Par Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common Stock, Shares, Outstanding (in shares) | 117,148,630 | 120,440,620 |
Class B Common Stock | ||
Common Stock, Par Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 1,000,000 | 1,000,000 |
Common Stock, Shares, Outstanding (in shares) | 12 | 12 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Income Statement [Abstract] | |||||
Revenues | $ 8,736.1 | $ 9,157.6 | $ 17,381.7 | $ 18,452.6 | |
Cost and expenses: | |||||
Cost of products and other | 7,962.4 | 7,908 | 15,560.3 | 15,703.3 | |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 612.6 | 597 | 1,300.7 | 1,378.4 | |
Depreciation and amortization expense | 154.8 | 142.2 | 296.2 | 284.1 | |
Cost of sales | 8,729.8 | 8,647.2 | 17,157.2 | 17,365.8 | |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 65 | 104.2 | 128.2 | 164.2 | |
Depreciation and amortization expense | 3.3 | 2.3 | 6.5 | 4.2 | |
Change in fair value of contingent consideration, net | 0 | (16.6) | (3.3) | (32.9) | |
Equity loss in investee | 12.4 | 0 | 13.2 | 0 | |
(Gain) loss on formation of SBR equity method investment | 0 | (968.9) | 8.7 | (968.9) | |
Loss (gain) on sale of assets | 0.2 | 0.2 | 0.7 | (1.4) | |
Total cost and expenses | 8,810.7 | 7,768.4 | 17,311.2 | 16,531 | |
Income (loss) from operations | (74.6) | 1,389.2 | 70.5 | 1,921.6 | |
Other income (expense): | |||||
Interest expense (net of interest income of $14.3 million, $14.0 million, $32.1 million and $31.2 million, respectively) | (17.3) | (13.8) | (27.8) | (32.5) | |
Change in fair value of catalyst obligations | 0 | 0.5 | 0 | 1.2 | |
Other non-service components of net periodic benefit cost | 0.6 | 0.1 | 1.2 | 0.4 | |
Other expense | 0 | 2.3 | 0 | 0 | |
Income (loss) before income taxes | (91.3) | 1,378.3 | 43.9 | 1,890.7 | |
Income tax (benefit) expense | (25.3) | 347.9 | 2.4 | 474.4 | |
Net income (loss) | (66) | 1,030.4 | 41.5 | 1,416.3 | |
Less: net income (loss) attributable to noncontrolling interest | (0.8) | 10 | 0.1 | 13.8 | |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ (65.2) | $ 1,020.4 | $ 41.4 | $ 1,402.5 | |
Weighted-average shares of Class A common stock outstanding | |||||
Basic (in shares) | [1] | 117,043,158 | 125,288,452 | 118,965,510 | 127,028,449 |
Diluted (in shares) | 117,905,938 | 130,446,002 | 124,195,155 | 132,428,607 | |
Net income (loss) available to Class A common stock per share: | |||||
Basic (in dollars per share) | $ (0.56) | $ 8.14 | $ 0.35 | $ 11.04 | |
Diluted (in dollars per share) | $ (0.56) | $ 7.88 | $ 0.33 | $ 10.67 | |
[1]The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% estimated annualized statutory corporate tax rate for both the three and six months ended June 30, 2024 and the three and six months ended June 30, 2023), attributable to the converted units. |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Operations (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Statement [Abstract] | ||||
Interest income | $ 14.3 | $ 14 | $ 32.1 | $ 31.2 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (66) | $ 1,030.4 | $ 41.5 | $ 1,416.3 |
Other comprehensive income (loss): | ||||
Unrealized loss on available for sale securities | (0.2) | (0.5) | 0 | (0.1) |
Net gain on pension and other post-retirement benefits | 0.2 | 0.1 | 0.5 | 0.1 |
Total other comprehensive income (loss) | 0 | (0.4) | 0.5 | 0 |
Comprehensive income (loss) | (66) | 1,030 | 42 | 1,416.3 |
Less: comprehensive income (loss) attributable to noncontrolling interest | (0.8) | 10 | 0.1 | 13.8 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ (65.2) | $ 1,020 | $ 41.9 | $ 1,402.5 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Changes in Equity - USD ($) $ in Millions | Total | Class A Common Stock | Class B Common Stock | Common Stock Class A Common Stock | Common Stock Class B Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock | Noncontrolling Interest |
Balance, beginning of period (in shares) at Dec. 31, 2022 | 129,639,307 | 13 | 10,937,916 | |||||||
Balance, beginning of period at Dec. 31, 2022 | $ 5,056 | $ 0.1 | $ 0 | $ 3,201.6 | $ 2,056 | $ (1.5) | $ (327) | $ 126.8 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Comprehensive income (loss) | 1,416.3 | 1,402.5 | 13.8 | |||||||
Distributions to PBF Energy Company LLC members | 2.2 | 2.2 | ||||||||
Dividends | (51.3) | (51.3) | ||||||||
Stock-based compensation expense | 13.7 | 13.7 | ||||||||
Transactions in connection with stock-based compensation plans (in shares) | 1,104,944 | |||||||||
Transactions in connection with stock-based compensation plans | 20.4 | 20.4 | ||||||||
Treasury stock purchases (in shares) | 6,741,525 | (6,741,525) | ||||||||
Treasury stock purchases | (269.7) | 1.2 | $ (270.9) | |||||||
Other | 0.1 | (0.1) | ||||||||
Balance, end of period (in shares) at Jun. 30, 2023 | 124,002,726 | 13 | 17,679,441 | |||||||
Balance, end of period at Jun. 30, 2023 | 6,183.3 | $ 0.1 | $ 0 | 3,237 | 3,407.2 | (1.5) | $ (597.9) | 138.4 | ||
Balance, beginning of period (in shares) at Mar. 31, 2023 | 126,543,857 | 13 | 15,000,026 | |||||||
Balance, beginning of period at Mar. 31, 2023 | 5,268.3 | $ 0.1 | $ 0 | 3,223.2 | 2,412.1 | (1.1) | $ (496.4) | 130.4 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Comprehensive income (loss) | 1,030 | 1,020.4 | (0.4) | 10 | ||||||
Distributions to PBF Energy Company LLC members | (2) | (2) | ||||||||
Dividends | (25.3) | (25.3) | ||||||||
Stock-based compensation expense | 7.2 | 7.2 | ||||||||
Transactions in connection with stock-based compensation plans (in shares) | 138,284 | |||||||||
Transactions in connection with stock-based compensation plans | 6 | 6 | ||||||||
Treasury stock purchases (in shares) | 2,679,415 | (2,679,415) | ||||||||
Treasury stock purchases | (100.9) | 0.6 | $ (101.5) | |||||||
Balance, end of period (in shares) at Jun. 30, 2023 | 124,002,726 | 13 | 17,679,441 | |||||||
Balance, end of period at Jun. 30, 2023 | 6,183.3 | $ 0.1 | $ 0 | 3,237 | 3,407.2 | (1.5) | $ (597.9) | 138.4 | ||
Balance, beginning of period (in shares) at Dec. 31, 2023 | 120,440,620 | 12 | 120,440,620 | 12 | 23,419,532 | |||||
Balance, beginning of period at Dec. 31, 2023 | 6,631.3 | $ 0.1 | $ 0 | 3,278.8 | 4,089.9 | (12.3) | $ (868.2) | 143 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Comprehensive income (loss) | 42 | 41.4 | 0.5 | 0.1 | ||||||
Distributions to PBF Energy Company LLC members | (1.2) | (1.2) | ||||||||
Dividends | (59.4) | (59.4) | ||||||||
Stock-based compensation expense | 14.9 | 14.9 | ||||||||
Transactions in connection with stock-based compensation plans (in shares) | 1,579,088 | |||||||||
Transactions in connection with stock-based compensation plans | 23.9 | 23.9 | ||||||||
Exchange of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | 0.6 | (0.6) | |||||||
Treasury stock purchases (in shares) | 4,871,078 | (4,871,078) | ||||||||
Treasury stock purchases | (245.1) | $ (245.1) | ||||||||
Balance, end of period (in shares) at Jun. 30, 2024 | 117,148,630 | 12 | 117,148,630 | 12 | 28,290,610 | |||||
Balance, end of period at Jun. 30, 2024 | 6,406.4 | $ 0.1 | $ 0 | 3,318.2 | 4,071.9 | (11.8) | $ (1,113.3) | 141.3 | ||
Balance, beginning of period (in shares) at Mar. 31, 2024 | 119,044,383 | 12 | 26,305,891 | |||||||
Balance, beginning of period at Mar. 31, 2024 | 6,598.2 | $ 0.1 | $ 0 | 3,311.7 | 4,166.7 | (11.8) | $ (1,010.8) | 142.3 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||
Comprehensive income (loss) | (66) | (65.2) | (0.8) | |||||||
Distributions to PBF Energy Company LLC members | (0.2) | (0.2) | ||||||||
Dividends | (29.6) | (29.6) | ||||||||
Stock-based compensation expense | 6.5 | 6.5 | ||||||||
Transactions in connection with stock-based compensation plans (in shares) | 88,966 | |||||||||
Transactions in connection with stock-based compensation plans | 0 | |||||||||
Treasury stock purchases (in shares) | 1,984,719 | (1,984,719) | ||||||||
Treasury stock purchases | (102.5) | $ (102.5) | ||||||||
Balance, end of period (in shares) at Jun. 30, 2024 | 117,148,630 | 12 | 117,148,630 | 12 | 28,290,610 | |||||
Balance, end of period at Jun. 30, 2024 | $ 6,406.4 | $ 0.1 | $ 0 | $ 3,318.2 | $ 4,071.9 | $ (11.8) | $ (1,113.3) | $ 141.3 |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Changes in Equity (Parenthetical) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Dividends per common share (in dollars per share) | $ 0.25 | $ 0.20 | ||
Class A Common Stock | ||||
Dividends per common share (in dollars per share) | $ 0.50 | $ 0.40 |
Condensed Consolidated Statem_6
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net income | $ 41.5 | $ 1,416.3 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 310.5 | 299.7 |
Stock-based compensation | 21 | 18.9 |
Change in fair value of catalyst obligations | 0 | (1.2) |
Deferred income taxes | 9.3 | 311.6 |
Non-cash change in inventory repurchase obligations | 0 | 8.5 |
Change in fair value of contingent consideration, net | (3.3) | (32.9) |
Pension and other post-retirement benefit costs | 26 | 23.9 |
Loss from equity method investment | 13.2 | 0 |
Loss (gain) on formation of SBR equity method investment | 8.7 | (968.9) |
Loss (gain) on sale of assets | 0.7 | (1.4) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (147.7) | 87.7 |
Inventories | 318.9 | (143.6) |
Prepaid and other current assets | (38.1) | (38.5) |
Accounts payable | 195.5 | (203.3) |
Accrued expenses | (208.2) | (286.9) |
Deferred revenue | (43.1) | 34.8 |
Payment related to Tax Receivable Agreement | (44.8) | 0 |
Other assets and liabilities | (19) | (19) |
Net cash provided by operating activities | 441.1 | 505.7 |
Cash flows from investing activities: | ||
Expenditures for property, plant, and equipment | (193.1) | (447.1) |
Expenditures for deferred turnaround costs | (400.2) | (268) |
Expenditures for other assets | (24.8) | (35) |
Proceeds from sale of assets | 0 | 4.4 |
Equity method investment - return of capital | 0.5 | 431 |
Net cash used in investing activities | (617.6) | (314.7) |
Cash flows from financing activities: | ||
Dividend payments | (58.9) | (50.9) |
Distributions to PBF Energy Company LLC members other than PBF Energy | (1.1) | (2.2) |
Redemption of PBFX 2023 Senior Notes | 0 | (525) |
Payments on financing leases | (6.1) | (5.8) |
Proceeds from insurance premium financing | 46.1 | 35 |
Payments of contingent consideration | 0 | (80.1) |
Transactions in connection with stock-based compensation plans, net | 5.4 | 20.4 |
Share repurchases of PBF Energy’s Class A common stock | (225.1) | (267.6) |
Deferred financing costs and other, net | (0.1) | (1.5) |
Net cash used in financing activities | (239.8) | (877.7) |
Net change in cash and cash equivalents | (416.3) | (686.7) |
Cash and cash equivalents, beginning of period | 1,783.5 | 2,203.6 |
Cash and cash equivalents, end of period | 1,367.2 | 1,516.9 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 70.2 | 109.5 |
Assets acquired or remeasured under operating and financing leases | 138.3 | 174.1 |
SBR Contribution Receivable | 0 | 429.6 |
Contribution of assets to SBR equity method investment | (8.7) | (739.8) |
Settlement of affiliate note payable to fund investment in SBR working capital | 0 | (74.9) |
Cash paid during the period for: | ||
Interest (net of capitalized interest of $9.1 million and $28.2 million in 2024 and 2023, respectively) | 68.6 | 54.3 |
Income taxes | $ 13.5 | $ 127.4 |
Condensed Consolidated Statem_7
Condensed Consolidated Statement of Cash Flows (Parenthetical) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Statement of Cash Flows [Abstract] | ||
Capitalized interest | $ 9.1 | $ 28.2 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2024 | |
