Document and Entity Information
Document and Entity Information Document - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 10, 2016 | |
Entity Information [Line Items] | ||
Entity Registrant Name | PBF HOLDING CO LLC | |
Entity Central Index Key | 1,566,011 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Common Stock, Shares Outstanding | 0 | |
PBF Finance Corporation [Member] | ||
Entity Information [Line Items] | ||
Entity Registrant Name | PBF FINANCE CORPORATION | |
Entity Central Index Key | 1,566,097 | |
Entity Common Stock, Shares Outstanding | 100 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 519,375 | $ 914,749 | $ 369,421 | $ 218,403 |
Accounts receivable | 649,657 | 454,759 | ||
Accounts receivable - affiliate | 3,041 | 3,438 | ||
Inventories | 1,845,595 | 1,174,272 | ||
Prepaid expense and other current assets | 55,090 | 33,701 | ||
Total current assets | 3,072,758 | 2,580,919 | ||
Property, plant and equipment, net | 2,659,383 | 2,211,090 | ||
Investment in equity method investee | 176,267 | 0 | ||
Deferred charges and other assets, net | 449,271 | 290,713 | ||
Total assets | 6,357,679 | 5,082,722 | ||
Current liabilities: | ||||
Accounts payable | 367,829 | 314,843 | ||
Accounts payable - affiliate | 31,746 | 23,949 | ||
Accrued expenses | 1,521,488 | 1,117,435 | ||
Deferred tax liabilities | 27,989 | 0 | ||
Deferred revenue | 12,072 | 4,043 | ||
Total current liabilities | 1,961,124 | 1,460,270 | ||
Delaware Economic Development Authority loan | 4,000 | 4,000 | ||
Long-term debt | 1,794,367 | 1,236,720 | ||
Affiliate notes payable | 470,165 | 470,047 | ||
Deferred tax liabilities | 25,721 | 20,577 | ||
Other long-term liabilities | 213,635 | 69,824 | ||
Total liabilities | 4,469,012 | 3,261,438 | ||
Commitments and contingencies (Note 9) | ||||
Equity: | ||||
Member's equity | 1,494,477 | 1,479,175 | ||
Retained earnings | 404,777 | 349,654 | ||
Accumulated other comprehensive loss | (23,307) | (24,770) | ||
Total PBF Holding Company LLC equity | 1,875,947 | 1,804,059 | ||
Noncontrolling interest | 12,720 | 17,225 | ||
Total equity | 1,888,667 | 1,821,284 | ||
Total liabilities and equity | $ 6,357,679 | $ 5,082,722 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | $ 4,508,613 | $ 3,217,640 | $ 11,164,571 | $ 9,763,440 |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | 3,904,258 | 2,858,409 | 9,634,989 | 8,414,423 |
Operating expenses, excluding depreciation | 404,045 | 200,014 | 972,223 | 625,542 |
General and administrative expenses | 39,912 | 47,802 | 111,272 | 116,115 |
Equity (income) loss in investee | (1,621) | 0 | (1,621) | 0 |
Loss (gain) on sale of assets | 8,159 | (142) | 11,381 | (1,133) |
Depreciation and amortization expense | 52,678 | 46,484 | 155,890 | 139,757 |
Total cost and expenses | 4,407,431 | 3,152,567 | 10,884,134 | 9,294,704 |
Income from operations | 101,182 | 65,073 | 280,437 | 468,736 |
Other income (expenses) | ||||
Change in fair value of catalyst leases | 77 | 4,994 | (4,556) | 8,982 |
Interest expense, net | (33,896) | (21,888) | (98,446) | (65,915) |
Income before income taxes | 67,363 | 48,179 | 177,435 | 411,803 |
Income tax expense | 2,291 | 0 | 29,287 | 0 |
Net income | 65,072 | 48,179 | 148,148 | 411,803 |
Less: net income attributable to noncontrolling interests | 45 | 0 | 438 | 0 |
Net income attributable to PBF Holding Company LLC | $ 65,027 | $ 48,179 | $ 147,710 | $ 411,803 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Net income | $ 65,072 | $ 48,179 | $ 148,148 | $ 411,803 |
Other comprehensive income: | ||||
Unrealized gain (loss) on available for sale securities | (76) | 119 | 329 | 115 |
Net gain on pension and other postretirement benefits | 502 | 400 | 1,134 | 1,200 |
Total other comprehensive income | 426 | 519 | 1,463 | 1,315 |
Comprehensive income | 65,498 | 48,698 | 149,611 | 413,118 |
Less: comprehensive income attributable to noncontrolling interests | 45 | 0 | 438 | 0 |
Comprehensive income attributable to PBF Holding Company LLC | $ 65,453 | $ 48,698 | $ 149,173 | $ 413,118 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Statement of Cash Flows [Abstract] | ||
Net income | $ 148,148 | $ 411,803 |
Adjustments to reconcile net income to net cash provided by operations: | ||
Depreciation and amortization | 162,565 | 145,975 |
Stock-based compensation | 12,658 | 6,329 |
Change in fair value of catalyst lease obligations | 4,556 | (8,982) |
Deferred income taxes | 27,813 | 0 |
Change in non-cash lower of cost or market inventory adjustment | (320,833) | 81,147 |
Non-cash change in inventory repurchase obligations | 29,317 | 53,370 |
Pension and other post retirement benefit costs | 25,894 | 19,340 |
Equity (income) loss in investee | (1,621) | 0 |
Loss (gain) on sale of assets | 11,381 | (1,133) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (194,898) | 155,645 |
Due to/from affiliates | 8,194 | 12,566 |
Inventories | 54,052 | (110,830) |
Prepaid expense and other current assets | (20,203) | (22,995) |
Accounts payable | 50,297 | (122,748) |
Accrued expenses | 308,047 | (342,781) |
Deferred revenue | 8,029 | 2,947 |
Other assets and liabilities | (21,880) | (21,884) |
Net cash provided by operations | 291,516 | 257,769 |
Cash flows from investing activities: | ||
Acquisition of Torrance refinery and related logistics assets | (971,932) | 0 |
Expenditures for property, plant and equipment | (187,743) | (287,931) |
Expenditures for deferred turnaround costs | (138,936) | (39,725) |
Expenditures for other assets | (27,735) | (7,275) |
Chalmette Acquisition working capital settlement | 2,659 | 0 |
Proceeds from sale of assets | 13,030 | 168,270 |
Net cash used in investing activities | (1,315,975) | (166,661) |
Cash flows from financing activities: | ||
Contributions from PBF LLC related to TVPC | 175,000 | 0 |
Distributions to members | (92,503) | 0 |
Proceeds from affiliate notes payable | 635 | 29,773 |
Repayment of affiliate notes payable | (517) | 0 |
Proceeds from Rail Facility revolver borrowings | 0 | 102,075 |
Repayments of Rail Facility revolver borrowings | 11,457 | 71,938 |
Proceeds from revolver borrowings | 550,000 | 0 |
Proceeds from catalyst lease | 7,927 | 0 |
Net cash provided by financing activities | 629,085 | 59,910 |
Net (decrease) increase in cash and cash equivalents | (395,374) | 151,018 |
Cash and equivalents, beginning of period | 914,749 | 218,403 |
Cash and equivalents, end of period | 519,375 | 369,421 |
Non-cash activities: | ||
Accrued distributions | 0 | 268,066 |
Distribution of assets to PBF Energy Company LLC | 173,426 | 15,975 |
Accrued construction in progress and unpaid fixed assets | $ 16,813 | $ 4,670 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2016 | |
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 Holding Company LLC ("PBF Holding" or the "Company"), a Delaware limited liability company, together with its consolidated subsidiaries, owns and operates oil refineries and related facilities in North America. PBF Holding is a wholly-owned subsidiary of PBF Energy Company LLC ("PBF LLC"). PBF Energy Inc. ("PBF Energy") is the sole managing member of, and owner of an equity interest representing approximately 95.2% of the outstanding economic interest in, PBF LLC as of September 30, 2016 . PBF Finance Corporation ("PBF Finance") is a wholly-owned subsidiary of PBF Holding. Delaware City Refining Company LLC ("Delaware City Refining" or "DCR"), PBF Power Marketing LLC, PBF Energy Limited, Paulsboro Refining Company LLC ("Paulsboro Refining"), Paulsboro Natural Gas Pipeline Company LLC, Toledo Refining Company LLC ("Toledo Refining" or "TRC"), Chalmette Refining, L.L.C. (“Chalmette Refining”) and PBF Western Region LLC (“PBF Western Region”) are PBF LLC’s principal operating subsidiaries and are all wholly-owned subsidiaries of PBF Holding. PBF Western Region owns Torrance Refining Company LLC and Torrance Logistics Company LLC, which collectively own the operating assets of the Torrance refinery and related logistics assets. In addition, PBF LLC, through Chalmette Refining, holds a 100% interest in MOEM Pipeline LLC and an 80% interest in and consolidates Collins Pipeline Company and T&M Terminal Company. Collectively, PBF Holding and its consolidated subsidiaries are referred to hereinafter as the "Company". On May 14, 2014, PBF Logistics LP ("PBFX"), a Delaware master limited partnership, completed its initial public offering (the "PBFX Offering") of 15,812,500 common units. Subsequent to the PBFX Offering, PBF Holding and PBF LLC entered into a series of drop-down transactions with PBFX. During 2014, PBF Holding distributed to PBF LLC all of the equity interests of certain of its wholly-owned subsidiaries, whose assets consist of a heavy crude oil rail unloading facility (also, capable of unloading light crude oil) at the Delaware City refinery (the "DCR West Rack") and a tank farm and related facilities located at our Toledo refinery, including a propane storage and loading facility (the "Toledo Storage Facility"), which were subsequently acquired by PBFX. In addition, on May 14, 2015, PBF Holding distributed to PBF LLC, which subsequently contributed to PBFX, all of the issued and outstanding limited liability company interests of Delaware Pipeline Company LLC and Delaware City Logistics Company LLC, whose assets consist of a product pipeline, truck rack and related facilities located at our Delaware City refinery (collectively referred to as the “Delaware City Products Pipeline and Truck Rack”). On August 31, 2016, PBFX entered into a contribution agreement (the "TVPC Contribution Agreement") between PBFX and PBF LLC. Pursuant to the TVPC Contribution Agreement, PBFX acquired from PBF LLC 50% of the issued and outstanding limited liability company interests of Torrance Valley Pipeline Company LLC (“TVPC”), whose assets consist of the San Joaquin Valley Pipeline system (which was acquired as a part of the Torrance Acquisition as defined in "Note 2 - Acquisitions"), including the M55, M1 and M70 pipelines including pipeline stations with tankage and truck unloading capability (collectively, the “Torrance Valley Pipeline"). The total consideration paid to PBF LLC was $ 175,000 in cash, which was subsequently contributed to PBF Holding. Refer to "Note 8 - Related Party Transactions" of our Notes to Condensed Consolidated Financial Statements for further information on agreements entered into with PBFX. On August 31, 2016, in connection with the TVPC Contribution Agreement, PBF Holding contributed 50% of the issued and outstanding limited liability company interests of TVPC to PBF LLC. Substantially all of the Company’s operations are in the United States. As of September 30, 2016 , the Company’s oil refineries are all engaged in the refining of crude oil and other feedstocks into petroleum products, and have been aggregated to form one reportable segment. To generate earnings and cash flows from operations, the Company is primarily dependent upon processing crude oil and selling refined petroleum products at margins sufficient to cover fixed and variable costs and other expenses. Crude oil and refined petroleum products are commodities; and factors largely out of the Company’s control can cause prices to vary over time. The potential margin volatility can have a material effect on the Company’s financial position, earnings and cash flow. Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited condensed consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim condensed consolidated financial statements should be read in conjunction with the financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2015 of PBF Holding Company LLC and PBF Finance Corporation. The results of operations for the three and nine months ended September 30, 2016 are not necessarily indicative of the results to be expected for the full year. Noncontrolling Interest Subsequent to the Chalmette Acquisition (as defined in "Note 2 - Acquisitions"), PBF Holding recorded 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. The Company recorded aggregate earnings related to the noncontrolling interest in these subsidiaries of $45 and $438 for the three and nine months ended September 30, 2016 , respectively. Investment in Equity Method Investee Subsequent to the closing of the TVPC Contribution Agreement, the Company accounts for its 50% equity ownership of TVPC as an investment in an equity method investee. Investee companies that are not consolidated, but over which the Company exercises significant influence, are accounted for under the equity method of accounting. Whether or not the Company exercises significant influence with respect to an investee depends on an evaluation of several factors including, among others, representation on the investee company's board of directors and ownership level, which is generally a 20% to 50% interest in the voting securities of the investee company. Under the equity method of accounting, an investee company's accounts are not reported in the Company's consolidated balance sheets and statements of operations; however, the Company's share of the earnings or losses of the investee company is reflected in the caption ''Equity income (loss) in investee" in the consolidated statements of operations. The Company's carrying value in an equity method investee company is reported in the caption ''Investment in equity method investee'' in the Company's consolidated balance sheets. When the Company's carrying value in an equity method investee company is reduced to zero, no further losses are recorded in the Company's consolidated financial statements unless the Company guaranteed obligations of the investee company or has committed additional funding. When the investee company subsequently reports income, the Company will not record its share of such income until it equals or exceeds the amount of its share of losses not previously recognized. Prior Period Correction During the quarter ended March 31, 2016, the Company recorded an out-of-period adjustment increasing deferred income tax liabilities and income tax expense by $30,481 as described in "Note 6 - Income Taxes" of our Notes to Condensed Consolidated Financial Statements. The Company has considered existing guidance in evaluating whether a restatement of prior financial statements is required as a result of these misstatements. The Company has quantitatively and qualitatively assessed the materiality of the errors and concluded that this correction did not have a material impact on the financial statements as of and for the three months ended March 31, 2016 nor as of and for the nine months ended September 30, 2016 and the errors were not material to the prior period financial statements, and accordingly, the Company has not restated any prior period amounts. Recently Adopted Accounting Guidance Effective January 1, 2016, the Company adopted Accounting Standard Update ("ASU") No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis" ("ASU 2015-02"), which changed existing consolidation requirements associated with the analysis a reporting entity must perform to determine whether it should consolidate certain types of legal entities, including limited partnerships and variable interest entities. The Company’s adoption of this guidance did not impact our consolidated financial statements. Effective January 1, 2016, the Company adopted ASU No. 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments" ("ASU 2015-16"), which requires (i) that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, (ii) that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date, (iii) that an entity present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The adoption of this guidance did not materially affect any of the Company's financial statements or related disclosures. Recent Accounting Pronouncements In August 2015, the Financial Accounting Standards Board ("FASB") issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” (“ASU 2015-14”), which defers the effective date of ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”) for all entities by one year. Additional ASUs have been issued in 2016 that provide certain implementation guidance related to ASU 2014-09 (collectively, the Company refers to ASU 2014-09 and these additional ASUs as the "Updated Revenue Recognition Guidance"). The Updated Revenue Recognition Guidance will replace most existing revenue recognition guidance in GAAP when it becomes effective. Under ASU 2015-14, this guidance becomes effective for interim and annual periods beginning after December 15, 2017 and permits the use of either the retrospective or cumulative effect transition method. Under ASU 2015-14, early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU No. 2015-17, “Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”), which requires deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. Under ASU 2015-17, this guidance becomes effective for annual periods beginning after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016 and interim periods within those years with early adoption permitted as of the beginning of an annual or interim period after the issuance of the ASU. The Company expects that the impact of adopting this new standard will be to reclassify all of its current deferred tax assets and deferred tax liabilities to a net noncurrent asset or liability on its balance sheet. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”), which amends how entities measure equity investments that do not result in consolidation and are not accounted for under the equity method and how they present changes in the fair value of financial liabilities measured under the fair value option that are attributable to their own credit. ASU 2016-01 also changes certain disclosure requirements and other aspects of current GAAP but does not change the guidance for classifying and measuring investments in debt securities and loans. Under ASU 2016-01, this guidance becomes effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted in certain circumstances. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), to increase the transparency and comparability about leases among entities. The new guidance requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-06, “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments No. 2016-06 March 2016 a consensus of the FASB Emerging Issues Task Force” (“ASU 2016-06”), to increase consistency in practice in applying guidance on determining if an embedded derivative is clearly and closely related to the economic characteristics of the host contract, specifically for assessing whether call (put) options that can accelerate the repayment of principal on a debt instrument meet the clearly and closely related criterion. The guidance in ASU 2016-06 applies to all entities that are issuers of or investors in debt instruments (or hybrid financial instruments that are determined to have a debt host) with embedded call (put) options. ASU 2016-06 is effective for interim and annual periods beginning after December 15, 2016, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”) which is intended to simplify certain aspects of the accounting for share-based payments to employees. The guidance in ASU 2016-09 requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled rather than recording excess tax benefits or deficiencies in additional paid-in capital. The guidance in ASU 2016-09 also allows an employer to repurchase more of an employee’s shares than it can today for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. ASU 2016-09 also contains additional guidance for nonpublic entities that do not apply to the Company. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) which requires credit losses on available-for-sale debt securities to be presented as an allowance rather than as a write-down. ASU 2016-13 is effective for interim and annual periods beginning after December 15, 2019, and requires a modified retrospective approach to adoption. Early adoption is permitted for interim and annual periods beginning after December 15, 2018. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments" ("ASU 2016-15"), which reduces the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory" ("ASU 2016-16"), which reduces the existing diversity in practice in how income tax consequences of an intra-entity transfer of an asset other than inventory should be recognized. The amendments in ASU 2016-16 require an entity to recognize such income tax consequences when the intra-entity transfer occurs rather than waiting until such time as the asset has been sold to an outside party. The amendments do not contain any new disclosure requirements but point out that certain existing income tax disclosures might be applicable in the period an intra-entity transfer of an asset other than inventory occurs. ASU 2016-16 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted as of the beginning of an annual reporting period for which interim or annual statements have not been issued. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-17, "Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control" ("ASU 2016-2017"), which amends the consolidation guidance on how a reporting entity that is the single decision maker of a variable interest entity (“VIE”) should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The amendments in this ASU do not change the characteristics of a primary beneficiary in current GAAP. The amendments in this ASU require that reporting entity, in determining whether it satisfies the second characteristic of a primary beneficiary, to include all of its direct variable interests in a VIE and, on a proportionate basis, its indirect variable interests in a VIE held through related parties, including related parties that are under common control with the reporting entity. ASU 2016-2017 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Chalmette Acquisition On November 1, 2015, the Company acquired from ExxonMobil Oil Corporation, Mobil Pipe Line Company and PDV Chalmette, L.L.C., 100% of the ownership interests of Chalmette Refining, which owns the Chalmette refinery and related logistics assets (collectively, the “Chalmette Acquisition”). The Chalmette refinery, located outside of New Orleans, Louisiana, is a dual-train coking refinery and is capable of processing both light and heavy crude oil. Subsequent to the closing of the Chalmette Acquisition, Chalmette Refining is a wholly-owned subsidiary of PBF Holding. Chalmette Refining is strategically positioned on the Gulf Coast with logistics connectivity that offers flexible raw material sourcing and product distribution opportunities, including the potential to export products and provides geographic diversification into PADD 3. Chalmette Refining owns 100% of the MOEM Pipeline, providing access to the Empire Terminal, as well as the CAM Connection Pipeline, providing access to the Louisiana Offshore Oil Port facility through a third party pipeline. Chalmette Refining also owns 80% of each of the Collins Pipeline Company and T&M Terminal Company, both located in Collins, Mississippi, which provide a clean products outlet for the refinery to the Plantation and Colonial Pipelines. Also included in the acquisition are a marine terminal capable of importing waterborne feedstocks and loading or unloading finished products; a clean products truck rack which provides access to local markets; and a crude and product storage facility. The aggregate purchase price for the Chalmette Acquisition was $322,000 in cash, plus inventory and final working capital of $245,963 . As described below, the valuation of the working capital was finalized in the first quarter of 2016. The transaction was financed through a combination of cash on hand and borrowings under the Company’s asset based revolving credit agreement (the "Revolving Loan"). The Company accounted for the Chalmette Acquisition as a business combination under GAAP whereby we recognize assets acquired and liabilities assumed in an acquisition at their estimated fair values as of the date of acquisition. Any excess consideration transferred over the estimated fair values of the identifiable net assets acquired is recorded as goodwill. The final purchase price and fair value allocation were completed as of March 31, 2016. During the measurement period, which ended in March 2016, adjustments were made to the Company's preliminary fair value estimates related primarily to inventories and accounts payable. The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Net cash $ 587,005 Cash acquired (19,042 ) Total consideration $ 567,963 The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Accounts receivable $ 1,126 Inventories 271,434 Prepaid expenses and other current assets 913 Property, plant and equipment 356,961 Deferred charges and other assets 8,312 Accounts payable (4,870 ) Accrued expenses (28,371 ) Deferred tax liability (25,721 ) Noncontrolling interests (11,821 ) Fair value of net assets acquired $ 567,963 In addition, in connection with the acquisition of Chalmette Refining, the Company acquired Collins Pipeline Company and T&M Terminal Company, which are both C-corporations for tax purposes. As a result, the Company recognized a deferred tax liability of $25,721 attributable to the book and tax basis difference in the C-corporation assets, which had a corresponding impact on noncontrolling interests of $5,144 . The Company’s condensed consolidated financial statements for the three and nine months ended September 30, 2016 include the results of operations of the Chalmette refinery whereas the same periods in 2015 do not include the results of operations of the Chalmette refinery. On an unaudited pro forma basis, the revenues and net income of the Company assuming the acquisition had occurred on January 1, 2014, are shown below. The unaudited pro forma information does not purport to present what the Company’s actual results would have been had the acquisition occurred on January 1, 2014, nor is the financial information indicative of the results of future operations. The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the financing of the Chalmette Acquisition. Nine Months Ended September 30, 2015 Pro forma revenues $ 13,151,698 Pro forma net income attributable to PBF Holding Company LLC $ 682,671 The unaudited amount of revenues and net income above have been calculated after conforming Chalmette Refining's accounting policies to those of the Company and certain one-time adjustments. Torrance Acquisition On July 1, 2016, the Company acquired from ExxonMobil Oil Corporation and its subsidiary, Mobil Pacific Pipe Line Company, the Torrance refinery and related logistics assets (collectively, the "Torrance Acquisition"). The Torrance refinery, located in Torrance, California, is a high-conversion, delayed-coking refinery. The facility is strategically positioned in Southern California with advantaged logistics connectivity that offers flexible raw material sourcing and product distribution opportunities primarily in the California, Las Vegas and Phoenix area markets. The Torrance Acquisition provides the Company with a broader more diversified asset base and increases the number of operating refineries from four to five and the Company's combined crude oil throughput capacity. The acquisition also provides the Company with a presence in the attractive PADD 5 market. In addition to refining assets, the transaction includes a number of high-quality logistics assets including a sophisticated network of crude and products pipelines, product distribution terminals and refinery crude and product storage facilities. The most significant of the logistics assets is a crude gathering and transportation system which delivers San Joaquin Valley crude oil directly from the field to the refinery. Additionally, included in the transaction are several pipelines which provide access to sources of crude oil including the Ports of Long Beach and Los Angeles, as well as clean product outlets with a direct pipeline supplying jet fuel to the Los Angeles airport. The aggregate purchase price for the Torrance Acquisition was $521,350 in cash including post close purchase price adjustments, plus working capital of $450,582 . In addition, the Company assumed certain pre-existing environmental and regulatory emission credit obligations in connection with the Torrance Acquisition. The transaction was financed through a combination of cash on hand including proceeds from PBF Energy's October 2015 equity offering and borrowings under our Revolving Loan. The Company accounted for the Torrance Acquisition as a business combination under GAAP whereby we recognize assets acquired and liabilities assumed in an acquisition at their estimated fair values as of the date of acquisition. The purchase price and fair value allocation may be subject to adjustment pending completion of the final purchase valuation which was in process as of September 30, 2016. The total purchase consideration and the fair values of the assets and liabilities at the acquisition date, which may be subject to adjustment as noted above, were as follows: Purchase Price Gross purchase price $ 537,500 Working capital 450,582 Post close purchase