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”) is the sole managing member of PBF Energy Company LLC (“PBF LLC”), with a controlling interest in PBF LLC and its subsidiaries. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries and records a noncontrolling interest in its Condensed Consolidated Financial Statements representing the economic interests of PBF LLC’s members other than PBF Energy (refer to “Note 7 - Equity”). PBF Energy holds a 99.3% economic interest in PBF LLC as of June 30, 2024 through its ownership of PBF LLC Series C Units, which are held solely by PBF Energy. Holders of PBF LLC Series A Units, which are held by parties other than PBF Energy (“the members of PBF LLC other than PBF Energy”), hold the remaining 0.7% economic interest in PBF LLC. In addition, the amended and restated limited liability company agreement of PBF LLC provides that any PBF LLC Series A Units acquired by PBF Energy will automatically be reclassified as PBF LLC Series C Units in connection with such acquisition. PBF LLC, together with its consolidated subsidiaries, owns and operates oil refineries and related facilities in North America. Additionally, PBF LLC, together with its subsidiaries, own an interest in an equity method investment in St. Bernard Renewables LLC (“SBR”) that owns and operates a biorefinery co-located with the Chalmette refinery in Louisiana (the “Renewable Diesel Facility”). Collectively, PBF Energy and its consolidated subsidiaries, are referred to hereinafter as the “Company” unless the context otherwise requires. 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, 2023. The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full year. Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standard Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, “Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures.” The amendments in this ASU improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in this ASU retrospectively. The Company’s adoption of this guidance will result in additional disclosure requirements but is not anticipated to have a significant impact on its Condensed Consolidated Financial Statements. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures” (“ASU 2023-09”) which focuses on the rate reconciliation and income taxes paid. ASU 2023-09 requires a public business entity to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, broken out into specified categories with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, all entities are required to disclose income taxes paid, net of refunds received disaggregated by federal, state/local, and foreign and by jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received. For public business entities, the new standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in this ASU prospectively or retrospectively. The Company’s adoption of this guidance will result in additional disclosure requirements but is not anticipated to have a significant impact on its Condensed Consolidated Financial Statements. |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: (in millions) June 30, 2024 December 31, 2023 Refined products and blendstocks $ 1,398.7 $ 1,536.5 Crude oil and feedstocks 1,307.5 1,495.4 Warehouse stock and other 158.0 151.2 2,864.2 3,183.1 Lower of cost or market adjustment — — Total inventories $ 2,864.2 $ 3,183.1 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following: (in millions) June 30, 2024 December 31, 2023 Inventory-related accruals $ 1,693.6 $ 1,716.2 Renewable energy credit and emissions obligations (a) 428.9 429.8 Accrued transportation costs 174.6 170.5 Excise and sales tax payable 146.1 137.8 Accrued salaries and benefits 78.0 187.3 Accrued refinery maintenance and support costs 58.4 60.2 Accrued utilities 51.4 71.0 Accrued capital expenditures 39.0 85.5 Accrued purchases - SBR 23.1 28.3 Environmental liabilities 13.4 16.6 Current finance lease liabilities 11.6 12.2 Accrued interest 9.8 32.4 Contingent consideration — 21.6 Other 93.7 50.6 Total accrued expenses $ 2,821.6 $ 3,020.0 _____________________ (a) The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel 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 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain the Company’s 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. From time to time, the Company enters into forward purchase commitments in order to acquire its renewable energy and emissions credits at fixed prices. As of June 30, 2024, the Company had forward purchase commitments in excess of total accrued renewable energy and emissions obligations. The Company’s RIN obligations will be settled in accordance with established regulatory deadlines. The Company’s current AB 32 liability is part of an ongoing triennial period program which will next be settled in the fourth quarter of 2024. |
CREDIT FACILITIES AND DEBT
CREDIT FACILITIES AND DEBT | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
CREDIT FACILITIES AND DEBT | CREDIT FACILITIES AND DEBT Debt outstanding consisted of the following: (in millions) June 30, 2024 December 31, 2023 6.00% senior unsecured notes due 2028 (“2028 Senior Notes”) $ 801.6 $ 801.6 7.875% senior unsecured notes due 2030 (“2030 Senior Notes”) 500.0 500.0 Revolving Credit Facility — — 1,301.6 1,301.6 Unamortized discount (3.0) (3.2) Unamortized deferred financing costs (47.1) (52.5) Long-term debt $ 1,251.5 $ 1,245.9 As of June 30, 2024, the Company is in compliance with all covenants, including financial covenants, in all its debt agreements. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Transactions and agreements with SBR The Company and its subsidiaries have entered into various agreements with SBR, in which it has a 50% equity investment, but does not control. In connection with the commencement of operations at SBR, the Company has provided limited financial performance guarantees to certain of SBR’s third-party suppliers for various commercial transactions, primarily for the purchase of feedstock inventory. Although the Company does not currently expect to perform under such guarantees, it is entitled to certain indemnification protections from Eni in the event that it is required to perform. Commercial Agreements PBF Holding Company LLC (“PBF Holding”) has entered into commercial agreements with SBR for the purchase and sale of RINs and Low Carbon Fuel Standard (“LCFS”) credits. The Agreement for the Sale and Purchase of Renewable Identification Numbers was initiated on June 1, 2023, and the Leadership for Energy Automated Processing Master Agreement for Purchasing and Selling of LCFS credits was initiated on August 1, 2023. Both agreements had initial terms of three months. Upon the expiration of the initial terms, both agreements have been, and may continue to be, automatically renewed for successive three-month periods unless earlier terminated by the Company or SBR via written notice at least two months in advance of expiration. Operating Agreement The Company entered into an operation and management services and secondment agreement (the “Operating Agreement”) with SBR in June 2023, pursuant to which the Company provides SBR with the personnel necessary for SBR to operate so that it may perform its obligations under the commercial agreements. The Company charges SBR a fixed operating fee under the agreement and SBR reimburses the Company for the use of employees and the provision of certain infrastructure-related services to the extent applicable to its operations. Other Agreements In addition to the agreements described above, the Company entered into an omnibus agreement with SBR for the provision of executive management services and support for accounting and finance, legal, human resources, information technology, environmental, health and safety, and other administrative functions (the “Omnibus Agreements”). Pursuant to the Omnibus Agreements, the Company charges SBR a fixed administrative fee and SBR reimburses the Company for the services utilized. Furthermore, the Company entered into a common asset use and servitude agreement (the “CAUSA”) with SBR, pursuant to which the Company provides Chalmette Refining LLC (“Chalmette Refining”) and SBR certain services with certain common use assets utilized. The cost of operations and maintenance for the common use assets is allocated between Chalmette Refining and SBR. Additionally, from time to time, the Company enters into short-term lease agreements for the use of marine vessels currently leased by SBR. Since these lease terms are less than one year, they are not recorded on the Company’s Consolidated Balance Sheet. Summary of Transactions with SBR A summary of the Company’s related party transactions with SBR is as follows: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2024 2023 2024 2023 Transactions under commercial agreements: Sales $ 8.2 $ — $ 13.2 $ — Purchases (73.3) — (164.5) — Reimbursements under related party agreements: Operating Agreement 31.5 — 66.8 — Omnibus Agreements 1.1 — 2.2 — CAUSA 1.5 — 3.5 — Total lease expense under related party agreements (1.7) — (1.7) — Total sales, consisting of refined product sales, and purchases, primarily related to environmental credit and hydrocarbon purchases, under the commercial agreements with SBR are included within Revenues and Cost of products and other, respectively, on the Company’s Condensed Consolidated Statements of Operations. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In the ordinary conduct of the Company’s business, the Company is from time to time subject to lawsuits, investigations, and claims, including class action proceedings, mass tort actions, tort actions, environmental claims, and employee-related matters. The outcome of these matters cannot always be predicted accurately, but the Company accrues liabilities for these matters if the Company has determined that it is probable a loss has been incurred and the loss can be reasonably estimated. For such ongoing matters for which the Company has not recorded a liability but losses are reasonably possible, the Company is unable to estimate a range of possible losses at this time due to various reasons that may include but are not limited to, matters being in an early stage and not fully developed through pleadings, discovery or court proceedings, number of potential claimants being unknown or uncertainty regarding a number of different factors underlying the potential claims. However, the ultimate resolution of one or more of these contingencies could result in an adverse outcome that may have a material effect on the Company’s financial position, results of operations or cash flows. 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 (including in response to the potential impacts of climate change), 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. These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters which could include soil and water contamination, air pollution, personal injury and property damage allegedly caused by substances which the Company manufactured, handled, used, released, or disposed of, transported, or that relate to pre-existing conditions for which the Company has assumed responsibility. The Company believes that its current operations are in compliance with existing environmental and safety requirements. However, there have been and will continue to be ongoing discussions about environmental and safety matters between the Company and federal and state authorities, including notices of violations (“NOVs”), citations, and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures. While it is often difficult to quantify future environmental or safety related expenditures, the Company anticipates that continuing capital investments and changes in operating procedures will be required for the foreseeable future to comply with existing and new requirements, as well as evolving interpretations and more strict enforcement of existing laws and regulations. In connection with the acquisition of the Torrance refinery and related logistics assets, the Company assumed certain pre-existing environmental liabilities. The estimated costs related to these remediation obligations totaled $110.6 million as of June 30, 2024 ($114.9 million as of December 31, 2023) and related primarily to remediation obligations to address existing soil and groundwater contamination and the related monitoring and clean-up activities. Costs related to these obligations are reassessed periodically or when changes to the Company’s remediation approach are identified. The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. The aggregate environmental liability reflected on the Company’s Condensed Consolidated Balance Sheets was $154.1 million and $157.8 million at June 30, 2024 and December 31, 2023, respectively, of which $140.7 million and $141.2 million, respectively, were classified as Other long-term liabilities. These liabilities include remediation and monitoring costs expected to be incurred over an extended period of time. Estimated liabilities could increase in the future when the results of ongoing investigations become known, are considered probable and can be reasonably estimated. Tax Receivable Agreement PBF Energy entered into a tax receivable agreement with the PBF LLC Series A and PBF LLC Series B unitholders (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 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 any of its subsidiaries. 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 99.3% interest in PBF LLC as of both June 30, 2024 and December 31, 2023. 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 PBF Logistics LP (“PBFX”). As of June 30, 2024, PBF Energy recognized a liability of $291.8 million related to the Tax Receivable Agreement obligation, of which $121.8 million was recorded as a current liability and represents the Company’s best estimate of payments to be made within a year. As of December 31, 2023 PBF Energy recognized a liability of $336.6 million, of which $43.0 million was recorded as a current liability and paid in January 2024 related to the 2022 tax year. These liabilities reflect the estimate of the undiscounted amounts that PBF Energy expects to pay under the agreement, net of the impact of any deferred tax asset valuation allowance recognized in accordance with Financial Accounting Standard Board, Accounting Standard Codification (“ASC”) 740, Income Taxes . As future taxable income is recognized, increases in PBF Energy’s Tax Receivable Agreement liability may be necessary in conjunction with the revaluation of deferred tax assets. Refer to “Note 10 - Income Taxes” for more details. Legal Matters On November 24, 2022, the Martinez refinery, owned and operated by Martinez Refinery Company LLC (“MRC”), experienced a spent catalyst release that is currently being investigated by the Bay Area Air Quality Management District (“BAAQMD”), Contra Costa County (“CCC”), the Department of Justice and EPA, and the California Department of Fish and Game (“DFG”). To date, the BAAQMD has issued 35 NOVs, the CCC has issued two NOVs, and the DFG has made findings relating to the spent catalyst incident. On July 11, 2023 and October 6, 2023, the Martinez refinery experienced unintentional releases of petroleum coke dust and received inquiries or notices of investigation from the BAAQMD, the California Department of Industrial Relations, Division of Occupational Safety and Health (“CalOSHA”), the CCC, and the EPA. The BAAQMD also issued an NOV relating to the July 11, 2023 coke dust incident and an NOV relating to the October 6, 2023 coke dust incident. On December 15, 2023, the Martinez refinery experienced an unexpected flaring incident, and subsequently on December 18, 2023 a brush fire incident, and has received inquiries or notices of investigation from the BAAQMD, CalOSHA, and the CCC. The BAAQMD additionally issued an NOV relating to the December 15, 2023 flaring incident and four NOVs relating to the December 18, 2023 brush fire incident. The DFG, the CCC, and the BAAQMD have referred their findings and/or NOVs to the CCC District Attorney for the spent catalyst incident and various other incidents. On November 16, 2023, the CCC District Attorney and the BAAQMD announced a joint civil enforcement action against MRC that will include enforcement of the BAAQMD’s, the CCC’s, and the DFG’s claims from the spent catalyst incident, as well as additional enforcement claims from various incidents. For the spent catalyst, coke dust, flaring, brush fire, and other incidents, no penalties have been assessed to date by the various agencies, but it is reasonable to expect that penalties may be assessed; however, they are not currently estimable. |
EQUITY
EQUITY | 6 Months Ended |
Jun. 30, 2024 | |
Noncontrolling Interest [Abstract] | |
EQUITY | EQUITY 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. PBF Energy’s equity interest in PBF LLC was approximately 99.3% as of both June 30, 2024 and December 31, 2023. 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 reflects 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 December 31, 2023 and June 30, 2024 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2023 862,780 120,440,620 121,303,400 0.7% 99.3% 100.0% June 30, 2024 862,779 117,148,630 118,011,409 0.7% 99.3% 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 PBF Holding In connection with the acquisition of the Chalmette refinery, PBF Holding records noncontrolling interest 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. In the three and six months ended June 30, 2024, the Company recorded a noncontrolling interest in the earnings of these subsidiaries of less than $0.1 million, respectively. In the three and six months ended June 30, 2023, the Company recorded a noncontrolling interest in the earnings of these subsidiaries of less than $0.1 million and approximately $0.4 million, respectively. Changes in Equity and Noncontrolling Interest The following tables summarize the changes in equity for the controlling and noncontrolling interest of PBF Energy for the six months ended June 30, 2024 and 2023, respectively: (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2024 $ 6,488.3 $ 129.9 $ 13.1 $ 6,631.3 Comprehensive income 41.9 0.1 — 42.0 Dividends and distributions (59.4) (1.2) — (60.6) Stock-based compensation expense 14.9 — — 14.9 Transactions in connection with stock-based compensation plans 23.9 — — 23.9 Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock 0.6 (0.6) — — Treasury stock purchases (245.1) — — (245.1) Balance at June 30, 2024 $ 6,265.1 $ 128.2 $ 13.1 $ 6,406.4 (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2023 $ 4,929.2 $ 114.6 $ 12.2 $ 5,056.0 Comprehensive income 1,402.5 13.4 0.4 1,416.3 Dividends and distributions (51.3) (2.2) — (53.5) Stock-based compensation expense 13.7 — — 13.7 Transactions in connection with stock-based compensation plans 20.4 — — 20.4 Treasury Stock Purchases (269.7) — — (269.7) Other 0.1 — — 0.1 Balance at June 30, 2023 $ 6,044.9 $ 125.8 $ 12.6 $ 6,183.3 Treasury Stock On December 12, 2022, the Board of Directors authorized the repurchase of PBF Energy's Class A common stock (as amended from time to time, the “Repurchase Program”). As further approved on February 13, 2024, the Repurchase Program currently allows for repurchases of up to $1.75 billion and has a program expiration date of December 2025. During the three and six months ended June 30, 2024, the Company purchased 1,952,089 and 4,513,149 shares of PBF Energy’s Class A common stock under the Repurchase Program for $100.1 million and $225.1 million, respectively, inclusive of commissions paid, through open market transactions. During the three and six months ended June 30, 2023, the Company purchased 2,663,591 and 6,710,877 shares of PBF Energy’s Class A common stock under the Repurchase Program for $100.0 million and $267.6 million, respectively, inclusive of commissions paid, through open market transactions. Treasury stock repurchases can be made from time to time through various methods, including open market transactions, block trades, accelerated share repurchases, privately negotiated transactions or otherwise, certain of which could be effected through Rule 10b5-1 plans. The timing and number of shares repurchased depends on a variety of factors, including price, capital availability, legal requirements, and economic and market conditions. The Company is not obligated to purchase any shares under the Repurchase Program, and repurchases could be suspended or discontinued at any time without prior notice. The Company records PBF Energy Class A common stock surrendered to cover income tax withholdings for certain directors and employees and others pursuant to the vesting of certain awards under the Company’s equity-based compensation plans as treasury shares. |
DIVIDENDS AND DISTRIBUTIONS
DIVIDENDS AND DISTRIBUTIONS | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
DIVIDENDS AND DISTRIBUTIONS | DIVIDENDS AND DISTRIBUTIONS With respect to dividends and distributions paid during the six months ended June 30, 2024, PBF LLC made aggregate non-tax distributions of $59.3 million, or $0.50 per unit to its members, of which $58.9 million was distributed pro-rata to PBF Energy and the balance was distributed to its other members. PBF Energy used this $58.9 million to pay quarterly cash dividends of $0.25 per share of Class A common stock on March 14, 2024 and May 30, 2024. |
REVENUES
REVENUES | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | REVENUES As described in “Note 13 - 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 June 30, (in millions) 2024 2023 Refining Segment: Gasoline and distillates $ 7,442.9 $ 8,142.1 Asphalt and blackoils 667.4 385.0 Feedstocks and other 375.9 349.8 Chemicals 152.7 174.2 Lubricants 87.7 97.3 Total Refining Revenue 8,726.6 9,148.4 Logistics Segment: Logistics Revenue 98.5 94.0 Total revenue prior to eliminations 8,825.1 9,242.4 Elimination of intercompany revenue (89.0) (84.8) Total Revenues $ 8,736.1 $ 9,157.6 Six Months Ended June 30, (in millions) 2024 2023 Refining Segment: Gasoline and distillates $ 15,041.9 $ 16,374.7 Asphalt and blackoils 1,141.0 788.2 Feedstocks and other 683.8 767.6 Chemicals 319.7 314.4 Lubricants 176.6 189.0 Total Refining Revenue 17,363.0 18,433.9 Logistics Segment: Logistics Revenue 194.6 192.5 Total revenue prior to eliminations 17,557.6 18,626.4 Elimination of intercompany revenue (175.9) (173.8) Total Revenues $ 17,381.7 $ 18,452.6 The majority of the Company’s revenues are generated from the sale of refined products. 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 the Company’s 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 its performance obligation to its customers is fulfilled. Delivery and transfer of title are specifically agreed to between the Company and customers within the contracts. The Company 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, Revenue from Contracts with Customers. The Company’s Logistics segment revenues are generated by charging fees for crude oil and refined products terminaling, storage and pipeline services based on the greater of contractual minimum volume commitments, as applicable, or the delivery of actual volumes based on contractual rates applied to throughput or storage volumes. A majority of the Company’s logistics revenues are generated by intercompany transactions and are eliminated in consolidation. Deferred Revenue The Company records deferred revenue when cash payments are received or are due in advance of performance, including amounts which are refundable. Deferred revenue was $21.0 million and $64.1 million as of June 30, 2024 and December 31, 2023, respectively. Fluctuations in the deferred revenue balance are primarily driven by the timing and extent of cash payments received or due in advance of satisfying the Company’s performance obligations. The Company’s payment terms vary by type and location of customers 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, the Company requires payment before the products or services are delivered to the customer. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES PBF Energy is required to file federal and applicable state corporate income tax returns and recognizes income taxes on its pre-tax income, which to-date has consisted primarily of its share of PBF LLC’s pre-tax income (approximately 99.3% as of both June 30, 2024 and December 31, 2023). PBF LLC is organized as a limited liability company and PBFX is a partnership, both of which are treated as “flow-through” entities for federal income tax purposes and therefore are not subject to federal 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 Energy Limited, that are treated as C-Corporations for income tax purposes, with the tax provision calculated based on the effective tax rate for the periods presented. Inflation Reduction Act On August 16, 2022, the Inflation Reduction Act (“IRA”) was enacted and signed into law in the United States. The IRA is a budget reconciliation package that includes significant law changes relating to tax, climate change, energy, and health care. The tax provisions include, among other items, a corporate alternative minimum tax of 15%, an excise tax of 1% on corporate stock buy-backs, energy-related tax credits and incentives, and additional Internal Revenue Service funding. Based on the Company’s results over the past three fiscal years, the corporate alternative minimum tax would be applicable but is currently not expected to have a material impact on the Company’s Condensed Consolidated Financial Statements. The Company does not expect the other tax provisions of the IRA to have a material impact on the Company’s Condensed Consolidated Financial Statements. The income tax provision in the PBF Energy Condensed Consolidated Statements of Operations consists of the following: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2024 2023 2024 2023 Current income tax (benefit) expense $ (29.4) $ 78.7 $ (6.9) $ 162.8 Deferred income tax expense 4.1 269.2 9.3 311.6 Total income tax (benefit) expense $ (25.3) $ 347.9 $ 2.4 $ 474.4 The income tax provision is based on earnings before taxes attributable to PBF Energy and excludes earnings before taxes attributable to noncontrolling interest as such interests are generally not subject to income taxes except as noted above. PBF Energy’s effective income tax rate for the three and six months ended June 30, 2024 was 28.0% and 5.5%, respectively. PBF Energy’s effective income tax rate for the three and six months ended June 30, 2023 was 25.4% and 25.3%, respectively. PBF Energy’s effective income tax rate for the three and six months ended June 30, 2024, including the impact of income (loss) attributable to noncontrolling interest of $(0.8) million and $0.1 million, respectively, was 27.7% and 5.5%. PBF Energy’s effective income tax rate for the three and six months ended June 30, 2023, including the impact of income attributable to noncontrolling interest of $10.0 million and $13.8 million, respectively, was 25.2% and 25.1%, respectively. For the three months ended June 30, 2024, PBF Energy’s effective tax rate did not materially differ from the United States statutory rate, inclusive of state income taxes. For the six months ended June 30, 2024, PBF Energy’s effective tax rate differed from the United States statutory rate, inclusive of state income taxes, as a result of equity-based compensation activity and permanent book/tax differences related to the use of blender’s tax credits. For the three and six months ended June 30, 2023, PBF Energy’s effective tax rate did not materially differ from the United States statutory rate, inclusive of state income taxes. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024 and December 31, 2023. The Company has 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. The Company may be required to post margin collateral or reclaim cash collateral from derivative counterparties based on contractual terms. At June 30, 2024 and December 31, 2023, the Company had the obligation to return cash collateral posted against its derivative obligations of $22.3 million and $23.7 million, respectively. Cash collateral related to derivative contracts is recorded net in the Condensed Consolidated Balance Sheets. The Company has no derivative contracts that are subject to master netting arrangements that are reflected gross on the Condensed Consolidated Balance Sheets. As of June 30, 2024 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 18.5 $ — $ — $ 18.5 N/A $ 18.5 Commodity contracts 23.8 2.9 — 26.7 (26.7) — Liabilities: Commodity contracts 31.5 2.1 — 33.6 (26.7) 6.9 Renewable energy credit and emissions obligations — 428.9 — 428.9 — 428.9 As of December 31, 2023 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 141.6 $ — $ — $ 141.6 N/A $ 141.6 Commodity contracts 80.1 — — 80.1 (46.9) 33.2 Liabilities: Commodity contracts 46.9 — — 46.9 (46.9) — Renewable energy credit and emissions obligations — 429.8 — 429.8 — 429.8 Contingent consideration obligation — — 21.6 21.6 — 21.6 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 derivatives included with inventory intermediation agreement obligations and the catalyst 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. • Renewable energy credit and emissions obligations primarily represent the Company’s liability for the purchase of (i) biofuel credits (primarily RINs in the U.S.) needed to satisfy its obligation to blend biofuels into the products the Company produces and (ii) emission credits under the AB 32 and similar programs (collectively, the cap-and-trade systems). To the degree the Company is unable to blend biofuels (such as ethanol and biodiesel) at percentages required under the biofuel programs, it must purchase biofuel credits to comply with these programs. Under the cap-and-trade systems, it must purchase emission credits to comply with these systems. The liability for environmental credits is in part based on the Company’s deficit for such credits as of the balance sheet date, if any, after considering any credits acquired, and is equal to the product of the credits deficit and the market price of these credits as of the balance sheet date. To the extent that the Company has a better estimate of the cost at which it settles its obligation, such as agreements to purchase RINs at prices other than the current spot price, the Company considers those costs in valuing the remaining obligation. The environmental credit obligations are categorized in Level 2 of the fair value hierarchy and are measured at fair value using a market approach based on quoted prices from an independent pricing service. • When applicable, 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 are derived using broker quotes, prices from other third-party sources and other available market based data. • The contingent consideration obligation at December 31, 2023 is categorized in Level 3 of the fair value hierarchy and was estimated using discounted cash flow models based on management’s estimate of the future cash flows related to the earn-out periods. Our final earn-out payment of $18.8 million was paid in full during the second quarter of 2024. 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 June 30, 2024 and December 31, 2023, $19.3 million and $18.8 million, 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 categorized in Level 3 of the fair value hierarchy, which primarily includes the prior year change in estimated future earnings related to the Martinez Contingent Consideration: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2024 2023 2024 2023 Balance at beginning of period $ 18.3 $ 123.4 $ 21.6 $ 150.5 Settlements (18.8) (78.2) (18.8) (83.6) Unrealized loss (gain) included in earnings 0.5 (27.7) (2.8) (49.4) Balance at end of period $ — $ 17.5 $ — $ 17.5 There were no transfers between levels during the three and six months ended June 30, 2024 or the three and six months ended June 30, 2023. Fair value of debt The table below summarizes the carrying value and fair value of debt as of June 30, 2024 and December 31, 2023. June 30, 2024 December 31, 2023 (in millions) Carrying value Fair Carrying value Fair 2028 Senior Notes (a) $ 801.6 $ 779.6 $ 801.6 $ 779.3 2030 Senior Notes (a) 500.0 511.9 500.0 514.8 1,301.6 1,291.5 1,301.6 1,294.1 Unamortized discount (3.0) n/a (3.2) n/a Less - Unamortized deferred financing costs (47.1) n/a (52.5) n/a Long-term debt $ 1,251.5 $ 1,291.5 $ 1,245.9 $ 1,294.1 _________________________ (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 outstanding senior notes. |
DERIVATIVES
DERIVATIVES | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company uses derivative instruments to mitigate certain exposures to commodity price risk. On July 31, 2023, the Company terminated the third amended and restated inventory intermediation agreement (the “Third Inventory Intermediation Agreement”). Prior to its termination, the Third Inventory Intermediation Agreement contained purchase obligations for certain volumes of crude oil, intermediates, and refined products. The purchase obligations related to crude oil, intermediates and refined products under this agreement were derivative instruments 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 was based on market prices of the underlying crude oil, intermediates, and refined products. The level of activity for these derivatives was based on the level of operating inventories. 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 June 30, 2024, there were 21,697,000 barrels of crude oil and 6,718,000 barrels of refined products (23,774,000 and 5,351,000, respectively, as of December 31, 2023), outstanding under short and long term commodity derivative contracts not designated as hedges representing the notional value of the contracts. The Company also uses derivative instruments to mitigate the risk associated with the price of credits needed to comply with various governmental and regulatory environmental compliance programs. For such contracts that represent derivatives, the Company elects the normal purchase normal sale exception under ASC 815, Derivatives and Hedging , and therefore does not record them at fair value. The following tables provide information regarding the fair values of derivative instruments as of June 30, 2024 and December 31, 2023, and the line items in the Condensed Consolidated Balance Sheets in which fair values are reflected. Description Balance Sheet Location Fair Value (in millions) Derivatives not designated as hedging instruments: June 30, 2024: Commodity contracts Accounts receivable $ (6.9) December 31, 2023: Commodity contracts Accounts receivable $ 33.2 The following table provides information regarding gains or losses recognized in income on 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) (in millions) Derivatives designated as hedging instruments: For the three months ended June 30, 2024: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ — For the three months ended June 30, 2023: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ (12.7) For the six months ended June 30, 2024: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ — For the six months ended June 30, 2023: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ (8.5) Derivatives not designated as hedging instruments: For the three months ended June 30, 2024: Commodity contracts Cost of products and other $ 28.0 For the three months ended June 30, 2023: Commodity contracts Cost of products and other $ 23.3 For the six months ended June 30, 2024: Commodity contracts Cost of products and other $ 2.5 For the six months ended June 30, 2023: Commodity contracts Cost of products and other $ 38.1 Hedged items designated in fair value hedges: For the three months ended June 30, 2024: Crude oil, intermediate and refined product inventory Cost of products and other $ — For the three months ended June 30, 2023: Crude oil, intermediate and refined product inventory Cost of products and other $ 12.7 For the six months ended June 30, 2024: Crude oil, intermediate and refined product inventory Cost of products and other $ — For the six months ended June 30, 2023: Crude oil, intermediate and refined product inventory Cost of products and other $ 8.5 The Company had no ineffectiveness related to the fair value hedges for the three and six months ended June 30, 2024 or the three and six months ended June 30, 2023. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 6 Months Ended |
Jun. 30, 2024 | |
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 or Logistics segments, including the Company’s share of SBR’s results, are included in Corporate. Intersegment transactions are eliminated in the Condensed Consolidated Financial Statements and are included in the Eliminations column below. Refining The Company’s Refining segment includes the operations of its six refineries, including certain related logistics assets that are not owned by PBFX. The Company’s refineries are located in Delaware City, Delaware, Paulsboro, New Jersey, Toledo, Ohio, Chalmette, Louisiana, Torrance, California and Martinez, 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, Canada, and Mexico, and is able to ship products to other international destinations. Logistics The Company’s Logistics segment is comprised of PBFX, a partnership formed to own or lease, operate, develop, and acquire crude oil and refined 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 revenues and intersegment related-party revenues are eliminated in consolidation. From a PBF Energy perspective, the Company’s chief operating decision maker evaluates the Logistics segment as a whole without regard to any of PBFX’s individual operating 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 Refining 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 receivable and other assets directly associated with the segment’s operations. Corporate assets consist primarily of the Company’s equity method investment in SBR, non-operating property, plant and equipment and other assets not directly related to the Company’s refinery and logistics operations. Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three and six months ended June 30, 2024 and June 30, 2023 are presented below. Three Months Ended June 30, 2024 (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 8,726.6 $ 98.5 $ — $ (89.0) $ 8,736.1 Depreciation and amortization expense 145.7 9.1 3.3 — 158.1 Income (loss) from operations (46.9) 51.0 (78.7) — (74.6) Interest (income) expense, net (2.7) (0.4) 20.4 — 17.3 Capital expenditures 330.3 0.6 2.5 — 333.4 Three Months Ended June 30, 2023 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,148.4 $ 94.0 $ — $ (84.8) $ 9,157.6 Depreciation and amortization expense 133.0 9.2 2.3 — 144.5 Income from operations (1) 455.6 51.9 881.7 — 1,389.2 Interest (income) expense, net (6.9) 0.1 20.6 — 13.8 Capital expenditures (2) 362.1 2.4 2.5 — 367.0 Six Months Ended June 30, 2024 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 17,363.0 $ 194.6 $ — $ (175.9) $ 17,381.7 Depreciation and amortization expense 278.0 18.2 6.5 — 302.7 Income (loss) from operations (1) 123.7 96.1 (149.3) — 70.5 Interest (income) expense, net (6.8) (1.0) 35.6 — 27.8 Capital expenditures (2) 613.4 1.7 3.0 — 618.1 Six Months Ended June 30, 2023 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 18,433.9 $ 192.5 $ — $ (173.8) $ 18,452.6 Depreciation and amortization expense 265.9 18.2 4.2 — 288.3 Income from operations (1) 981.3 101.6 838.7 — 1,921.6 Interest (income) expense, net (11.0) 3.8 39.7 — 32.5 Capital expenditures (2) 741.3 5.1 3.7 — 750.1 Balance at June 30, 2024 Refining Logistics Corporate Eliminations Consolidated Total Total assets (3) $ 12,295.2 $ 789.3 $ 1,030.4 $ (38.8) $ 14,076.1 Balance at December 31, 2023 Refining Logistics Corporate Eliminations Consolidated Total Total assets (3) $ 12,590.6 $ 816.8 $ 1,024.1 $ (43.7) $ 14,387.8 ___________________________________ (1) Income (loss) from operations within Corporate for the six months ended June 30, 2024 includes an $8.7 million reduction of the gain associated with the formation of the SBR equity method investment. Income from operations within Corporate for both the three and six months ended June 30, 2023 includes the $968.9 million gain on formation of the SBR equity method investment. (2) For the six months ended June 30, 2024, the Company’s refining segment includes $5.6 million of capital expenditures related to the Renewable Diesel Facility. For the three and six months ended June 30, 2023, the Company’s refining segment included $107.4 million and $265.3 million, respectively, of capital expenditures related to the Renewable Diesel Facility. (3) As of June 30, 2024 and December 31, 2023, Corporate assets include the Company’s Equity method investment in SBR of $867.3 million and $881.0 million, respectively. |