price adjustments (16,150 ) Total consideration $ 971,932 The following table summarizes the preliminary amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Inventories $ 404,542 Prepaid expenses and other current assets 1,186 Property, plant and equipment 701,617 Deferred charges and other assets, net 68,053 Accounts payable (2,688 ) Accrued expenses (62,311 ) Other long-term liabilities (138,467 ) Fair value of net assets acquired $ 971,932 The Company’s condensed consolidated financial statements for the three and nine months ended September 30, 2016 include the results of operations of the Torrance refinery and related logistics assets subsequent to the Torrance Acquisition whereas the same periods in 2015 do not include the results of operations of such assets. During the period since its acquisition on July 1, 2016, the Torrance refinery contributed revenues of $ 928,225 and net income of $ 51,457 . On an unaudited pro forma basis, the revenues and net income of the Company assuming the Torrance Acquisition had occurred on January 1, 2015, are shown below. The unaudited pro forma information does not purport to present what the Company’s actual results would have been had the acquisition occurred on January 1, 2015, nor is the financial information indicative of the results of future operations. The unaudited pro forma financial information includes the depreciation and amortization expense attributable to the Torrance Acquisition and interest expense associated with the related financing. The unaudited amount of revenues and net income above have been calculated after conforming accounting policies of the Torrance refinery and related logistics assets to those of the Company and certain one-time adjustments. Nine Months Ended September 30, 2016 Nine Months Ended September 30, 2015 Pro forma revenues $ 12,243,582 $ 12,195,070 Pro forma net income (loss) attributable to PBF Holding LLC $ (60,908 ) $ 115,236 Acquisition Expenses The Company incurred acquisition related costs consisting primarily of consulting and legal expenses related to the Chalmette Acquisition, the Torrance Acquisition, and other pending and non-consummated acquisitions of $3,912 and $13,622 in the three and nine months ended September 30, 2016 , respectively. In the three and nine months ended September 30, 2015 , the Company incurred acquisition related costs of $1,555 and $1,704 respectively. These costs are included in the condensed consolidated statements of operations in General and administrative expenses. |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: September 30, 2016 Titled Inventory Inventory Supply and Intermediation Arrangements Total Crude oil and feedstocks $ 1,218,399 $ — $ 1,218,399 Refined products and blendstocks 976,556 359,297 1,335,853 Warehouse stock and other 87,846 — 87,846 $ 2,282,801 $ 359,297 $ 2,642,098 Lower of cost or market reserve (677,448 ) (119,055 ) (796,503 ) Total inventories $ 1,605,353 $ 240,242 $ 1,845,595 December 31, 2015 Titled Inventory Inventory Supply and Intermediation Arrangements Total Crude oil and feedstocks $ 1,137,605 $ — $ 1,137,605 Refined products and blendstocks 687,389 411,357 1,098,746 Warehouse stock and other 55,257 — 55,257 $ 1,880,251 $ 411,357 $ 2,291,608 Lower of cost or market reserve (966,564 ) (150,772 ) (1,117,336 ) Total inventories $ 913,687 $ 260,585 $ 1,174,272 Inventory under inventory supply and intermediation arrangements included certain crude oil stored at the Company’s Delaware City refinery's storage facilities that the Company was obligated to purchase as it was consumed in connection with its Crude Supply Agreement that expired on December 31, 2015; and light finished products sold to counterparties in connection with the A&R Intermediation Agreements and stored in the Paulsboro and Delaware City refineries' storage facilities. Due to the lower crude oil and refined product pricing environment beginning at the end of 2014 and continuing throughout 2015 and 2016, the Company recorded adjustments to value its inventories to the lower of cost or market. During the three months ended September 30, 2016 , the Company recorded an adjustment to value its inventories to the lower of cost or market which increased both operating income and net income by $103,990 reflecting the net change in the lower of cost or market inventory reserve from $900,493 at June 30, 2016 to $796,503 at September 30, 2016 . During the nine months ended September 30, 2016 , the Company recorded an adjustment to value its inventories to the lower of cost or market which increased both operating income and net income by $320,833 reflecting the net change in the lower of cost or market inventory reserve from $1,117,336 at December 31, 2015 to $796,503 at September 30, 2016 . During the three months ended September 30, 2015 , the Company recorded an adjustment to value its inventories to the lower of cost or market which decreased both operating income and net income by $208,313 reflecting the net change in the lower of cost or market inventory reserve from $562,944 at June 30, 2015 to $771,257 at September 30, 2015 . During the nine months ended September 30, 2015 the Company recorded an adjustment to value its inventories to the lower of cost or market which decreased both operating income and net income by $81,147 reflecting the net change in the lower of cost or market inventory reserve from $690,110 at December 31, 2014 to $771,257 at September 30, 2015 . |
DEFERRED CHARGES AND OTHER ASSE
DEFERRED CHARGES AND OTHER ASSETS, NET | 9 Months Ended |
Sep. 30, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
DEFERRED CHARGES AND OTHER ASSETS, NET | DEFERRED CHARGES AND OTHER ASSETS, NET Deferred charges and other assets, net consisted of the following: September 30, December 31, Deferred turnaround costs, net $ 253,823 $ 177,236 Catalyst, net 106,311 77,725 Linefill 19,485 13,504 Restricted cash 1,500 1,500 Environmental credits 37,811 — Intangible assets, net 598 219 Other 29,743 20,529 Total deferred charges and other assets, net $ 449,271 $ 290,713 |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2016 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following: September 30, December 31, Inventory-related accruals $ 845,772 $ 548,800 Inventory supply and intermediation arrangements 245,983 252,380 Renewable energy credit and emissions obligations 106,366 19,472 Accrued transportation costs 96,479 91,546 Excise and sales tax payable 70,871 34,129 Accrued utilities 39,390 25,192 Accrued interest 31,838 22,313 Accrued salaries and benefits 14,434 61,011 Accrued construction in progress 14,203 7,400 Customer deposits 12,871 20,395 Environmental liabilities 9,525 — Other 33,756 34,797 Total accrued expenses $ 1,521,488 $ 1,117,435 The Company has the obligation to repurchase certain intermediates and finished products that are held in the Company’s refinery storage tanks at the Delaware City and Paulsboro refineries in accordance with the A&R Intermediation Agreements with J. Aron & Company, a subsidiary of The Goldman Sachs Group, Inc. ("J. Aron"). As of September 30, 2016 and December 31, 2015 , a liability is recognized for the Inventory supply and intermediation arrangements and is recorded at market price for the J. Aron owned inventory held in the Company's storage tanks under the A&R Inventory Intermediation Agreements, with any change in the market price being recorded in cost of sales. The Company is subject to obligations to purchase Renewable Identification Numbers ("RINs") required to comply with the Renewable Fuels Standard. The Company's overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by the Environmental Protection Agency ("EPA"). To the degree the Company is unable to blend the required amount of biofuels to satisfy its RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid expenses and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES PBF Holding is a limited liability company treated as a "flow-through" entity for income tax purposes. Accordingly, there is generally no benefit or provision for federal or state income tax in the PBF Holding financial statements apart from the income tax attributable to two subsidiaries acquired in connection with the acquisition of Chalmette Refining in the fourth quarter of 2015 and its wholly-owned Canadian subsidiary, PBF Energy Limited ("PBF Ltd."). The two subsidiaries acquired in connection with the Chalmette Acquisition are treated as C-Corporations for income tax purposes. The two acquired subsidiaries incurred $348 and $1,512 of current income tax expense for the three and nine months ended September 30, 2016 , respectively. For the three months ended September 30, 2016 , PBF Holding incurred a current tax expense and deferred tax expense in its income statement of $41 and $1,902 , respectively, attributable to PBF Ltd. For the nine months ended September 30, 2016 , PBF Holding incurred a current tax benefit and deferred tax expense in its income statement of $38 and $27,813 , respectively, attributable to PBF Ltd. During the preparation of the financial statements for the first quarter of 2016, management determined that the deferred income tax liabilities for PBF Ltd. were understated for prior periods. As of and for the three months ended March 31, 2016, the Company incurred $30,602 of deferred tax expense and $121 of current tax expense relating to a correction of prior periods which increased the recorded deferred and current tax liabilities by $30,602 and $121 , respectively. This correction of prior periods did not impact the results for the third quarter of 2016. |
AFFILIATE NOTE PAYABLE
AFFILIATE NOTE PAYABLE | 9 Months Ended |
Sep. 30, 2016 | |
INTERCOMPANY NOTE PAYABLE [Abstract] | |
AFFILIATE NOTE PAYABLE | AFFILIATE NOTES PAYABLE As of September 30, 2016 , PBF Holding had outstanding notes payable with PBF Energy and PBF LLC for an aggregate principal amount of $470,165 ( $470,047 as of December 31, 2015 ). The notes have an interest rate of 2.5% and a five year term but may be prepaid in whole or in part at any time, at the option of PBF Holding, without penalty or premium. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS TVPC Contribution On August 31, 2016, PBF Holding contributed 50% of the issued and outstanding limited liability company interests of TVPC to PBF LLC. PBFX then acquired 50% of the issued and outstanding limited liability company interests of TVPC from PBF LLC pursuant to the TVPC Contribution Agreement. TVPC's assets consist of the Torrance Valley Pipeline. The total consideration paid to PBF LLC was $175,000 in cash, which was funded by PBFX with $20,000 of cash on hand, $76,200 in proceeds from the sale of marketable securities, and $78,800 in net proceeds from the August 2016 PBFX Equity Offering. PBFX’s wholly-owned subsidiary, PBFX Operating Company LP ("PBFX Op Co"), serves as TVPC's managing member. PBFX, through its ownership of PBFX Op Co, has the sole ability to direct the activities of TVPC that most significantly impact its economic performance. Accordingly, PBFX, and not PBF Holding, is considered to be the primary beneficiary for accounting purposes and as a result PBFX fully consolidates TVPC. Subsequent to the TVPC Contribution, PBF Holding records an investment in equity method investee on its balance sheet for the 50% of TVPC that it owns. PBF Holding's equity investment in TVPC is included in our Non-Guarantor results as this subsidiary is not a guarantor of the Senior Secured Notes as disclosed in "Note 14 - Condensed Consolidating Financial Statements of PBF Holding". Commercial Agreements PBF Holding entered into long-term, fee-based commercial agreements with PBFX. Under these agreements, PBFX provides various rail and truck terminaling services, pipeline services and storage services to PBF Holding and PBF Holding has committed to provide PBFX with minimum fees based on minimum monthly throughput volumes. The fees under each of these agreements are indexed for inflation and any increase in operating costs for providing such services to the Company. Prior to the PBFX Offering and completion of the subsequent drop-down transactions with PBFX, PBFX's assets, other than the East Coast Terminals (as defined below), were owned, operated and maintained by PBF Holding. Therefore, PBF Holding did not previously pay a fee for the utilization of the facilities. On April 29, 2016, PBFX closed on the purchase of four refined product terminals located in the greater Philadelphia region (the "East Coast Terminals") from an affiliate of Plains All American Pipeline, L.P. (the "PBFX Plains Asset Purchase"). In connection with the PBFX Plains Asset Purchase, PBFX assumed certain commercial agreements that Plains All American Pipeline, L.P. had previously entered into with PBF Holding and subsequent to the PBFX Plains Asset Purchase on April 29, 2016, PBF Holding entered into additional commercial agreements with PBFX related to the East Coast Terminals. These agreements have initial terms ranging from approximately three months to one year and include: • tank lease agreements, under which PBFX provides tank lease services to PBF Holding at the East Coast Terminals, with fees ranging from $0.45 to $0.55 per barrel received into the tank, up to 448,000 barrels, and $0.30 to $0.351 for all additional barrels received in excess of that amount. Additionally, the lease agreements include ancillary fees for tank to tank transfers; and • terminaling service agreements, under which PBFX provides terminaling and other services to PBF Holding at the East Coast Terminals, with fees ranging from $0.10 to $1.25 per barrel based on services provided, with additional flat rate fees for certain unloading/loading activities at the terminal. The tank lease agreements contain minimum requirements for the amount of leased tank capacity contracted by PBF Holding. Additionally, the fees under each commercial agreement are indexed for inflation based on the changes in the U.S Consumer Price Index for All Urban Consumers (the “CPI-U”). Each of these commercial agreements also include automatic renewal options ranging from three months to one year terms, unless written notice is provided by either PBFX or PBF Holding thirty days prior to the end of the previous term. In connection with the TVPC Contribution Agreement described above, PBF Holding and TVPC entered into a ten-year transportation services agreement (including the services orders thereunder, collectively the “Transportation Services Agreement”) under which PBFX, through TVPC, will provide transportation and storage services to PBF