NET INCOME PER SHARE
NET INCOME PER SHARE | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
NET INCOME PER SHARE | NET INCOME PER SHARE 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 (loss) per share of PBF Energy Class A common stock using the two-class method. The following table sets forth the computation of basic and diluted net income (loss) per share of PBF Energy Class A common stock attributable to PBF Energy for the periods presented: (in millions, except share and per share amounts) Three Months Ended June 30, Six Months Ended June 30, Basic Earnings Per Share: 2024 2023 2024 2023 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ (65.2) $ 1,020.4 $ 41.4 $ 1,402.5 Less: Income allocated to participating securities — — — — Income (loss) available to PBF Energy Inc. stockholders - basic $ (65.2) $ 1,020.4 $ 41.4 $ 1,402.5 Denominator for basic net income (loss) per Class A common share - weighted average shares 117,043,158 125,288,452 118,965,510 127,028,449 Basic net income (loss) attributable to PBF Energy per Class A common share $ (0.56) $ 8.14 $ 0.35 $ 11.04 Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ (65.2) $ 1,020.4 $ 41.4 $ 1,402.5 Plus: Net income (loss) attributable to noncontrolling interest (1) (0.8) 9.9 0.1 13.4 Less: Income tax expense (benefit) (1) 0.2 (2.6) — (3.5) Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ (65.8) $ 1,027.7 $ 41.5 $ 1,412.4 Denominator: (1) Denominator for basic net income (loss) per PBF Energy Class A common share-weighted average shares 117,043,158 125,288,452 118,965,510 127,028,449 Effect of dilutive securities: (2) Conversion of PBF LLC Series A Units 862,780 910,457 862,780 910,457 Common stock equivalents — 4,247,093 4,366,865 4,489,701 Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares 117,905,938 130,446,002 124,195,155 132,428,607 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per PBF Energy Class A common share $ (0.56) $ 7.88 $ 0.33 $ 10.67 ___________________________________________ (1) The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% estimated annualized statutory corporate tax rate for both the three and six months ended June 30, 2024 and the three and six months ended June 30, 2023), attributable to the converted 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 performance share 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 performance share units and options and warrants to purchase 5,306,955 PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended June 30, 2024 (zero shares for the six months ended June 30, 2024). Common stock equivalents exclude the effects of performance share units and options and warrants to purchase 1,057,673 and 1,130,197 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three and six months ended June 30, 2023. For periods showing a net loss, all common stock equivalents and unvested restricted stock are considered anti-dilutive. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Dividend Declared On August 1, 2024, PBF Energy announced a dividend of $0.25 per share on outstanding PBF Energy Class A common stock. The dividend is payable on August 29, 2024 to PBF Energy Class A common stockholders of record at the close of business on August 15, 2024. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (65.2) | $ 1,020.4 | $ 41.4 | $ 1,402.5 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
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, 2023. The results of operations for the three and six months ended June 30, 2024 are not necessarily indicative of the results to be expected for the full year. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In November 2023, the Financial Accounting Standard Board (“FASB”) issued Accounting Standard Update (“ASU”) 2023-07, “Segment Reporting (Topic 280) - Improvements to Reportable Segment Disclosures.” The amendments in this ASU improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The amendments in this ASU are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in this ASU retrospectively. The Company’s adoption of this guidance will result in additional disclosure requirements but is not anticipated to have a significant impact on its Condensed Consolidated Financial Statements. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740) - Improvements to Income Tax Disclosures” (“ASU 2023-09”) which focuses on the rate reconciliation and income taxes paid. ASU 2023-09 requires a public business entity to disclose, on an annual basis, a tabular rate reconciliation using both percentages and currency amounts, broken out into specified categories with certain reconciling items further broken out by nature and jurisdiction to the extent those items exceed a specified threshold. In addition, all entities are required to disclose income taxes paid, net of refunds received disaggregated by federal, state/local, and foreign and by jurisdiction if the amount is at least 5% of total income tax payments, net of refunds received. For public business entities, the new standard is effective for annual periods beginning after December 15, 2024, with early adoption permitted. An entity may apply the amendments in this ASU prospectively or retrospectively. The Company’s adoption of this guidance will result in additional disclosure requirements but is not anticipated to have a significant impact on its Condensed Consolidated Financial Statements. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories consisted of the following: (in millions) June 30, 2024 December 31, 2023 Refined products and blendstocks $ 1,398.7 $ 1,536.5 Crude oil and feedstocks 1,307.5 1,495.4 Warehouse stock and other 158.0 151.2 2,864.2 3,183.1 Lower of cost or market adjustment — — Total inventories $ 2,864.2 $ 3,183.1 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | Accrued expenses consisted of the following: (in millions) June 30, 2024 December 31, 2023 Inventory-related accruals $ 1,693.6 $ 1,716.2 Renewable energy credit and emissions obligations (a) 428.9 429.8 Accrued transportation costs 174.6 170.5 Excise and sales tax payable 146.1 137.8 Accrued salaries and benefits 78.0 187.3 Accrued refinery maintenance and support costs 58.4 60.2 Accrued utilities 51.4 71.0 Accrued capital expenditures 39.0 85.5 Accrued purchases - SBR 23.1 28.3 Environmental liabilities 13.4 16.6 Current finance lease liabilities 11.6 12.2 Accrued interest 9.8 32.4 Contingent consideration — 21.6 Other 93.7 50.6 Total accrued expenses $ 2,821.6 $ 3,020.0 _____________________ (a) The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel 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 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain the Company’s 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. From time to time, the Company enters into forward purchase commitments in order to acquire its renewable energy and emissions credits at fixed prices. As of June 30, 2024, the Company had forward purchase commitments in excess of total accrued renewable energy and emissions obligations. The Company’s RIN obligations will be settled in accordance with established regulatory deadlines. The Company’s current AB 32 liability is part of an ongoing triennial period program which will next be settled in the fourth quarter of 2024. |
CREDIT FACILITIES AND DEBT (Tab
CREDIT FACILITIES AND DEBT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Summary of long-term debt outstanding | Debt outstanding consisted of the following: (in millions) June 30, 2024 December 31, 2023 6.00% senior unsecured notes due 2028 (“2028 Senior Notes”) $ 801.6 $ 801.6 7.875% senior unsecured notes due 2030 (“2030 Senior Notes”) 500.0 500.0 Revolving Credit Facility — — 1,301.6 1,301.6 Unamortized discount (3.0) (3.2) Unamortized deferred financing costs (47.1) (52.5) Long-term debt $ 1,251.5 $ 1,245.9 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | A summary of the Company’s related party transactions with SBR is as follows: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2024 2023 2024 2023 Transactions under commercial agreements: Sales $ 8.2 $ — $ 13.2 $ — Purchases (73.3) — (164.5) — Reimbursements under related party agreements: Operating Agreement 31.5 — 66.8 — Omnibus Agreements 1.1 — 2.2 — CAUSA 1.5 — 3.5 — Total lease expense under related party agreements (1.7) — (1.7) — |
EQUITY (Tables)
EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Noncontrolling Interest [Line Items] | |
Schedule of stockholders equity | The following tables summarize the changes in equity for the controlling and noncontrolling interest of PBF Energy for the six months ended June 30, 2024 and 2023, respectively: (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2024 $ 6,488.3 $ 129.9 $ 13.1 $ 6,631.3 Comprehensive income 41.9 0.1 — 42.0 Dividends and distributions (59.4) (1.2) — (60.6) Stock-based compensation expense 14.9 — — 14.9 Transactions in connection with stock-based compensation plans 23.9 — — 23.9 Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock 0.6 (0.6) — — Treasury stock purchases (245.1) — — (245.1) Balance at June 30, 2024 $ 6,265.1 $ 128.2 $ 13.1 $ 6,406.4 (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Total Equity Balance at January 1, 2023 $ 4,929.2 $ 114.6 $ 12.2 $ 5,056.0 Comprehensive income 1,402.5 13.4 0.4 1,416.3 Dividends and distributions (51.3) (2.2) — (53.5) Stock-based compensation expense 13.7 — — 13.7 Transactions in connection with stock-based compensation plans 20.4 — — 20.4 Treasury Stock Purchases (269.7) — — (269.7) Other 0.1 — — 0.1 Balance at June 30, 2023 $ 6,044.9 $ 125.8 $ 12.6 $ 6,183.3 |
PBF LLC | |
Noncontrolling Interest [Line Items] | |
Schedule of noncontrolling interest | The noncontrolling interest ownership percentages in PBF LLC as of December 31, 2023 and June 30, 2024 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2023 862,780 120,440,620 121,303,400 0.7% 99.3% 100.0% June 30, 2024 862,779 117,148,630 118,011,409 0.7% 99.3% 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. |
REVENUES (Tables)
REVENUES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenue from external customers by products and services | 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 June 30, (in millions) 2024 2023 Refining Segment: Gasoline and distillates $ 7,442.9 $ 8,142.1 Asphalt and blackoils 667.4 385.0 Feedstocks and other 375.9 349.8 Chemicals 152.7 174.2 Lubricants 87.7 97.3 Total Refining Revenue 8,726.6 9,148.4 Logistics Segment: Logistics Revenue 98.5 94.0 Total revenue prior to eliminations 8,825.1 9,242.4 Elimination of intercompany revenue (89.0) (84.8) Total Revenues $ 8,736.1 $ 9,157.6 Six Months Ended June 30, (in millions) 2024 2023 Refining Segment: Gasoline and distillates $ 15,041.9 $ 16,374.7 Asphalt and blackoils 1,141.0 788.2 Feedstocks and other 683.8 767.6 Chemicals 319.7 314.4 Lubricants 176.6 189.0 Total Refining Revenue 17,363.0 18,433.9 Logistics Segment: Logistics Revenue 194.6 192.5 Total revenue prior to eliminations 17,557.6 18,626.4 Elimination of intercompany revenue (175.9) (173.8) Total Revenues $ 17,381.7 $ 18,452.6 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Summary of the income tax provision | The income tax provision in the PBF Energy Condensed Consolidated Statements of Operations consists of the following: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2024 2023 2024 2023 Current income tax (benefit) expense $ (29.4) $ 78.7 $ (6.9) $ 162.8 Deferred income tax expense 4.1 269.2 9.3 311.6 Total income tax (benefit) expense $ (25.3) $ 347.9 $ 2.4 $ 474.4 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
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 June 30, 2024 and December 31, 2023. The Company has 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. The Company may be required to post margin collateral or reclaim cash collateral from derivative counterparties based on contractual terms. At June 30, 2024 and December 31, 2023, the Company had the obligation to return cash collateral posted against its derivative obligations of $22.3 million and $23.7 million, respectively. Cash collateral related to derivative contracts is recorded net in the Condensed Consolidated Balance Sheets. The Company has no derivative contracts that are subject to master netting arrangements that are reflected gross on the Condensed Consolidated Balance Sheets. As of June 30, 2024 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 18.5 $ — $ — $ 18.5 N/A $ 18.5 Commodity contracts 23.8 2.9 — 26.7 (26.7) — Liabilities: Commodity contracts 31.5 2.1 — 33.6 (26.7) 6.9 Renewable energy credit and emissions obligations — 428.9 — 428.9 — 428.9 As of December 31, 2023 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 141.6 $ — $ — $ 141.6 N/A $ 141.6 Commodity contracts 80.1 — — 80.1 (46.9) 33.2 Liabilities: Commodity contracts 46.9 — — 46.9 (46.9) — Renewable energy credit and emissions obligations — 429.8 — 429.8 — 429.8 Contingent consideration obligation — — 21.6 21.6 — 21.6 |
Fair value, liabilities measured on recurring basis, unobservable input reconciliation | The table below summarizes the changes in fair value measurements categorized in Level 3 of the fair value hierarchy, which primarily includes the prior year change in estimated future earnings related to the Martinez Contingent Consideration: Three Months Ended June 30, Six Months Ended June 30, (in millions) 2024 2023 2024 2023 Balance at beginning of period $ 18.3 $ 123.4 $ 21.6 $ 150.5 Settlements (18.8) (78.2) (18.8) (83.6) Unrealized loss (gain) included in earnings 0.5 (27.7) (2.8) (49.4) Balance at end of period $ — $ 17.5 $ — $ 17.5 |
Schedule of fair value of debt | The table below summarizes the carrying value and fair value of debt as of June 30, 2024 and December 31, 2023. June 30, 2024 December 31, 2023 (in millions) Carrying value Fair Carrying value Fair 2028 Senior Notes (a) $ 801.6 $ 779.6 $ 801.6 $ 779.3 2030 Senior Notes (a) 500.0 511.9 500.0 514.8 1,301.6 1,291.5 1,301.6 1,294.1 Unamortized discount (3.0) n/a (3.2) n/a Less - Unamortized deferred financing costs (47.1) n/a (52.5) n/a Long-term debt $ 1,251.5 $ 1,291.5 $ 1,245.9 $ 1,294.1 _________________________ (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 outstanding senior notes. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of fair value of derivative instruments | The following tables provide information regarding the fair values of derivative instruments as of June 30, 2024 and December 31, 2023, and the line items in the Condensed Consolidated Balance Sheets in which fair values are reflected. Description Balance Sheet Location Fair Value (in millions) Derivatives not designated as hedging instruments: June 30, 2024: Commodity contracts Accounts receivable $ (6.9) December 31, 2023: Commodity contracts Accounts receivable $ 33.2 |
Schedule of derivative instruments, gain (loss) recognized in income | The following table provides information regarding gains or losses recognized in income on 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) (in millions) Derivatives designated as hedging instruments: For the three months ended June 30, 2024: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ — For the three months ended June 30, 2023: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ (12.7) For the six months ended June 30, 2024: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ — For the six months ended June 30, 2023: Derivatives included within the inventory intermediation agreement obligations Cost of products and other $ (8.5) Derivatives not designated as hedging instruments: For the three months ended June 30, 2024: Commodity contracts Cost of products and other $ 28.0 For the three months ended June 30, 2023: Commodity contracts Cost of products and other $ 23.3 For the six months ended June 30, 2024: Commodity contracts Cost of products and other $ 2.5 For the six months ended June 30, 2023: Commodity contracts Cost of products and other $ 38.1 Hedged items designated in fair value hedges: For the three months ended June 30, 2024: Crude oil, intermediate and refined product inventory Cost of products and other $ — For the three months ended June 30, 2023: Crude oil, intermediate and refined product inventory Cost of products and other $ 12.7 For the six months ended June 30, 2024: Crude oil, intermediate and refined product inventory Cost of products and other $ — For the six months ended June 30, 2023: Crude oil, intermediate and refined product inventory Cost of products and other $ 8.5 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three and six months ended June 30, 2024 and June 30, 2023 are presented below. Three Months Ended June 30, 2024 (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 8,726.6 $ 98.5 $ — $ (89.0) $ 8,736.1 Depreciation and amortization expense 145.7 9.1 3.3 — 158.1 Income (loss) from operations (46.9) 51.0 (78.7) — (74.6) Interest (income) expense, net (2.7) (0.4) 20.4 — 17.3 Capital expenditures 330.3 0.6 2.5 — 333.4 Three Months Ended June 30, 2023 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 9,148.4 $ 94.0 $ — $ (84.8) $ 9,157.6 Depreciation and amortization expense 133.0 9.2 2.3 — 144.5 Income from operations (1) 455.6 51.9 881.7 — 1,389.2 Interest (income) expense, net (6.9) 0.1 20.6 — 13.8 Capital expenditures (2) 362.1 2.4 2.5 — 367.0 Six Months Ended June 30, 2024 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 17,363.0 $ 194.6 $ — $ (175.9) $ 17,381.7 Depreciation and amortization expense 278.0 18.2 6.5 — 302.7 Income (loss) from operations (1) 123.7 96.1 (149.3) — 70.5 Interest (income) expense, net (6.8) (1.0) 35.6 — 27.8 Capital expenditures (2) 613.4 1.7 3.0 — 618.1 Six Months Ended June 30, 2023 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 18,433.9 $ 192.5 $ — $ (173.8) $ 18,452.6 Depreciation and amortization expense 265.9 18.2 4.2 — 288.3 Income from operations (1) 981.3 101.6 838.7 — 1,921.6 Interest (income) expense, net (11.0) 3.8 39.7 — 32.5 Capital expenditures (2) 741.3 5.1 3.7 — 750.1 Balance at June 30, 2024 Refining Logistics Corporate Eliminations Consolidated Total Total assets (3) $ 12,295.2 $ 789.3 $ 1,030.4 $ (38.8) $ 14,076.1 Balance at December 31, 2023 Refining Logistics Corporate Eliminations Consolidated Total Total assets (3) $ 12,590.6 $ 816.8 $ 1,024.1 $ (43.7) $ 14,387.8 ___________________________________ (1) Income (loss) from operations within Corporate for the six months ended June 30, 2024 includes an $8.7 million reduction of the gain associated with the formation of the SBR equity method investment. Income from operations within Corporate for both the three and six months ended June 30, 2023 includes the $968.9 million gain on formation of the SBR equity method investment. (2) For the six months ended June 30, 2024, the Company’s refining segment includes $5.6 million of capital expenditures related to the Renewable Diesel Facility. For the three and six months ended June 30, 2023, the Company’s refining segment included $107.4 million and $265.3 million, respectively, of capital expenditures related to the Renewable Diesel Facility. (3) As of June 30, 2024 and December 31, 2023, Corporate assets include the Company’s Equity method investment in SBR of $867.3 million and $881.0 million, respectively. |
NET INCOME PER SHARE (Tables)
NET INCOME PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income (loss) per common share | The following table sets forth the computation of basic and diluted net income (loss) per share of PBF Energy Class A common stock attributable to PBF Energy for the periods presented: (in millions, except share and per share amounts) Three Months Ended June 30, Six Months Ended June 30, Basic Earnings Per Share: 2024 2023 2024 2023 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ (65.2) $ 1,020.4 $ 41.4 $ 1,402.5 Less: Income allocated to participating securities — — — — Income (loss) available to PBF Energy Inc. stockholders - basic $ (65.2) $ 1,020.4 $ 41.4 $ 1,402.5 Denominator for basic net income (loss) per Class A common share - weighted average shares 117,043,158 125,288,452 118,965,510 127,028,449 Basic net income (loss) attributable to PBF Energy per Class A common share $ (0.56) $ 8.14 $ 0.35 $ 11.04 Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ (65.2) $ 1,020.4 $ 41.4 $ 1,402.5 Plus: Net income (loss) attributable to noncontrolling interest (1) (0.8) 9.9 0.1 13.4 Less: Income tax expense (benefit) (1) 0.2 (2.6) — (3.5) Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ (65.8) $ 1,027.7 $ 41.5 $ 1,412.4 Denominator: (1) Denominator for basic net income (loss) per PBF Energy Class A common share-weighted average shares 117,043,158 125,288,452 118,965,510 127,028,449 Effect of dilutive securities: (2) Conversion of PBF LLC Series A Units 862,780 910,457 862,780 910,457 Common stock equivalents — 4,247,093 4,366,865 4,489,701 Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares 117,905,938 130,446,002 124,195,155 132,428,607 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per PBF Energy Class A common share $ (0.56) $ 7.88 $ 0.33 $ 10.67 ___________________________________________ (1) The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% estimated annualized statutory corporate tax rate for both the three and six months ended June 30, 2024 and the three and six months ended June 30, 2023), attributable to the converted 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 performance share 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 performance share units and options and warrants to purchase 5,306,955 PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended June 30, 2024 (zero shares for the six months ended June 30, 2024). Common stock equivalents exclude the effects of performance share units and options and warrants to purchase 1,057,673 and 1,130,197 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three and six months ended June 30, 2023. For periods showing a net loss, all common stock equivalents and unvested restricted stock are considered anti-dilutive. |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) | Jun. 30, 2024 | Dec. 31, 2023 | |
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | [1] | 100% | 100% |
Class A Common Stock | PBF Energy Inc. | |||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | |
Series A Units | PBF LLC | |||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | 0.70% | 0.70% | |
[1]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. |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Inventory [Line Items] | ||
Refined products and blendstocks | $ 1,398.7 | $ 1,536.5 |
Crude oil and feedstocks | 1,307.5 | 1,495.4 |
Warehouse stock and other | 158 | 151.2 |
Inventory, Gross | 2,864.2 | 3,183.1 |
Lower of cost or market adjustment | 0 | 0 |
Total inventories | 2,864.2 | 3,183.1 |
Scenario, Adjustment | ||
Inventory [Line Items] | ||
Lower of cost or market adjustment | $ 0 | $ 0 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | |
Accrued Expenses: | |||
Inventory-related accruals | $ 1,693.6 | $ 1,716.2 | |
Renewable energy credit and emissions obligations | [1] | 428.9 | 429.8 |
Accrued transportation costs | 174.6 | 170.5 | |
Excise and sales tax payable | 146.1 | 137.8 | |
Accrued salaries and benefits | 78 | 187.3 | |
Accrued refinery maintenance and support costs | 58.4 | 60.2 | |
Accrued utilities | 51.4 | 71 | |
Accrued capital expenditures | 39 | 85.5 | |
Accrued purchases - SBR | 23.1 | 28.3 | |
Environmental liabilities | 13.4 | 16.6 | |
Current finance lease liabilities | 11.6 | 12.2 | |
Accrued interest | 9.8 | 32.4 | |
Contingent consideration | 0 | 21.6 | |
Other | 93.7 | 50.6 | |
Total accrued expenses | $ 2,821.6 | $ 3,020 | |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Total accrued expenses | Total accrued expenses | |
[1]The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel 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 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain the Company’s 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. From time to time, the Company enters into forward purchase commitments in order to acquire its renewable energy and emissions credits at fixed prices. As of June 30, 2024, the Company had forward purchase commitments in excess of total accrued renewable energy and emissions obligations. The Company’s RIN obligations will be settled in accordance with established regulatory deadlines. The Company’s current AB 32 liability is part of an ongoing triennial period program which will next be settled in the fourth quarter of 2024. |