Holding on the Torrance Valley Pipeline in return for throughput fees. The Transportation Services Agreement can be extended by PBF Holding for two additional five -year periods. This agreement includes the following: • Transportation Services. The minimum throughput commitment for transportation services on the northern portion of the Torrance Valley Pipeline is approximately 50,000 barrels per day for a fee equal to $0.5625 per barrel of crude throughput up to the minimum throughput commitment and in excess of the minimum throughput commitment. If PBF Holding does not throughput the aggregate amounts equal to the minimum throughput commitment described above, PBF Holding will be required to pay a shortfall payment equal to the shortfall volume multiplied by the fee of $0.5625 per barrel. The minimum throughput commitment for the southern portion of the Torrance Valley Pipeline is approximately 70,000 bpd with a fee equal to approximately $1.5625 per barrel and a fee of $0.3125 per barrel for amounts in excess of the minimum throughput commitment. If PBF Holding does not throughput the aggregate amounts equal to the minimum throughput commitment described above, PBF Holding will be required to pay a shortfall payment equal to the shortfall volume multiplied by the fee of $1.5625 per barrel; provided, however, that PBF Holding will receive a credit to PBF Holding’s account for the amount of such shortfall, and such credit will be applied in subsequent monthly invoices against excess throughput fees during any of the succeeding three months; and • Storage Services. PBF Holding will pay TVPC $0.85 per barrel fixed rate for the shell capacity of the Midway tank, which rate includes throughput equal to the shell capacity of the tank. PBF Holding will pay $0.85 per barrel fixed rate for each of the Belridge and Emidio storage tanks, which rate includes throughput equal to the shell capacity of each individual storage tank, subject to adjustment. PBF Holding will also pay $0.425 per barrel for throughput in excess of the shell capacity for each storage tank; provided that PBF Holding has a commitment for a minimum incremental throughput in excess of the shell capacity of (A) 715,000 barrels per month for the Belridge Tank (the “Belridge Storage MTC”), and (B) 600,000 barrels per month for the Emidio tank. If, during any month, actual throughput in excess of the shell capacity of all individual storage tanks by PBF Holding is less than the throughput storage minimum commitment, then PBF Holding will pay TVPC an amount equal to the storage rate multiplied by the throughput storage minimum commitment less the actual excess volumes. TVPC is required to maintain the Torrance Valley Pipeline in a condition and with a capacity sufficient to handle a volume of PBF Holding’s crude at least equal to the current operating capacity or the reserved crude capacity, as the case may be, subject to interruptions for routine repairs and maintenance and force majeure events. Failure to meet such obligations may result in a reduction of fees payable under the Transportation Services Agreement. Below is a summary of the commercial agreements entered into during the years ended December 31, 2015 and 2014 with PBFX having initial terms ranging from seven to ten years and corresponding fees for the use of each of the assets (no such agreements were entered into in the nine months ended September 30, 2016 other than in connection with the PBFX Plains Asset Purchase and TVPC Contribution). Each of these commercial agreements contains minimum volume commitments. The fees under each commercial agreement are indexed for inflation and the agreements give PBF Holding the option to renew for two additional five year terms following the expiration of the initial term. • a rail terminaling services agreement with PBFX with an initial term of approximately seven years, under which PBFX provides terminaling services at the DCR Rail Terminal (the "DCR Terminaling Agreement"). Pursuant to the DCR Terminaling Agreement, and based on the change in the U.S. Producer Price Index (the “PPI”), effective January 1, 2016, the terminaling service fee was decreased to $2.014 per barrel up to the minimum throughput commitment and $0.503 per barrel for volumes that exceed the minimum throughput commitment; • a truck unloading and terminaling services agreement with PBFX, with an initial term of approximately seven years, under which PBFX provides terminaling services at the Toledo Truck Terminal (the "Toledo Terminaling Agreement"). Pursuant to the Toledo Terminaling Agreement, and based on the change in the PPI, effective January 1, 2016, the terminaling service fee was decreased to $1.007 per barrel; • a terminaling services agreement, with an initial term of approximately seven years, under which PBFX provides rail terminaling services to PBF Holding at the DCR West Rack (the "West Ladder Rack Terminaling Agreement"); • a storage and terminaling services agreement, with an initial term of ten years, under which PBFX provides storage and terminaling services to PBF Holding at the Toledo Storage Facility (the "Toledo Storage Facility Storage and Terminaling Agreement"). Additionally, the Toledo Storage Facility Storage and Terminaling Agreement contains minimum requirements for the amount of storage contracted by PBF Holding; • a pipeline service agreement with PBFX, with an initial term of approximately ten years, under which PBFX, through Delaware Pipeline Company (“DPC”), provides pipeline services to PBF Holding at the Delaware City Products Pipeline (the "Delaware City Pipeline Services Agreement"). Effective July 2016, the throughput fee was decreased to $0.5396 per barrel due to a decrease in the Federal Energy Regulatory Commission tariff; and • a truck loading service agreement with PBFX, with an initial term of approximately ten years, under which PBFX, through Delaware City Logistics Company LLC (“DCLC”), provides terminaling services to PBF Holding at the Delaware City Truck Rack (the "Delaware City Truck Loading Agreement"). Other Agreements In addition to the commercial agreements described above, PBF Holding also entered into an omnibus agreement with PBFX, PBF GP and PBF LLC, which addresses the payment of an annual fee for the provision of various general and administrative services, among other matters (as amended from time to time, the "Omnibus Agreement").On August 31, 2016, the Omnibus Agreement was amended and restated which increased the annual fee to $ 4,000 to include the Torrance Valley Pipeline. PBF Holding and certain of its subsidiaries entered into an operation and management services and secondment agreement with PBFX under which PBFX reimburses PBF Holding for the provision of certain operational services to PBFX in support of its operations, including operational services performed by certain of PBF Holding's field-level employees (as amended from time to time, the "Services Agreement"). On August 31, 2016, the Services Agreement was amended and restated which increased the annual fee to $6,386 , to include the Torrance Valley Pipeline. Summary of Transactions A summary of revenue and expense transactions with our affiliates is as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Revenues under affiliate agreements: Omnibus Agreement $ 1,201 $ 1,471 $ 3,460 $ 3,941 Services Agreement 1,280 1,122 3,523 3,412 Total expenses under commercial agreements 43,842 37,082 118,356 104,796 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Environmental Matters The Company’s refineries are subject to extensive and frequently changing federal, state and local laws and regulations, including, but not limited to, those relating to the discharge of materials into the environment or that otherwise relate to the protection of the environment, waste management and the characteristics and the compositions of fuels. Compliance with existing and anticipated laws and regulations can increase the overall cost of operating the refineries, including remediation, operating costs and capital costs to construct, maintain and upgrade equipment and facilities. In connection with the Paulsboro refinery acquisition, the Company assumed certain environmental remediation obligations. The environmental liability of $11,198 recorded as of September 30, 2016 ( $10,367 as of December 31, 2015 ) represents the present value of expected future costs discounted at a rate of 8.0% . The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. As of September 30, 2016 and December 31, 2015 , this liability is self-guaranteed by the Company. In connection with the acquisition of the Delaware City assets, Valero Energy Corporation ("Valero") remains responsible for certain pre-acquisition environmental obligations up to $20,000 and the predecessor to Valero in ownership of the refinery retains other historical obligations. In connection with the acquisition of the Delaware City assets and the Paulsboro refinery, the Company and Valero purchased ten year, $75,000 environmental insurance policies to insure against unknown environmental liabilities at each site. In connection with the Toledo refinery acquisition, Sunoco, Inc. (R&M) ("Sunoco") remains responsible for environmental remediation for conditions that existed on the closing date for twenty years from March 1, 2011, subject to certain limitations. In connection with the acquisition of the Chalmette refinery, the Company obtained $3,936 in financial assurance (in the form of a surety bond) to cover estimated potential site remediation costs associated with an agreed to Administrative Order of Consent with the EPA. The estimated cost assumes remedial activities will continue for a minimum of 30 years. Further, in connection with the acquisition of the Chalmette refinery, the Company purchased a ten year, $100,000 environmental insurance policy to insure against unknown environmental liabilities at the refinery. In connection with the acquisition of the Torrance refinery and related logistics assets, the Company assumed certain pre-existing environmental liabilities totaling $146,300 as of September 30, 2016 , related to certain environmental remediation obligations to address existing soil and groundwater contamination and monitoring activities, which reflects the current estimated cost of the remediation obligations. The Company expects to make aggregate payments for this liability of $31,402 over the next five years. The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. In addition, in connection with the acquisition of the Torrance refinery and related logistics assets, the Company purchased a ten year, $100,000 environmental insurance policy to insure against unknown environmental liabilities. Furthermore, in connection with the acquisition, the Company assumed responsibility for certain specified environmental matters that occurred prior to the Company’s ownership of the refinery. Specifically, the Company assumed responsibility for (i) a Notice of Violation issued on March 12, 2015 by the Southern California Air Quality Management District (“SCAQMD”) relating to self-reported Title V deviations for the Torrance Refinery for compliance year 2012, (ii) a Notice of Violation issued on March 10, 2016 for self-reported Title V deviations for the Torrance Refinery for compliance year 2013, (iii) a Notice of Violation issued on March 10, 2016 for self-reported Title V deviations for the Torrance Refinery for compliance year 2014 and (iv) a Notice of Violation issued on March 10, 2016 for self-reported Title V deviations for the Torrance Refinery for compliance year 2015. No settlement or penalty demand have been received to date with respect to these Notices. It is possible that SCAQMD will assess penalties in these matters in excess of $100 but any such amount is not expected to be material to the Company, individually or in the aggregate. In 2010, New York State adopted a Low-Sulfur Heating Oil mandate that, beginning July 1, 2012, requires all heating oil sold in New York State to contain no more than 15 parts per million ("PPM") sulfur. Since July 1, 2012, other states in the Northeast market began requiring heating oil sold in their state to contain no more than 15 PPM sulfur. Currently, all of the Northeastern states and Washington DC have adopted sulfur controls on heating oil. Most of the Northeastern states will now require heating oil with 15 PPM or less sulfur by July 1, 2018 (except for Pennsylvania and Maryland - 500 ppm sulfur required). All of the heating oil the Company currently produces meets these specifications. The mandate and other requirements do not currently have a material impact on the Company's financial position, results of operations or cash flows. The EPA issued the final Tier 3 Gasoline standards on March 3, 2014 under the Clean Air Act. This final rule establishes more stringent vehicle emission standards and further reduces the sulfur content of gasoline starting in January of 2017. The new standard is set at 10 PPM sulfur in gasoline on an annual average basis starting January 1, 2017, with a credit trading program to provide compliance flexibility. The EPA responded to industry comments on the proposed rule and maintained the per gallon sulfur cap on gasoline at the existing 80 PPM cap. The standards set by the new rule are not expected to have a material impact on the Company’s financial position, results of operations or cash flows. The EPA was required to release the final annual standards for the Renewable Fuels Standard (“RFS”) for 2014 no later than November 29, 2013 and for 2015 no later than November 29, 2014. The EPA did not meet these requirements but did release proposed standards for 2014. The EPA did not finalize this proposal in 2014. The EPA published the final 2014-2016 Renewable standards late in 2015. The EPA essentially set the standards for 2014 and 2015 at the estimated actual renewable fuel used in each year given they were for the most part regulating activities that had already occurred. In setting the 2016 standards the EPA recognized the E10 blend wall and used the general waiver authority to set the 2016 renewable fuel requirement lower than the original requirements stated in the Energy Independence Security Act (“EISA”). These new standards are being challenged by both renewable fuel producers and obligated parties in legal actions. The courts are attempting to consolidate some of these challenges. It appears unlikely the courts will be able resolve these issues before EPA releases the final 2017 standards late in 2016 assuming they stay on schedule. The EPA did propose the 2017 standards in May of 2016 and raised the requirements above the 2016 standards. Estimated 2016 production for the two categories are less than half of what will be needed to satisfy the proposed requirements in 2017. It is not clear that renewable fuel producers will be able to produce the volumes of these fuels required for blending in 2017. There are alternative options that could be used to satisfy these demands but using them will draw down available supply of excess RINs sometimes referred to as the “RIN bank” and will tighten the RIN market potentially raising RIN prices further. Industry organizations have pointed out the issues with the proposal to the EPA in commenting on the proposed standards. The EPA is continuing to receive comments on the new proposal and is targeting to release the final rule by the end of November 2016 as required. The Company is currently evaluating the final standards and they may have a material impact on the Company's cost of compliance with RFS 2. The EPA published a Final Rule to the Clean Water Act ("CWA") Section 316(b) in August 2014 regarding cooling water intake structures, which includes requirements for petroleum refineries. The purpose of this rule is to prevent fish from being trapped against cooling water intake screens (impingement) and to prevent fish from being drawn through cooling water systems (entrainment). Facilities will be required to implement Best Technology Available (BTA) as soon as possible, but state agencies have the discretion to establish implementation time lines. The Company continues to evaluate the impact of this regulation, and at this time does not anticipate it having a material impact on the Company’s financial position, results of operations or cash flows. In addition, on December 1, 2015 the EPA finalized revisions to an existing air regulation concerning Maximum Achievable Control Technologies ("MACT") for Petroleum Refineries. The regulation requires additional continuous monitoring systems for eligible process safety valves relieving to atmosphere, minimum flare gas heat (Btu) content, and delayed coke drum vent controls to be installed by January 30, 2019. In addition, a program for ambient fence line monitoring for benzene will need to be implemented by January 30, 2018. The Company is currently evaluating the final standards to evaluate the impact of this regulation, and at this time does not anticipate it will have a material impact on the Company's financial position, results of operations or cash flows. In connection with the closing of the Torrance Acquisition, the Company became subject to greenhouse gas emission control regulations in the state of California to comply with Assembly Bill 32 (“AB 32”). AB 32 created a statewide cap on greenhouse gas emissions, including emissions from transportation fuels, with the aim of returning the state to 1990 emission levels by 2020. AB32 is implemented through two market mechanisms including the Low Carbon Fuel Standard (“LCFS”) and Cap and Trade. The Company is responsible for the AB 32 obligations related to the Torrance refinery beginning on July 1, 2016 and must purchase emission credits to comply with these obligations. Additionally, in September 2016, the state of California enacted Senate Bill 32 (“SB 32”) which further reduces greenhouse gas emissions targets to 40 percent below 1990 levels by 2030. However, subsequent to the acquisition, the Company is recovering the majority of these costs from its customers, and as such does not expect this obligation to materially impact the Company’s financial position, results of operations, or cash flows. To the degree there are unfavorable changes to AB 32 or SB 32 regulations or the Company is unable to recover such compliance costs from customers, these regulations could have a material adverse effect on our financial position, results of operations, and liquidity. The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuels Standard. In late 2015, the Environmental Protection Agency (“EPA”) initiated enforcement proceedings against companies it believes produced invalid RINs. On October 13, 2016, the Company and its subsidiaries including, Toledo Refining Company LLC and Delaware City Refining Company LLC were notified by the EPA that its records indicated that these entities used potentially invalid RINs. The EPA directed each of the subsidiaries to resubmit reports to remove the potentially invalid RINs and to replace the invalid RINs with valid RINs with the same D Code. The Company is in the process of identifying whether any of those RINs are invalid and assessing how the invalid RINs will be replaced, including seeking indemnification from the counterparty who supplied the potentially invalid RINS. While we do not know what actions the EPA will take, or penalties it will impose with respect to these identified RINs or any other RINs we have purchased that the EPA may identify as being invalid, at this time, we do not expect any such action or penalties would have a material effect on our financial condition, results of operations or cash flows. The Company is also currently subject to certain other existing environmental claims and proceedings. The Company believes that there is only a remote possibility that future costs related to any of these other known contingent liability exposures would have a material impact on its financial position, results of operations or cash flows. PBF LLC Limited Liability Company Agreement The holders of limited liability company interests in PBF LLC, including PBF Energy, generally have to include for purposes of calculating their U.S. federal, state and local income taxes their share of any taxable income of PBF LLC, regardless of whether such holders receive cash distributions from PBF LLC. PBF Energy ultimately may not receive cash distributions from PBF LLC equal to its share of such taxable income or even equal to the actual tax due with respect to that income. For example, PBF LLC is required to include in taxable income PBF LLC’s allocable share of PBFX’s taxable income and gains (such share to be determined pursuant to the partnership agreement of PBFX), regardless of the amount of cash distributions received by PBF LLC from PBFX, and such taxable income and gains will flow-through to PBF Energy to the extent of its allocable share of the taxable income of PBF LLC. As a result, at certain times, the amount of cash otherwise ultimately available to PBF Energy on account of its indirect interest in PBFX may not be sufficient for PBF Energy to pay the amount of taxes it will owe on account of its indirect interests in PBFX. Taxable income of PBF LLC generally is allocated to the holders of PBF LLC units (including PBF Energy) pro-rata in accordance with their respective share of the net profits and net losses of PBF LLC. In general, PBF LLC is required to make periodic tax distributions to the members of PBF LLC, including PBF Energy, pro-rata in accordance with their respective percentage interests for such period (as determined under the amended and restated limited liability company agreement of PBF LLC), subject to available cash and applicable law and contractual restrictions (including pursuant to our debt instruments) and based on certain assumptions. Generally, these tax distributions are required to be in an amount equal to our estimate of the taxable income of PBF LLC for the year multiplied by an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate prescribed for an individual or corporate resident in New York, New York (taking into account the nondeductibility of certain expenses). If, with respect to any given calendar year, the aggregate periodic tax distributions were less than the actual taxable income of PBF LLC multiplied by the assumed tax rate, PBF LLC is required to make a “true up” tax distribution, no later than March 15 of the following year, equal to such difference, subject to the available cash and borrowings of PBF LLC. PBF LLC obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. Tax Receivable Agreement PBF Energy (the Company's indirect parent) entered into a tax receivable agreement with the PBF LLC Series A and PBF LLC Series B Unit holders (the “Tax Receivable Agreement”) that provides for the payment by PBF Energy to such persons of an amount equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis, as described below, and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. For purposes of the Tax Receivable Agreement, the benefits deemed realized by PBF Energy will be computed by comparing the actual income tax liability of PBF Energy (calculated with certain assumptions) to the amount of such taxes that PBF Energy would have been required to pay had there been no increase to the tax basis of the assets of PBF LLC as a result of purchases or exchanges of PBF LLC Series A Units for shares of PBF Energy's Class A common stock and had PBF Energy not entered into the Tax Receivable Agreement. The term of the Tax Receivable Agreement will continue until all such tax benefits have been utilized or expired unless: (i) PBF Energy exercises its right to terminate the Tax Receivable Agreement, (ii) PBF Energy breaches any of its material obligations under the Tax Receivable Agreement or (iii) certain changes of control occur, in which case all obligations under the Tax Receivable Agreement will generally be accelerated and due as calculated under certain assumptions. The payment obligations under the Tax Receivable Agreement are obligations of PBF Energy and not of PBF LLC or the Company. In general, PBF Energy expects to obtain funding for these annual payments from PBF LLC, primarily through tax distributions, which PBF LLC makes on a pro-rata basis to its owners. Such owners include PBF Energy, which holds a 95.2% interest in PBF LLC as of September 30, 2016 ( 95.1% as of December 31, 2015 ). PBF LLC obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS In August 2016 the Company amended the PBF Energy Pension Plan and the Post Retirement Medical Plan to, among other things, incorporate into the plan all employees who became employed at the Company's California locations on July 1, 2016, in connection with the Torrance Acquisition. The amendments to the plan were effective as of July 1, 2016. The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: Three Months Ended Nine Months Ended Pension Benefits 2016 2015 2016 2015 Components of net periodic benefit cost: Service cost $ 10,064 $ 5,790 $ 24,743 $ 17,369 Interest cost 772 710 2,323 2,126 Expected return on plan assets (1,234 ) (830 ) (3,447 ) (2,489 ) Amortization of prior service costs 13 13 39 39 Amortization of loss 328 311 716 933 Net periodic benefit cost $ 9,943 $ 5,994 $ 24,374 $ 17,978 Three Months Ended Nine Months Ended Post Retirement Medical Plan 2016 2015 2016 2015 Components of net periodic benefit cost: Service cost $ 304 $ 243 $ 743 $ 731 Interest cost 131 134 398 403 Amortization of prior service costs 161 76 379 228 Amortization of loss — — — — Net periodic benefit cost $ 596 $ 453 $ 1,520 $ 1,362 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2016 | |
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 September 30, 2016 and December 31, 2015 . We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. We have posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet. As of September 30, 2016 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 307,508 $ — $ — $ 307,508 N/A $ 307,508 Commodity contracts 24,086 10,440 382 34,908 (30,065 ) 4,843 Derivatives included with inventory intermediation agreement obligations — 6,194 — 6,194 — 6,194 Liabilities: Commodity contracts 26,618 3,447 — 30,065 (30,065 ) — Catalyst lease obligations — 44,286 — 44,286 — 44,286 As of December 31, 2015 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 631,280 $ — $ — $ 631,280 N/A $ 631,280 Commodity contracts 63,810 31,256 3,543 98,609 (52,482 ) 46,127 Derivatives included with inventory intermediation agreement obligations — 35,511 — 35,511 — 35,511 Liabilities: Commodity contracts 49,960 2,522 — 52,482 (52,482 ) — Catalyst lease obligations — 31,802 — 31,802 — 31,802 The valuation methods used to measure financial instruments at fair value are as follows: • Money market funds categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted market prices and included within Cash and cash equivalents. • The commodity contracts categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted prices in an active market. The commodity contracts categorized in Level 2 of the fair value hierarchy are measured at fair value using a market approach based upon future commodity prices for similar instruments quoted in active markets. • The commodity contracts categorized in Level 3 of the fair value hierarchy consist of commodity price swap contracts that relate to forecasted purchases of crude oil for which quoted forward market prices are not readily available due to market illiquidity. The forward prices used to value these swaps were derived using broker quotes, prices from other third party sources and other available market based data. • The derivatives included with inventory supply arrangement obligations, derivatives included with inventory intermediation agreement obligations and the catalyst lease obligations are categorized in Level 2 of the fair value hierarchy and are measured at fair value using a market approach based upon commodity prices for similar instruments quoted in active markets. 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 September 30, 2016 and December 31, 2015 , $9,773 and $9,325 , 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: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Balance at beginning of period $ 493 $ 1,905 $ 3,543 $ 1,521 Purchases — — — — Settlements (90 ) (1,238 ) (1,093 ) (12,549 ) Unrealized (loss) gain included in earnings (21 ) (852 ) (2,068 ) 10,843 Transfers into Level 3 — — — — Transfers out of Level 3 — — — — Balance at end of period $ 382 $ (185 ) $ 382 $ (185 ) There were no transfers between levels during the three and nine months ended September 30, 2016 and 2015 , respectively. Fair value of debt The table below summarizes the fair value and carrying value of debt as of September 30, 2016 and December 31, 2015 . September 30, 2016 December 31, 2015 Carrying value Fair value Carrying value Fair value Senior Secured Notes due 2020 (a) $ 670,551 $ 697,649 $ 669,644 $ 706,246 Revolving Loan (b) 550,000 550,000 — — Senior Secured Notes due 2023 (a) 500,000 475,031 500,000 492,452 Rail Facility (b) 56,035 56,035 67,491 67,491 Catalyst leases (c) 44,286 44,286 31,802 31,802 1,820,872 1,823,001 1,268,937 1,297,991 Less - Current maturities — — — — Less - Unamortized deferred financing costs 26,505 n/a 32,217 n/a Long-term debt $ 1,794,367 $ 1,823,001 $ 1,236,720 $ 1,297,991 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes. (b) The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. (c) Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. |