CREDIT FACILITIES AND DEBT (Sum
CREDIT FACILITIES AND DEBT (Summary of Long-Term Debt) (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 1,301.6 | $ 1,301.6 | |
Unamortized discount | (3) | (3.2) | |
Unamortized deferred financing costs | (47.1) | (52.5) | |
Long-term debt | $ 1,251.5 | 1,245.9 | |
$6.00% senior unsecured notes due 2028 (“2028 Senior Notes”) | |||
Debt Instrument [Line Items] | |||
Interest rate | 6% | ||
$7.875% senior unsecured notes due 2030 (“2030 Senior Notes”) | |||
Debt Instrument [Line Items] | |||
Interest rate | 7.875% | ||
Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | $ 0 | 0 | |
$6.00% senior unsecured notes due 2028 (“2028 Senior Notes”) | |||
Debt Instrument [Line Items] | |||
Long-term debt | [1] | 801.6 | 801.6 |
$7.875% senior unsecured notes due 2030 (“2030 Senior Notes”) | |||
Debt Instrument [Line Items] | |||
Long-term debt | [1] | $ 500 | $ 500 |
[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 outstanding senior notes. |
RELATED PARTY TRANSACTIONS (Add
RELATED PARTY TRANSACTIONS (Additional Information) (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Related Party Transaction [Line Items] | ||
Accounts receivable | $ 1,510.1 | $ 1,362.5 |
Accrued expenses | $ 2,821.6 | 3,020 |
St. Bernard Renewables LLC | ||
Related Party Transaction [Line Items] | ||
Ownership percentage | 50% | |
St. Bernard Renewables LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||
Related Party Transaction [Line Items] | ||
Accounts receivable | $ 28.7 | 22.1 |
Accrued expenses | $ 23.1 | $ 28.3 |
RELATED PARTY TRANSACTIONS (Sum
RELATED PARTY TRANSACTIONS (Summary of Related Party Transactions) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Transactions under commercial agreements: | ||||
Sales | $ 8,736.1 | $ 9,157.6 | $ 17,381.7 | $ 18,452.6 |
St. Bernard Renewables LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | ||||
Transactions under commercial agreements: | ||||
Sales | 8.2 | 0 | 13.2 | 0 |
Purchases | (73.3) | 0 | (164.5) | 0 |
St. Bernard Renewables LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | General and Administrative Expense | Operating Agreement | ||||
Reimbursements under related party agreements: | ||||
Transactions with related party | 31.5 | 0 | 66.8 | 0 |
St. Bernard Renewables LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | General and Administrative Expense | Omnibus Agreements | ||||
Reimbursements under related party agreements: | ||||
Transactions with related party | 1.1 | 0 | 2.2 | 0 |
St. Bernard Renewables LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | General and Administrative Expense | CAUSA | ||||
Reimbursements under related party agreements: | ||||
Transactions with related party | 1.5 | 0 | 3.5 | 0 |
St. Bernard Renewables LLC | Equity Method Investment, Nonconsolidated Investee or Group of Investees | Cost of Sales | Lease Agreements | ||||
Reimbursements under related party agreements: | ||||
Transactions with related party | $ (1.7) | $ 0 | $ (1.7) | $ 0 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jun. 30, 2024 | Dec. 31, 2023 | ||
Loss Contingencies [Line Items] | |||
Environmental liability | $ 154.1 | $ 157.8 | |
Environmental liability, noncurrent | $ 140.7 | $ 141.2 | |
Percent of tax benefit received from increases in tax basis paid to stockholders | 85% | ||
Percentage of ownership in PBF LLC | [1] | 100% | 100% |
Payable to related party, Tax Receivable Agreement | $ 291.8 | $ 336.6 | |
Payable pursuant to Tax Receivable Agreement | $ 121.8 | $ 43 | |
PBF Energy Inc. | Class A Common Stock | |||
Loss Contingencies [Line Items] | |||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | |
Environmental Issue | Torrance Refinery | |||
Loss Contingencies [Line Items] | |||
Environmental liability | $ 110.6 | $ 114.9 | |
[1]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. |
EQUITY (Noncontrolling Interest
EQUITY (Noncontrolling Interest) (Details) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) subsidiary | Jun. 30, 2023 USD ($) | Dec. 31, 2023 | ||
Noncontrolling Interest [Line Items] | ||||||
Percentage of ownership in PBF LLC | [1] | 100% | 100% | 100% | ||
Income (loss) attributable to noncontrolling interest | $ (0.8) | $ 10 | $ 0.1 | $ 13.8 | ||
Chalmette Refining | ||||||
Noncontrolling Interest [Line Items] | ||||||
Number of subsidiaries | subsidiary | 2 | |||||
Chalmette Refining | T&M Terminal Company | ||||||
Noncontrolling Interest [Line Items] | ||||||
Noncontrolling interest, ownership percentage | 80% | 80% | ||||
Chalmette Refining | Collins Pipeline Company | ||||||
Noncontrolling Interest [Line Items] | ||||||
Noncontrolling interest, ownership percentage | 80% | 80% | ||||
Collins Pipeline Company And T&M Terminal Company | ||||||
Noncontrolling Interest [Line Items] | ||||||
Income (loss) attributable to noncontrolling interest | $ (0.1) | $ 0.1 | $ (0.1) | $ 0.4 | ||
[1]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. |
EQUITY (Ownership Percentage) (
EQUITY (Ownership Percentage) (Details) - shares | Jun. 30, 2024 | Dec. 31, 2023 | |
Noncontrolling Interest [Line Items] | |||
Shares, outstanding (in shares) | [1] | 118,011,409 | 121,303,400 |
Percentage of ownership in PBF LLC | [1] | 100% | 100% |
PBF LLC | |||
Noncontrolling Interest [Line Items] | |||
Partners' Capital Account, Units, Conversion Ratio To Common Units (in shares) | 1 | 1 | |
Series A Units | PBF LLC | |||
Noncontrolling Interest [Line Items] | |||
Shares, outstanding (in shares) | 862,779 | 862,780 | |
Percentage of ownership in PBF LLC | 0.70% | 0.70% | |
Class A Common Stock | PBF Energy | |||
Noncontrolling Interest [Line Items] | |||
Shares, outstanding (in shares) | 117,148,630 | 120,440,620 | |
Percentage of ownership in PBF LLC | 99.30% | 99.30% | |
[1]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. |
EQUITY (Allocation of Equity) (
EQUITY (Allocation of Equity) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Balance, beginning of period | $ 6,598.2 | $ 5,268.3 | $ 6,631.3 | $ 5,056 |
Comprehensive income (loss) attributable to PBF Energy Company LLC | (65.2) | 1,020 | 41.9 | 1,402.5 |
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | (0.8) | 10 | 0.1 | 13.8 |
Comprehensive income (loss) | (66) | 1,030 | 42 | 1,416.3 |
Dividends and distributions | (60.6) | (53.5) | ||
Stock-based compensation expense | 6.5 | 7.2 | 14.9 | 13.7 |
Transactions in connection with stock-based compensation plans | 0 | 6 | 23.9 | 20.4 |
Exchange of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | |||
Treasury stock purchases | (102.5) | (100.9) | (245.1) | (269.7) |
Other | 0.1 | |||
Balance, end of period | 6,406.4 | 6,183.3 | 6,406.4 | 6,183.3 |
PBF Energy Inc. Equity | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Balance, beginning of period | 6,488.3 | 4,929.2 | ||
Comprehensive income (loss) attributable to PBF Energy Company LLC | 41.9 | 1,402.5 | ||
Dividends and distributions | (59.4) | (51.3) | ||
Stock-based compensation expense | 14.9 | 13.7 | ||
Transactions in connection with stock-based compensation plans | 23.9 | 20.4 | ||
Exchange of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0.6 | |||
Treasury stock purchases | (245.1) | (269.7) | ||
Other | 0.1 | |||
Balance, end of period | 6,265.1 | 6,044.9 | 6,265.1 | 6,044.9 |
Noncontrolling Interest in PBF LLC | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Balance, beginning of period | 129.9 | 114.6 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 0.1 | 13.4 | ||
Dividends and distributions | (1.2) | (2.2) | ||
Exchange of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | (0.6) | |||
Balance, end of period | 128.2 | 125.8 | 128.2 | 125.8 |
Noncontrolling Interest in PBF Holding | ||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | ||||
Balance, beginning of period | 13.1 | 12.2 | ||
Comprehensive Income (Loss), Net of Tax, Attributable to Noncontrolling Interest | 0.4 | |||
Balance, end of period | $ 13.1 | $ 12.6 | $ 13.1 | $ 12.6 |
EQUITY (Treasury Stock) (Detail
EQUITY (Treasury Stock) (Details) - Repurchase Program - Class A Common Stock - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Feb. 13, 2024 | |
Class of Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ 1,750,000,000 | ||||
Shares acquired (in shares) | 1,952,089 | 2,663,591 | 4,513,149 | 6,710,877 | |
Shares acquired, value | $ 100,100,000 | $ 100,000,000 | $ 225,100,000 | $ 267,600,000 |
DIVIDENDS AND DISTRIBUTIONS (De
DIVIDENDS AND DISTRIBUTIONS (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
May 30, 2024 | Mar. 14, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Distribution Made to Member or Limited Partner [Line Items] | ||||||
Dividends per common share (in dollars per share) | $ 0.25 | $ 0.20 | ||||
Class A Common Stock | ||||||
Distribution Made to Member or Limited Partner [Line Items] | ||||||
Dividends per common share (in dollars per share) | $ 0.50 | $ 0.40 | ||||
PBF Energy | Class A Common Stock | ||||||
Distribution Made to Member or Limited Partner [Line Items] | ||||||
Distribution made to partner (in dollars per share) | $ 0.50 | |||||
Dividends per common share (in dollars per share) | $ 0.25 | $ 0.25 | ||||
PBF LLC | Cash Distribution | ||||||
Distribution Made to Member or Limited Partner [Line Items] | ||||||
Distribution made to partners | $ 59.3 | |||||
PBF Energy Inc. | PBF LLC | Cash Distribution | ||||||
Distribution Made to Member or Limited Partner [Line Items] | ||||||
Cash distribution made to Limited Liability Company (LLC) member | $ 58.9 |
REVENUES (Disaggregated by Prod
REVENUES (Disaggregated by Product) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | $ 8,736.1 | $ 9,157.6 | $ 17,381.7 | $ 18,452.6 |
Intersegment Eliminations | ||||
Revenues | (89) | (84.8) | (175.9) | (173.8) |
Refining Group | ||||
Revenues | 8,726.6 | 9,148.4 | 17,363 | 18,433.9 |
PBF Logistics LP | ||||
Revenues | 98.5 | 94 | 194.6 | 192.5 |
Prior to elimination | ||||
Revenues | 8,825.1 | 9,242.4 | 17,557.6 | 18,626.4 |
Gasoline and distillates | Refining Group | ||||
Revenues | 7,442.9 | 8,142.1 | 15,041.9 | 16,374.7 |
Asphalt and blackoils | Refining Group | ||||
Revenues | 667.4 | 385 | 1,141 | 788.2 |
Feedstocks and other | Refining Group | ||||
Revenues | 375.9 | 349.8 | 683.8 | 767.6 |
Chemicals | Refining Group | ||||
Revenues | 152.7 | 174.2 | 319.7 | 314.4 |
Lubricants | Refining Group | ||||
Revenues | $ 87.7 | $ 97.3 | $ 176.6 | $ 189 |
REVENUES (Additional Informatio
REVENUES (Additional Information) (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue | $ 21 | $ 64.1 |
INCOME TAXES (Additional Inform
INCOME TAXES (Additional Information) (Details) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) subsidiary | Jun. 30, 2023 USD ($) | Dec. 31, 2023 | ||
Income Taxes [Line Items] | ||||||
Percentage of ownership in PBF LLC | [1] | 100% | 100% | 100% | ||
Number of subsidiaries acquired | subsidiary | 2 | |||||
Corporate Alternative Minimum Tax | 15% | |||||
Percent of excise tax on net stock repurchases, energy-related tax credits and incentives | 1% | |||||
Effective tax rate | 28% | 25.40% | 5.50% | 25.30% | ||
Income (loss) attributable to noncontrolling interest | $ (800,000) | $ 10,000,000 | $ 100,000 | $ 13,800,000 | ||
Noncontrolling interests, as a percent | 27.70% | 25.20% | 5.50% | 25.10% | ||
Uncertain tax position | $ 0 | $ 0 | ||||
PBF Energy Inc. | Class A Common Stock | ||||||
Income Taxes [Line Items] | ||||||
Percentage of ownership in PBF LLC | 99.30% | 99.30% | 99.30% | |||
[1]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. |
INCOME TAXES (Tax Provision) (D
INCOME TAXES (Tax Provision) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount [Abstract] | ||||
Current income tax (benefit) expense | $ (29.4) | $ 78.7 | $ (6.9) | $ 162.8 |
Deferred income tax expense | 4.1 | 269.2 | 9.3 | 311.6 |
Total income tax (benefit) expense | $ (25.3) | $ 347.9 | $ 2.4 | $ 474.4 |
FAIR VALUE MEASUREMENTS (Measur
FAIR VALUE MEASUREMENTS (Measured on Recurring Basis) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, effect of counter-party netting | $ (22.3) | $ (23.7) |
Earn-out payment | 18.8 | |
Fair Value, Measurements, Recurring | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Non-qualified pension plan assets | 19.3 | 18.8 |
Fair Value, Measurements, Recurring | Commodity contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 33.6 | 46.9 |
Derivative liability, effect of counter-party netting | (26.7) | (46.9) |
Derivative Liability | 6.9 | 0 |
Fair Value, Measurements, Recurring | Commodity contracts | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 31.5 | 46.9 |
Fair Value, Measurements, Recurring | Commodity contracts | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 2.1 | 0 |
Fair Value, Measurements, Recurring | Commodity contracts | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | 0 |
Fair Value, Measurements, Recurring | Renewable energy credit and emissions obligations | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 428.9 | 429.8 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Fair Value, Measurements, Recurring | Renewable energy credit and emissions obligations | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Fair Value, Measurements, Recurring | Renewable energy credit and emissions obligations | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 428.9 | 429.8 |
Fair Value, Measurements, Recurring | Renewable energy credit and emissions obligations | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Fair Value, Measurements, Recurring | Contingent consideration obligation | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 21.6 | |
Derivative liability, effect of counter-party netting | 0 | |
Fair Value, Measurements, Recurring | Contingent consideration obligation | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | |
Fair Value, Measurements, Recurring | Contingent consideration obligation | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | |
Fair Value, Measurements, Recurring | Contingent consideration obligation | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 21.6 | |
Fair Value, Measurements, Recurring | Money market funds | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 18.5 | 141.6 |
Fair Value, Measurements, Recurring | Money market funds | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 18.5 | 141.6 |
Fair Value, Measurements, Recurring | Money market funds | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Money market funds | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Commodity contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 26.7 | 80.1 |
Derivative assets, effect of counter-party netting | (26.7) | (46.9) |
Derivative assets, net carrying value | 0 | 33.2 |
Fair Value, Measurements, Recurring | Commodity contracts | Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 23.8 | 80.1 |
Fair Value, Measurements, Recurring | Commodity contracts | Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 2.9 | 0 |
Fair Value, Measurements, Recurring | Commodity contracts | Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Change in Fair Value at Level 3) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||||
Transfers out of Level 3 | $ 0 | $ 0 | $ 0 | $ 0 |
Transfers into Level 3 | 0 | 0 | 0 | 0 |
Contingent consideration obligation | ||||
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||||
Balance at beginning of period | 18.3 | 123.4 | 21.6 | 150.5 |
Settlements | (18.8) | (78.2) | (18.8) | (83.6) |
Unrealized loss (gain) included in earnings | 0.5 | (27.7) | (2.8) | (49.4) |
Balance at end of period | $ 0 | $ 17.5 | $ 0 | $ 17.5 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value and Carrying Value of Debt) (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, gross | $ 1,301.6 | $ 1,301.6 | |
Unamortized discount | (3) | (3.2) | |
Unamortized deferred financing costs | (47.1) | (52.5) | |
Long-term debt | 1,251.5 | 1,245.9 | |
Long-term debt, Fair value | 1,291.5 | 1,294.1 | |
Long-term debt excluding current maturities, Fair value | 1,291.5 | 1,294.1 | |
$6.00% senior unsecured notes due 2028 (“2028 Senior Notes”) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 801.6 | 801.6 |
Long-term debt, Fair value | [1] | 779.6 | 779.3 |
$7.875% senior unsecured notes due 2030 (“2030 Senior Notes”) | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 500 | 500 |
Long-term debt, Fair value | [1] | $ 511.9 | $ 514.8 |
[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 outstanding senior notes. |
DERIVATIVES (Additional Informa
DERIVATIVES (Additional Information) (Details) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) bbl | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) bbl | Jun. 30, 2023 USD ($) | Dec. 31, 2023 bbl | |
Derivative [Line Items] | |||||
Loss on fair value hedge ineffectiveness | $ | $ 0 | $ 0 | $ 0 | $ 0 | |
Crude Oil Commodity Contract | Not Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 21,697,000 | 21,697,000 | 23,774,000 | ||
Refined Product Commodity Contract | Not Designated as Hedging Instrument | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 6,718,000 | 6,718,000 | 5,351,000 |
DERIVATIVES (Fair Value of Deri
DERIVATIVES (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Not Designated as Hedging Instrument | Commodity contracts | Accounts receivable | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ (6.9) | $ 33.2 |
DERIVATIVES (Gain (Loss) Recogn
DERIVATIVES (Gain (Loss) Recognized in Income) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Derivative, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Cost of Revenue | Cost of Revenue | Cost of Revenue | Cost of Revenue |
Designated as Hedging Instrument | Derivatives included within inventory intermediation agreement obligations | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | $ 0 | $ (12.7) | $ 0 | $ (8.5) |
Designated as Hedging Instrument | Intermediates and Refined Products Inventory | Fair Value Hedging | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | 0 | 12.7 | 0 | 8.5 |
Not Designated as Hedging Instrument | Commodity contracts | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | $ 28 | $ 23.3 | $ 2.5 | $ 38.1 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2024 USD ($) refinery | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment refinery reportable_segment | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |||||
Segment Reporting Information [Line Items] | |||||||||
Number of reportable segments | reportable_segment | 2 | ||||||||
Number of operating refineries | refinery | 6 | 6 | |||||||
Number of operating segments | segment | 2 | ||||||||
Revenues | $ 8,736.1 | $ 9,157.6 | $ 17,381.7 | $ 18,452.6 | |||||
Depreciation and amortization expense | 158.1 | 144.5 | 302.7 | 288.3 | |||||
Income (loss) from operations | (74.6) | 1,389.2 | 70.5 | 1,921.6 | |||||
Interest (income) expense, net | 17.3 | 13.8 | 27.8 | 32.5 | |||||
Capital expenditures | 333.4 | 367 | 618.1 | 750.1 | |||||
Total assets | 14,076.1 | 14,076.1 | $ 14,387.8 | ||||||
(Gain) loss on formation of SBR equity method investment | 0 | 968.9 | (8.7) | 968.9 | |||||
Equity method investment in SBR | 867.3 | 867.3 | 881 | ||||||
Renewable Diesel Facility | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Capital expenditures | 107.4 | 5.6 | 265.3 | ||||||
Intersegment Eliminations | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenues | (89) | (84.8) | (175.9) | (173.8) | |||||
Depreciation and amortization expense | 0 | 0 | 0 | 0 | |||||
Income (loss) from operations | 0 | 0 | 0 | 0 | |||||
Interest (income) expense, net | 0 | 0 | 0 | 0 | |||||
Capital expenditures | 0 | 0 | 0 | 0 | |||||
Total assets | (38.8) | (38.8) | (43.7) | ||||||
Refining Group | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenues | 8,726.6 | 9,148.4 | 17,363 | 18,433.9 | |||||
Refining Group | Operating Segments | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenues | 8,726.6 | 9,148.4 | 17,363 | 18,433.9 | |||||
Depreciation and amortization expense | 145.7 | 133 | 278 | 265.9 | |||||
Income (loss) from operations | (46.9) | 455.6 | 123.7 | 981.3 | |||||
Interest (income) expense, net | (2.7) | (6.9) | (6.8) | (11) | |||||
Capital expenditures | 330.3 | 362.1 | 613.4 | [1] | 741.3 | [1] | |||
Total assets | 12,295.2 | 12,295.2 | 12,590.6 | ||||||
PBF Logistics LP | Operating Segments | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenues | 98.5 | 94 | 194.6 | 192.5 | |||||
Depreciation and amortization expense | 9.1 | 9.2 | 18.2 | 18.2 | |||||
Income (loss) from operations | 51 | 51.9 | 96.1 | 101.6 | |||||
Interest (income) expense, net | (0.4) | 0.1 | (1) | 3.8 | |||||
Capital expenditures | 0.6 | 2.4 | 1.7 | 5.1 | |||||
Total assets | 789.3 | 789.3 | 816.8 | ||||||
Corporate | Operating Segments | |||||||||
Segment Reporting Information [Line Items] | |||||||||
Revenues | 0 | 0 | 0 | 0 | |||||
Depreciation and amortization expense | 3.3 | 2.3 | 6.5 | 4.2 | |||||
Income (loss) from operations | (78.7) | 881.7 | [2] | (149.3) | [2] | 838.7 | [2] | ||
Interest (income) expense, net | 20.4 | 20.6 | 35.6 | 39.7 | |||||
Capital expenditures | 2.5 | $ 2.5 | 3 | $ 3.7 | |||||
Total assets | [3] | $ 1,030.4 | $ 1,030.4 | $ 1,024.1 | |||||
[1]For the six months ended June 30, 2024, the Company’s refining segment includes $5.6 million of capital expenditures related to the Renewable Diesel Facility. For the three and six months ended June 30, 2023, the Company’s refining segment included $107.4 million and $265.3 million, respectively, of capital expenditures related to the Renewable Diesel Facility.[2]Income (loss) from operations within Corporate for the six months ended June 30, 2024 includes an $8.7 million reduction of the gain associated with the formation of the SBR equity method investment. Income from operations within Corporate for both the three and six months ended June 30, 2023 includes the $968.9 million gain on formation of the SBR equity method investment.[3]As of June 30, 2024 and December 31, 2023, Corporate assets include the Company’s Equity method investment in SBR of $867.3 million and $881.0 million, respectively |
NET INCOME PER SHARE (Details)
NET INCOME PER SHARE (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | ||
Basic Earnings Per Share: | |||||
Net income (loss) attributable to PBF Energy Inc. stockholders | $ (65.2) | $ 1,020.4 | $ 41.4 | $ 1,402.5 | |
Less: Income allocated to participating securities | 0 | 0 | 0 | 0 | |
Income (loss) available to PBF Energy Inc. stockholders - basic | $ (65.2) | $ 1,020.4 | $ 41.4 | $ 1,402.5 | |
Denominator for basic net income (loss) per Class A common share-weighted average shares (in shares) | [1] | 117,043,158 | 125,288,452 | 118,965,510 | 127,028,449 |
Basic net income (loss) attributable to PBF Energy per Class A common share (in dollars per share) | $ (0.56) | $ 8.14 | $ 0.35 | $ 11.04 | |
Diluted Earnings Per Share: | |||||
Plus: Net income attributable to noncontrolling interest | [1] | $ (0.8) | $ 9.9 | $ 0.1 | $ 13.4 |
Less: Income tax expense (benefit) | [1] | 0.2 | (2.6) | 0 | (3.5) |
Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) | [1] | $ (65.8) | $ 1,027.7 | $ 41.5 | $ 1,412.4 |
Denominator for basic net income (loss) per Class A common share-weighted average shares (in shares) | [1] | 117,043,158 | 125,288,452 | 118,965,510 | 127,028,449 |
Effect of dilutive securities: | |||||
Conversion of PBF LLC Series A Units (in shares) | [2] | 862,780 | 910,457 | 862,780 | 910,457 |
Common stock equivalents (in shares) | [2] | 0 | 4,247,093 | 4,366,865 | 4,489,701 |
Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares (in shares) | 117,905,938 | 130,446,002 | 124,195,155 | 132,428,607 | |
Diluted net income (loss) attributable to PBF Energy per Class A common share (in dollars per share) | $ (0.56) | $ 7.88 | $ 0.33 | $ 10.67 | |
Statutory tax rate | 26% | 26% | 26% | 26% | |
Stock Options | |||||
Effect of dilutive securities: | |||||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 5,306,955 | 1,057,673 | 0 | 1,130,197 | |
[1]The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.0% estimated annualized statutory corporate tax rate for both the three and six months ended June 30, 2024 and the three and six months ended June 30, 2023), attributable to the converted 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 performance share 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 performance share units and options and warrants to purchase 5,306,955 PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three months ended June 30, 2024 (zero shares for the six months ended June 30, 2024). Common stock equivalents exclude the effects of performance share units and options and warrants to purchase 1,057,673 and 1,130,197 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three and six months ended June 30, 2023. For periods showing a net loss, all common stock equivalents and unvested restricted stock are considered anti-dilutive. |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Class A Common Stock - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Aug. 01, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Repurchase Program | |||||
Subsequent Event [Line Items] | |||||
Shares acquired (in shares) | 1,952,089 | 2,663,591 | 4,513,149 | 6,710,877 | |
Shares acquired, value | $ 100.1 | $ 100 | $ 225.1 | $ 267.6 | |
Subsequent Event | |||||
Subsequent Event [Line Items] | |||||
Dividends declared (in dollars per share) | $ 0.25 |