DERIVATIVES
DERIVATIVES | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company uses derivative instruments to mitigate certain exposures to commodity price risk. Prior to December 31, 2015, the Company’s crude supply agreement contained purchase obligations for certain volumes of crude oil and other feedstocks. In addition, the Company entered into Inventory Intermediation Agreements commencing in July 2013 that contain purchase obligations for certain volumes of intermediates and refined products. The purchase obligations related to crude oil, feedstocks, intermediates and refined products under these agreements are derivative instruments that have been designated as fair value hedges in order to hedge the commodity price volatility of certain refinery inventory. The fair value of these purchase obligation derivatives is based on market prices of the underlying crude oil and refined products. The level of activity for these derivatives is based on the level of operating inventories. As of September 30, 2016 , there were no barrels of crude oil and feedstocks ( no barrels at December 31, 2015 ) outstanding under these derivative instruments designated as fair value hedges and no barrels ( no barrels at December 31, 2015 ) outstanding under these derivative instruments not designated as hedges. As of September 30, 2016 , there were 3,284,395 barrels of intermediates and refined products ( 3,776,011 barrels at December 31, 2015 ) outstanding under these derivative instruments designated as fair value hedges and no barrels ( no barrels at December 31, 2015 ) outstanding under these derivative instruments not designated as hedges. These volumes represent the notional value of the contract. The Company also enters into economic hedges primarily consisting of commodity derivative contracts that are not designated as hedges and are used to manage price volatility in certain crude oil and feedstock inventories as well as crude oil, feedstock, and refined product sales or purchases. The objective in entering into economic hedges is consistent with the objectives discussed above for fair value hedges. As of September 30, 2016 , there were 22,482,500 barrels of crude oil and 8,927,000 barrels of refined products ( 39,577,000 and 4,599,136 , respectively, as of December 31, 2015 ), outstanding under short and long term commodity derivative contracts not designated as hedges representing the notional value of the contracts. The following tables provide information about the fair values of these derivative instruments as of September 30, 2016 and December 31, 2015 and the line items in the condensed consolidated balance sheet in which the fair values are reflected. Description Balance Sheet Location Fair Value Asset/(Liability) Derivatives designated as hedging instruments: September 30, 2016: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 6,194 December 31, 2015: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 35,511 Derivatives not designated as hedging instruments: September 30, 2016: Commodity contracts Accounts receivable $ 4,843 December 31, 2015: Commodity contracts Accounts receivable $ 46,127 The following table provides information about the gain or loss recognized in income on these derivative instruments and the line items in the condensed consolidated financial statements in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) Recognized in Income on Derivatives Derivatives designated as hedging instruments: For the three months ended September 30, 2016: Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (3,145 ) For the three months ended September 30, 2015: Derivatives included with inventory supply arrangement obligations Cost of sales $ 1,409 Derivatives included with the inventory intermediation agreement obligations Cost of sales $ 34,424 For the nine months ended September 30, 2016: Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (29,317 ) For the nine months ended September 30, 2015: Derivatives included with inventory supply arrangement obligations Cost of sales $ (3,220 ) Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (50,150 ) Derivatives not designated as hedging instruments: For the three months ended September 30, 2016: Commodity contracts Cost of sales $ (15,559 ) For the three months ended September 30, 2015: Commodity contracts Cost of sales $ 31,017 For the nine months ended September 30, 2016: Commodity contracts Cost of sales $ (54,646 ) For the nine months ended September 30, 2015: Commodity contracts Cost of sales $ (14,080 ) Hedged items designated in fair value hedges: For the three months ended September 30, 2016: Intermediate and refined product inventory Cost of sales $ 3,145 For the three months ended September 30, 2015: Crude oil and feedstock inventory Cost of sales $ (1,409 ) Intermediate and refined product inventory Cost of sales $ (34,424 ) For the nine months ended September 30, 2016: Intermediate and refined product inventory Cost of sales $ 29,317 For the nine months ended September 30, 2015: Crude oil and feedstock inventory Cost of sales $ 3,220 Intermediate and refined product inventory Cost of sales $ 50,150 The Company had no ineffectiveness related to the Company's fair value hedges for the three and nine months ended September 30, 2016 and 2015 . |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Catalyst Leases On October 18, 2016, the Company entered into two precious metals leases covering the platinum and palladium catalyst used at its Delaware City refinery. Each lease has a term of three years and will replace two existing precious metals leases that expired on October 21, 2016. The platinum catalyst lease has a fixed interest rate of 1.95% per annum (360 day basis) and annual lease payments of $ 210 . The palladium catalyst lease has a fixed interest rate of 2.05% % per annum (360 day basis) and annual lease payments of $ 30 . On November 4, 2016, the Company entered into a new precious metals lease covering the platinum catalyst used at its Chalmette refinery. The Chalmette catalyst lease has a term of three years, a fixed interest rate of 2.20% per annum (360 day basis), and quarterly lease payments of $43 . Distributions On October 28, 2016, PBF Energy, PBF Holding's indirect parent, declared a dividend of $0.30 per share on its outstanding Class A common stock. The dividend is payable on November 22, 2016 to PBF Energy Class A common stockholders of record at the close of business on November 8, 2016. PBF Holding intends to make a distribution of approximately $30,839 to PBF LLC, which in turn will make pro-rata distributions to its members, including PBF Energy. PBF Energy will then use this distribution to fund the dividend payments to the stockholders of PBF Energy. |
CONDENSED CONSOLIDATING FINANCI
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS | 9 Months Ended |
Sep. 30, 2016 | |
Condensed Financial Information of Subsidiary Disclosure [Abstract] | |
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS | CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING As of September 30, 2016 , PBF Services Company, Delaware City Refining Company LLC, PBF Power Marketing LLC, Paulsboro Refining Company LLC, Paulsboro Natural Gas Pipeline Company LLC, Toledo Refining Company LLC, Chalmette Refining, L.L.C., PBF Western Region LLC, Torrance Refining Company LLC, Torrance Logistics Company LLC and PBF Investments LLC are 100% owned subsidiaries of PBF Holding and serve as guarantors of the obligations under the Senior Secured Notes. These guarantees are full and unconditional and joint and several. For purposes of the following footnote, PBF Holding is referred to as "Issuer." The indentures dated February 9, 2012 and November 24, 2015, among PBF Holding, PBF Finance, the guarantors party thereto and Wilmington Trust, National Association, governs subsidiaries designated as "Guarantor Subsidiaries." PBF Energy Limited, PBF Transportation Company LLC, PBF Rail Logistics Company LLC, MOEM Pipeline LLC, Collins Pipeline Company, T&M Terminal Company, TVPC Holding Company LLC ("TVP Holding"), Torrance Basin Pipeline Company LLC and Torrance Pipeline Company LLC are consolidated subsidiaries of the Company that are not guarantors of the Senior Secured Notes. Additionally, our 50% equity investment in Torrance Valley Pipeline Company, held by TVP Holding is included in our Non-Guarantor financial position and results of operations and cash flows as TVP Holding is not a guarantor of the Senior Secured Notes. The Senior Secured Notes were co-issued by PBF Finance. For purposes of the following footnote, PBF Finance is referred to as “Co-Issuer.” The Co-Issuer has no independent assets or operations. The following supplemental combining and condensed consolidating financial information reflects the Issuer’s separate accounts, the combined accounts of the Guarantor Subsidiaries and the Non-Guarantor Subsidiaries, the combining and consolidating adjustments and eliminations and the Issuer’s consolidated accounts for the dates and periods indicated. For purposes of the following combining and consolidating information, the Issuer’s investment in its subsidiaries and the Guarantor subsidiaries' investments in their subsidiaries are accounted for under the equity method of accounting. CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED) September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 456,179 $ 20,531 $ 44,534 $ (1,869 ) $ 519,375 Accounts receivable 636,625 7,362 5,670 — 649,657 Accounts receivable - affiliate 21 — 3,020 — 3,041 Inventories 1,640,072 — 205,523 — 1,845,595 Prepaid expense and other current assets 30,573 22,026 2,491 — 55,090 Due from related parties 23,111,940 21,567,312 4,215,051 (48,894,303 ) — Total current assets 25,875,410 21,617,231 4,476,289 (48,896,172 ) 3,072,758 Property, plant and equipment, net 34,647 2,303,359 321,377 — 2,659,383 Investment in subsidiaries 1,072,153 605,169 — (1,677,322 ) — Investment in equity method investee — — 176,267 — 176,267 Deferred charges and other assets, net 31,696 416,062 1,513 — 449,271 Total assets $ 27,013,906 $ 24,941,821 $ 4,975,446 $ (50,573,494 ) $ 6,357,679 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 234,062 $ 133,195 $ 2,441 $ (1,869 ) $ 367,829 Accounts payable - affiliate 31,746 — — — 31,746 Accrued expenses 1,240,409 160,036 121,043 — 1,521,488 Deferred tax liabilities — — 27,989 — 27,989 Deferred revenue 10,602 — 1,470 — 12,072 Due to related parties 21,414,670 23,247,282 4,232,351 (48,894,303 ) — Total current liabilities 22,931,489 23,540,513 4,385,294 (48,896,172 ) 1,961,124 Delaware Economic Development Authority loan — 4,000 — — 4,000 Long-term debt 1,694,390 44,219 55,758 — 1,794,367 Affiliate notes payable 470,165 — — — 470,165 Deferred tax liabilities — — 25,721 — 25,721 Other long-term liabilities 29,195 176,821 7,619 — 213,635 Total liabilities 25,125,239 23,765,553 4,474,392 (48,896,172 ) 4,469,012 Commitments and contingencies Equity: Member's equity 1,494,477 1,733,830 433,421 (2,167,251 ) 1,494,477 Retained earnings (accumulated deficit) 404,777 (562,045 ) 67,633 494,412 404,777 Accumulated other comprehensive (loss) income (23,307 ) (8,237 ) — 8,237 (23,307 ) Total PBF Holding Company LLC equity 1,875,947 1,163,548 501,054 (1,664,602 ) 1,875,947 Noncontrolling interest 12,720 12,720 — (12,720 ) 12,720 Total equity 1,888,667 1,176,268 501,054 (1,677,322 ) 1,888,667 Total liabilities and equity $ 27,013,906 $ 24,941,821 $ 4,975,446 $ (50,573,494 ) $ 6,357,679 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED) December 31, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 882,820 $ 6,236 $ 28,968 $ (3,275 ) $ 914,749 Accounts receivable 430,809 11,057 12,893 — 454,759 Accounts receivable - affiliate 917 2,521 — — 3,438 Inventories 608,646 363,151 202,475 — 1,174,272 Prepaid expense and other current assets 24,243 9,074 384 — 33,701 Due from related parties 20,236,649 20,547,503 3,262,382 (44,046,534 ) — Total current assets 22,184,084 20,939,542 3,507,102 (44,049,809 ) 2,580,919 Property, plant and equipment, net 25,240 1,960,066 225,784 — 2,211,090 Investment in subsidiaries 1,740,111 143,349 — (1,883,460 ) — Investment in equity method investee — — — — — Deferred charges and other assets, net 23,973 265,240 1,500 — 290,713 Due from related party - long term — — 20,577 (20,577 ) — Total assets $ 23,973,408 $ 23,308,197 $ 3,754,963 $ (45,953,846 ) $ 5,082,722 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 196,988 $ 113,564 $ 7,566 $ (3,275 ) $ 314,843 Accounts Payable - affiliate 23,949 — — — 23,949 Accrued expenses 503,179 495,842 118,414 — 1,117,435 Deferred revenue 4,043 — — — 4,043 Due to related parties 19,787,807 21,026,310 3,232,417 (44,046,534 ) — Total current liabilities 20,515,966 21,635,716 3,358,397 (44,049,809 ) 1,460,270 Delaware Economic Development Authority loan — 4,000 — — 4,000 Long-term debt 1,137,980 31,717 67,023 — 1,236,720 Affiliate notes payable 470,047 — — — 470,047 Deferred tax liability — — 20,577 — 20,577 Other long-term liabilities 28,131 41,693 — — 69,824 Due to related party - long term — 20,577 — (20,577 ) — Total liabilities 22,152,124 21,733,703 3,445,997 (44,070,386 ) 3,261,438 Commitments and contingencies Equity: Member's equity 1,479,175 1,062,717 182,696 (1,245,413 ) 1,479,175 Retained earnings (accumulated deficit) 349,654 502,788 126,270 (629,058 ) 349,654 Accumulated other comprehensive (loss) income (24,770 ) (8,236 ) — 8,236 (24,770 ) Total PBF Holding Company LLC equity 1,804,059 1,557,269 308,966 (1,866,235 ) 1,804,059 Noncontrolling interest 17,225 17,225 — (17,225 ) 17,225 Total equity 1,821,284 1,574,494 308,966 (1,883,460 ) 1,821,284 Total liabilities and equity $ 23,973,408 $ 23,308,197 $ 3,754,963 $ (45,953,846 ) $ 5,082,722 CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Three Months Ended September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 4,488,925 $ 441,554 $ 345,215 $ (767,081 ) $ 4,508,613 Costs and expenses Cost of sales, excluding depreciation 3,914,018 428,587 328,734 (767,081 ) 3,904,258 Operating expenses, excluding depreciation 25 385,761 18,259 — 404,045 General and administrative expenses 34,820 4,312 780 — 39,912 Equity (income) loss in investee — — (1,621 ) — (1,621 ) Loss (gain) on sale of assets 2,418 73 5,668 — 8,159 Depreciation and amortization expense 1,341 47,472 3,865 — 52,678 3,952,622 866,205 355,685 (767,081 ) 4,407,431 Income (loss) from operations 536,303 (424,651 ) (10,470 ) — 101,182 Other income (expense) Equity in (loss) earnings of subsidiaries (438,249 ) — — 438,249 — Change in fair value of catalyst lease — 77 — — 77 Interest expense, net (32,982 ) (447 ) (467 ) — (33,896 ) Net income (loss) before income taxes 65,072 (425,021 ) (10,937 ) 438,249 67,363 Income tax (benefit) expense — — 2,291 — 2,291 Net income (loss) 65,072 (425,021 ) (13,228 ) 438,249 65,072 Less: net income (loss) attributable to noncontrolling interest 45 45 — (45 ) 45 Net income (loss) attributable to PBF Holding Company LLC $ 65,027 $ (425,066 ) $ (13,228 ) $ 438,294 $ 65,027 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 65,453 $ (425,066 ) $ (13,228 ) $ 438,294 $ 65,453 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Three Months Ended September 30, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 3,215,163 $ 132,000 $ 422,306 $ (551,829 ) $ 3,217,640 Costs and expenses Cost of sales, excluding depreciation 2,843,303 176,823 390,112 (551,829 ) 2,858,409 Operating expenses, excluding depreciation (95 ) 200,384 (275 ) — 200,014 General and administrative expenses 40,002 6,827 973 — 47,802 Equity (income) loss in investee — — — — — Gain on sale of assets (70 ) 1 (73 ) — (142 ) Depreciation and amortization expense 2,117 43,820 547 — 46,484 2,885,257 427,855 391,284 (551,829 ) 3,152,567 Income (loss) from operations 329,906 (295,855 ) 31,022 — 65,073 Other income (expense) Equity in (loss) earnings of subsidiaries (262,000 ) — — 262,000 — Change in fair value of catalyst lease — 4,994 — — 4,994 Interest expense, net (19,727 ) (1,277 ) (884 ) — (21,888 ) Net income (loss) before income taxes 48,179 (292,138 ) 30,138 262,000 48,179 Income taxes expense — — — — — Net income (loss) 48,179 (292,138 ) 30,138 262,000 48,179 Less: net income attributable to noncontrolling interest — — — — — Net income (loss) attributable to PBF Holding Company LLC $ 48,179 $ (292,138 ) $ 30,138 $ 262,000 $ 48,179 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 48,698 $ (292,138 ) $ 30,138 $ 262,000 $ 48,698 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Nine Months Ended September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 11,119,301 $ 586,336 $ 1,005,656 $ (1,546,722 ) $ 11,164,571 Costs and expenses Cost of sales, excluding depreciation 9,653,945 532,040 995,726 (1,546,722 ) 9,634,989 Operating expenses, excluding depreciation (375 ) 948,403 24,195 — 972,223 General and administrative expenses 92,126 20,372 (1,226 ) — 111,272 Equity (income) loss in investee — — (1,621 ) — (1,621 ) Loss on sale of assets 2,418 97 8,866 — 11,381 Depreciation and amortization expense 4,417 143,994 7,479 — 155,890 9,752,531 1,644,906 1,033,419 (1,546,722 ) 10,884,134 Income (loss) from operations 1,366,770 (1,058,570 ) (27,763 ) — 280,437 Other income (expense) Equity in (loss) earnings of subsidiaries (1,123,054 ) — — 1,123,054 — Change in fair value of catalyst lease — (4,556 ) — — (4,556 ) Interest expense, net (95,568 ) (1,289 ) (1,589 ) — (98,446 ) Net income (loss) before income taxes 148,148 (1,064,415 ) (29,352 ) 1,123,054 177,435 Income taxes expense — — 29,287 — 29,287 Net income (loss) 148,148 (1,064,415 ) (58,639 ) 1,123,054 148,148 Less: net income attributable to noncontrolling interest 438 438 — (438 ) 438 Net income (loss) attributable to PBF Holding Company LLC $ 147,710 $ (1,064,853 ) $ (58,639 ) $ 1,123,492 $ 147,710 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 149,173 $ (1,064,853 ) $ (58,639 ) $ 1,123,492 $ 149,173 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Nine Months Ended September 30, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 9,737,169 $ 668,576 $ 1,250,957 $ (1,893,262 ) $ 9,763,440 Costs and expenses Cost of sales, excluding depreciation 8,370,720 749,706 1,187,259 (1,893,262 ) 8,414,423 Operating expenses, excluding depreciation (3,814 ) 629,846 (490 ) — 625,542 General and administrative expenses 98,330 15,987 1,798 — 116,115 Equity (income) loss in investee — — — — — Gain on sale of assets (251 ) (232 ) (650 ) — (1,133 ) Depreciation and amortization expense 7,664 130,496 1,597 — 139,757 8,472,649 1,525,803 1,189,514 (1,893,262 ) 9,294,704 Income (loss) from operations 1,264,520 (857,227 ) 61,443 — 468,736 Other income (expense) Equity in earnings (loss) of subsidiaries (793,606 ) — — 793,606 — Change in fair value of catalyst lease — 8,982 — — 8,982 Interest expense, net (59,111 ) (4,342 ) (2,462 ) — (65,915 ) Net income (loss) before income taxes 411,803 (852,587 ) 58,981 793,606 411,803 Income taxes expense — — — — — Net income (loss) 411,803 (852,587 ) 58,981 793,606 411,803 Less: net income attributable to noncontrolling interest — — — — — Net income (loss) attributable to PBF Holding Company LLC $ 411,803 $ (852,587 ) $ 58,981 $ 793,606 $ 411,803 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 413,118 $ (852,587 ) $ 58,981 $ 793,606 $ 413,118 CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF CASH FLOW (UNAUDITED) Nine Months Ended September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income (loss) $ 148,148 $ (1,064,415 ) $ (58,639 ) $ 1,123,054 $ 148,148 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 10,828 144,011 7,726 — 162,565 Stock-based compensation — 12,658 — — 12,658 Change in fair value of catalyst lease obligations — 4,556 — — 4,556 Deferred income taxes — — 27,813 — 27,813 Change in non-cash lower of cost or market inventory adjustment (320,833 ) — — — (320,833 ) Non-cash change in inventory repurchase obligations 29,317 — — — 29,317 Pension and other post retirement benefit costs 5,249 20,645 — — 25,894 Loss (gain) on sale of assets 2,418 97 8,866 — 11,381 Equity in earnings of subsidiaries 1,123,054 — — (1,123,054 ) — Equity (income) loss in investee — — (1,621 ) — (1,621 ) Changes in current assets and current liabilities: Accounts receivable (205,816 ) 3,695 7,223 — (194,898 ) Due to/from affiliates (1,624,741 ) 1,588,690 44,245 — 8,194 Inventories 56,792 — (2,740 ) — 54,052 Prepaid expenses and other current assets (6,330 ) (11,768 ) (2,105 ) — (20,203 ) Accounts payable 37,074 16,943 (5,126 ) 1,406 50,297 Accrued expenses 661,974 (353,030 ) (897 ) — 308,047 Deferred revenue 6,559 — 1,470 — 8,029 Other assets and liabilities (7,573 ) (14,210 ) (97 ) — (21,880 ) Net cash (used in) provided by operating activities (83,880 ) 347,872 26,118 1,406 291,516 Cash flows from investing activities: Acquisition of Torrance refinery and related logistics assets (971,932 ) — — — (971,932 ) Expenditures for property, plant and equipment (16,244 ) (172,174 ) 675 — (187,743 ) Expenditures for deferred turnaround costs — (138,936 ) — — (138,936 ) Expenditures for other assets — (27,735 ) — — (27,735 ) Investment in subsidiaries 12,800 — — (12,800 ) — Chalmette Acquisition working capital settlement — (2,659 ) — — (2,659 ) Proceeds from sale of assets — — 13,030 — 13,030 Net cash provided by (used in) investing activities (975,376 ) (341,504 ) 13,705 (12,800 ) (1,315,975 ) Cash flows from financing activities: Proceeds from catalyst lease — 7,927 — — 7,927 Contributions from PBF LLC related to TVPC 175,000 — — — 175,000 Distribution to Parent — — (12,800 ) 12,800 — Distribution to members (92,503 ) — — — (92,503 ) Proceeds from affiliate notes payable 635 — — — 635 Repayments of affiliate notes payable (517 ) — — — (517 ) Proceeds from revolver borrowings 550,000 — — — 550,000 Repayments of Rail Facility revolver borrowings — — (11,457 ) — (11,457 ) Net cash provided by (used in) financing activities 632,615 7,927 (24,257 ) 12,800 629,085 Net increase in cash and cash equivalents (426,641 ) 14,295 15,566 1,406 (395,374 ) Cash and cash equivalents, beginning of period 882,820 6,236 28,968 (3,275 ) 914,749 Cash and cash equivalents, end of period $ 456,179 $ 20,531 $ 44,534 $ (1,869 ) $ 519,375 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF CASH FLOW (UNAUDITED) Nine Months Ended September 30, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income (loss) $ 411,803 $ (852,587 ) $ 58,981 $ 793,606 $ 411,803 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 13,085 130,513 2,377 — 145,975 Stock-based compensation — 6,329 — — 6,329 Change in fair value of catalyst lease obligations — (8,982 ) — — (8,982 ) Non-cash change in inventory repurchase obligations — 53,370 — — 53,370 Change in non-cash lower of cost of market inventory adjustment (2,091 ) 83,238 — — 81,147 Pension and other post retirement benefit costs 5,769 13,571 — — 19,340 Equity income in investee — — — — — Gain on sale of assets (251 ) (232 ) (650 ) — (1,133 ) Equity in earnings of subsidiaries 793,606 — — (793,606 ) — Changes in current assets and current liabilities: Accounts receivable 149,427 7,589 (1,371 ) — 155,645 Due to/from affiliates (729,595 ) 818,461 (76,300 ) — 12,566 Inventories (34,187 ) (54,258 ) (22,385 ) — (110,830 ) Prepaid expenses and other current assets (17,976 ) (5,019 ) — — (22,995 ) Accounts payable (113,856 ) (654 ) (8,404 ) 166 (122,748 ) Accrued expenses (206,906 ) (27,197 ) (108,678 ) — (342,781 ) Deferred revenue 2,947 — — — 2,947 Other assets and liabilities (3,430 ) (18,276 ) (178 ) — (21,884 ) Net cash provided by (used in) operating activities 268,345 145,866 (156,608 ) 166 257,769 Cash flows from investing activities: Expenditures for property, plant and equipment (188,364 ) (99,567 ) — — (287,931 ) Expenditures for refinery turnarounds costs — (39,725 ) — — (39,725 ) Expenditures for other assets — (7,275 ) — — (7,275 ) Investment in subsidiaries 5,000 — — (5,000 ) — Proceeds from sale of assets 60,902 — 107,368 — 168,270 Net cash provided by (used in) investing activities (122,462 ) (146,567 ) 107,368 (5,000 ) (166,661 ) Cash flows from financing activities: Proceeds from members' capital contributions — — 5,000 (5,000 ) — Distributions to Parent — — (10,000 ) 10,000 — Proceeds from affiliate notes payable 29,773 — — — 29,773 Proceeds from Rail Facility revolver borrowings — — 102,075 — 102,075 Repayments of Rail Facility revolver borrowing — — (71,938 ) — (71,938 ) Net cash provided by financing activities 29,773 — 25,137 5,000 59,910 Net increase (decrease) in cash and cash equivalents 175,656 (701 ) (24,103 ) 166 151,018 Cash and cash equivalents, beginning of period 185,381 704 34,334 (2,016 ) 218,403 Cash and cash equivalents, end of period $ 361,037 $ 3 $ 10,231 $ (1,850 ) $ 369,421 |
DESCRIPTION OF THE BUSINESS A20
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
New Accounting Pronouncements | Recently Adopted Accounting Guidance Effective January 1, 2016, the Company adopted Accounting Standard Update ("ASU") No. 2015-02, "Consolidation (Topic 810): Amendments to the Consolidation Analysis" ("ASU 2015-02"), which changed existing consolidation requirements associated with the analysis a reporting entity must perform to determine whether it should consolidate certain types of legal entities, including limited partnerships and variable interest entities. The Company’s adoption of this guidance did not impact our consolidated financial statements. Effective January 1, 2016, the Company adopted ASU No. 2015-16, "Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments" ("ASU 2015-16"), which requires (i) that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined, (ii) that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date, (iii) that an entity present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. The adoption of this guidance did not materially affect any of the Company's financial statements or related disclosures. Recent Accounting Pronouncements In August 2015, the Financial Accounting Standards Board ("FASB") issued ASU No. 2015-14, “Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date” (“ASU 2015-14”), which defers the effective date of ASU No. 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”) for all entities by one year. Additional ASUs have been issued in 2016 that provide certain implementation guidance related to ASU 2014-09 (collectively, the Company refers to ASU 2014-09 and these additional ASUs as the "Updated Revenue Recognition Guidance"). The Updated Revenue Recognition Guidance will replace most existing revenue recognition guidance in GAAP when it becomes effective. Under ASU 2015-14, this guidance becomes effective for interim and annual periods beginning after December 15, 2017 and permits the use of either the retrospective or cumulative effect transition method. Under ASU 2015-14, early adoption is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU No. 2015-17, “Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes” (“ASU 2015-17”), which requires deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. Under ASU 2015-17, this guidance becomes effective for annual periods beginning after December 15, 2016 and interim periods within annual periods beginning after December 15, 2016 and interim periods within those years with early adoption permitted as of the beginning of an annual or interim period after the issuance of the ASU. The Company expects that the impact of adopting this new standard will be to reclassify all of its current deferred tax assets and deferred tax liabilities to a net noncurrent asset or liability on its balance sheet. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”), which amends how entities measure equity investments that do not result in consolidation and are not accounted for under the equity method and how they present changes in the fair value of financial liabilities measured under the fair value option that are attributable to their own credit. ASU 2016-01 also changes certain disclosure requirements and other aspects of current GAAP but does not change the guidance for classifying and measuring investments in debt securities and loans. Under ASU 2016-01, this guidance becomes effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted in certain circumstances. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In February 2016, the FASB issued ASU No. 2016-02, “Leases (Topic 842)” (“ASU 2016-02”), to increase the transparency and comparability about leases among entities. The new guidance requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-06, “Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments No. 2016-06 March 2016 a consensus of the FASB Emerging Issues Task Force” (“ASU 2016-06”), to increase consistency in practice in applying guidance on determining if an embedded derivative is clearly and closely related to the economic characteristics of the host contract, specifically for assessing whether call (put) options that can accelerate the repayment of principal on a debt instrument meet the clearly and closely related criterion. The guidance in ASU 2016-06 applies to all entities that are issuers of or investors in debt instruments (or hybrid financial instruments that are determined to have a debt host) with embedded call (put) options. ASU 2016-06 is effective for interim and annual periods beginning after December 15, 2016, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting” (“ASU 2016-09”) which is intended to simplify certain aspects of the accounting for share-based payments to employees. The guidance in ASU 2016-09 requires all income tax effects of awards to be recognized in the income statement when the awards vest or are settled rather than recording excess tax benefits or deficiencies in additional paid-in capital. The guidance in ASU 2016-09 also allows an employer to repurchase more of an employee’s shares than it can today for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur. ASU 2016-09 also contains additional guidance for nonpublic entities that do not apply to the Company. ASU 2016-09 is effective for interim and annual periods beginning after December 15, 2016, and requires a modified retrospective approach to adoption. Early adoption is permitted. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) which requires credit losses on available-for-sale debt securities to be presented as an allowance rather than as a write-down. ASU 2016-13 is effective for interim and annual periods beginning after December 15, 2019, and requires a modified retrospective approach to adoption. Early adoption is permitted for interim and annual periods beginning after December 15, 2018. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In August 2016, the FASB issued ASU No. 2016-15, "Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments" ("ASU 2016-15"), which reduces the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory" ("ASU 2016-16"), which reduces the existing diversity in practice in how income tax consequences of an intra-entity transfer of an asset other than inventory should be recognized. The amendments in ASU 2016-16 require an entity to recognize such income tax consequences when the intra-entity transfer occurs rather than waiting until such time as the asset has been sold to an outside party. The amendments do not contain any new disclosure requirements but point out that certain existing income tax disclosures might be applicable in the period an intra-entity transfer of an asset other than inventory occurs. ASU 2016-16 is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted as of the beginning of an annual reporting period for which interim or annual statements have not been issued. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-17, "Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control" ("ASU 2016-2017"), which amends the consolidation guidance on how a reporting entity that is the single decision maker of a variable interest entity (“VIE”) should treat indirect interests in the entity held through related parties that are under common control with the reporting entity when determining whether it is the primary beneficiary of that VIE. The amendments in this ASU do not change the characteristics of a primary beneficiary in current GAAP. The amendments in this ASU require that reporting entity, in determining whether it satisfies the second characteristic of a primary beneficiary, to include all of its direct variable interests in a VIE and, on a proportionate basis, its indirect variable interests in a VIE held through related parties, including related parties that are under common control with the reporting entity. ASU 2016-2017 is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this new standard on its consolidated financial statements and related disclosures. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Schedule of purchase consideration given | The total purchase consideration and the fair values of the assets and liabilities at the acquisition date, which may be subject to adjustment as noted above, were as follows: Purchase Price Gross purchase price $ 537,500 Working capital 450,582 Post close purchase price adjustments (16,150 ) Total consideration $ 971,932 The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: Purchase Price Net cash $ 587,005 Cash acquired (19,042 ) Total consideration $ 567,963 |
Schedule of assets acquired and liabilities assumed | The following table summarizes the preliminary amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Inventories $ 404,542 Prepaid expenses and other current assets 1,186 Property, plant and equipment 701,617 Deferred charges and other assets, net 68,053 Accounts payable (2,688 ) Accrued expenses (62,311 ) Other long-term liabilities (138,467 ) Fair value of net assets acquired $ 971,932 The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: Fair Value Allocation Accounts receivable $ 1,126 Inventories 271,434 Prepaid expenses and other current assets 913 Property, plant and equipment 356,961 Deferred charges and other assets 8,312 Accounts payable (4,870 ) Accrued expenses (28,371 ) Deferred tax liability (25,721 ) Noncontrolling interests (11,821 ) Fair value of net assets acquired $ 567,963 |
Schedule of pro forma information | The unaudited pro forma financial information includes the depreciation and amortization expense related to the acquisition and interest expense associated with the financing of the Chalmette Acquisition. Nine Months Ended September 30, 2015 Pro forma revenues $ 13,151,698 Pro forma net income attributable to PBF Holding Company LLC $ 682,671 The unaudited amount of revenues and net income above have been calculated after conforming accounting policies of the Torrance refinery and related logistics assets to those of the Company and certain one-time adjustments. Nine Months Ended September 30, 2016 Nine Months Ended September 30, 2015 Pro forma revenues $ 12,243,582 $ 12,195,070 Pro forma net income (loss) attributable to PBF Holding LLC $ (60,908 ) $ 115,236 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: September 30, 2016 Titled Inventory Inventory Supply and Intermediation Arrangements Total Crude oil and feedstocks $ 1,218,399 $ — $ 1,218,399 Refined products and blendstocks 976,556 359,297 1,335,853 Warehouse stock and other 87,846 — 87,846 $ 2,282,801 $ 359,297 $ 2,642,098 Lower of cost or market reserve (677,448 ) (119,055 ) (796,503 ) Total inventories $ 1,605,353 $ 240,242 $ 1,845,595 December 31, 2015 Titled Inventory Inventory Supply and Intermediation Arrangements Total Crude oil and feedstocks $ 1,137,605 $ — $ 1,137,605 Refined products and blendstocks 687,389 411,357 1,098,746 Warehouse stock and other 55,257 — 55,257 $ 1,880,251 $ 411,357 $ 2,291,608 Lower of cost or market reserve (966,564 ) (150,772 ) (1,117,336 ) Total inventories $ 913,687 $ 260,585 $ 1,174,272 |
DEFERRED CHARGES AND OTHER AS23
DEFERRED CHARGES AND OTHER ASSETS, NET (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of deferred charges and other assets, net | Deferred charges and other assets, net consisted of the following: September 30, December 31, Deferred turnaround costs, net $ 253,823 $ 177,236 Catalyst, net 106,311 77,725 Linefill 19,485 13,504 Restricted cash 1,500 1,500 Environmental credits 37,811 — Intangible assets, net 598 219 Other 29,743 20,529 Total deferred charges and other assets, net $ 449,271 $ 290,713 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | Accrued expenses consisted of the following: September 30, December 31, Inventory-related accruals $ 845,772 $ 548,800 Inventory supply and intermediation arrangements 245,983 252,380 Renewable energy credit and emissions obligations 106,366 19,472 Accrued transportation costs 96,479 91,546 Excise and sales tax payable 70,871 34,129 Accrued utilities 39,390 25,192 Accrued interest 31,838 22,313 Accrued salaries and benefits 14,434 61,011 Accrued construction in progress 14,203 7,400 Customer deposits 12,871 20,395 Environmental liabilities 9,525 — Other 33,756 34,797 Total accrued expenses $ 1,521,488 $ 1,117,435 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | A summary of revenue and expense transactions with our affiliates is as follows: Three Months Ended Nine Months Ended 2016 2015 2016 2015 Revenues under affiliate agreements: Omnibus Agreement $ 1,201 $ 1,471 $ 3,460 $ 3,941 Services Agreement 1,280 1,122 3,523 3,412 Total expenses under commercial agreements 43,842 37,082 118,356 104,796 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of net periodic benefit cost | The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: Three Months Ended Nine Months Ended Pension Benefits 2016 2015 2016 2015 Components of net periodic benefit cost: Service cost $ 10,064 $ 5,790 $ 24,743 $ 17,369 Interest cost 772 710 2,323 2,126 Expected return on plan assets (1,234 ) (830 ) (3,447 ) (2,489 ) Amortization of prior service costs 13 13 39 39 Amortization of loss 328 311 716 933 Net periodic benefit cost $ 9,943 $ 5,994 $ 24,374 $ 17,978 Three Months Ended Nine Months Ended Post Retirement Medical Plan 2016 2015 2016 2015 Components of net periodic benefit cost: Service cost $ 304 $ 243 $ 743 $ 731 Interest cost 131 134 398 403 Amortization of prior service costs 161 76 379 228 Amortization of loss — — — — Net periodic benefit cost $ 596 $ 453 $ 1,520 $ 1,362 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
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 September 30, 2016 and December 31, 2015 . We have elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. We have posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. We have no derivative contracts that are subject to master netting arrangements that are reflected gross on the balance sheet. As of September 30, 2016 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 307,508 $ — $ — $ 307,508 N/A $ 307,508 Commodity contracts 24,086 10,440 382 34,908 (30,065 ) 4,843 Derivatives included with inventory intermediation agreement obligations — 6,194 — 6,194 — 6,194 Liabilities: Commodity contracts 26,618 3,447 — 30,065 (30,065 ) — Catalyst lease obligations — 44,286 — 44,286 — 44,286 As of December 31, 2015 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet Level 1 Level 2 Level 3 Assets: Money market funds $ 631,280 $ — $ — $ 631,280 N/A $ 631,280 Commodity contracts 63,810 31,256 3,543 98,609 (52,482 ) 46,127 Derivatives included with inventory intermediation agreement obligations — 35,511 — 35,511 — 35,511 Liabilities: Commodity contracts 49,960 2,522 — 52,482 (52,482 ) — Catalyst lease obligations — 31,802 — 31,802 — 31,802 |
Schedule of Effect of Significant Unobservable Inputs | The table below summarizes the changes in fair value measurements categorized in Level 3 of the fair value hierarchy: Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Balance at beginning of period $ 493 $ 1,905 $ 3,543 $ 1,521 Purchases — — — — Settlements (90 ) (1,238 ) (1,093 ) (12,549 ) Unrealized (loss) gain included in earnings (21 ) (852 ) (2,068 ) 10,843 Transfers into Level 3 — — — — Transfers out of Level 3 — — — — Balance at end of period $ 382 $ (185 ) $ 382 $ (185 ) |
Schedule of Fair value of Debt | The table below summarizes the fair value and carrying value of debt as of September 30, 2016 and December 31, 2015 . September 30, 2016 December 31, 2015 Carrying value Fair value Carrying value Fair value Senior Secured Notes due 2020 (a) $ 670,551 $ 697,649 $ 669,644 $ 706,246 Revolving Loan (b) 550,000 550,000 — — Senior Secured Notes due 2023 (a) 500,000 475,031 500,000 492,452 Rail Facility (b) 56,035 56,035 67,491 67,491 Catalyst leases (c) 44,286 44,286 31,802 31,802 1,820,872 1,823,001 1,268,937 1,297,991 Less - Current maturities — — — — Less - Unamortized deferred financing costs 26,505 n/a 32,217 n/a Long-term debt $ 1,794,367 $ 1,823,001 $ 1,236,720 $ 1,297,991 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the Senior Secured Notes. (b) The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. (c) Catalyst leases are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst lease repurchase obligations as the Company's liability is directly impacted by the change in fair value of the underlying catalyst. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Instruments | The following tables provide information about the fair values of these derivative instruments as of September 30, 2016 and December 31, 2015 and the line items in the condensed consolidated balance sheet in which the fair values are reflected. Description Balance Sheet Location Fair Value Asset/(Liability) Derivatives designated as hedging instruments: September 30, 2016: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 6,194 December 31, 2015: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 35,511 Derivatives not designated as hedging instruments: September 30, 2016: Commodity contracts Accounts receivable $ 4,843 December 31, 2015: Commodity contracts Accounts receivable $ 46,127 |
Schedule of Derivative Instruments, Gain (Loss) Recognized in Income | The following table provides information about the gain or loss recognized in income on these derivative instruments and the line items in the condensed consolidated financial statements in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) Recognized in Income on Derivatives Derivatives designated as hedging instruments: For the three months ended September 30, 2016: Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (3,145 ) For the three months ended September 30, 2015: Derivatives included with inventory supply arrangement obligations Cost of sales $ 1,409 Derivatives included with the inventory intermediation agreement obligations Cost of sales $ 34,424 For the nine months ended September 30, 2016: Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (29,317 ) For the nine months ended September 30, 2015: Derivatives included with inventory supply arrangement obligations Cost of sales $ (3,220 ) Derivatives included with the inventory intermediation agreement obligations Cost of sales $ (50,150 ) Derivatives not designated as hedging instruments: For the three months ended September 30, 2016: Commodity contracts Cost of sales $ (15,559 ) For the three months ended September 30, 2015: Commodity contracts Cost of sales $ 31,017 For the nine months ended September 30, 2016: Commodity contracts Cost of sales $ (54,646 ) For the nine months ended September 30, 2015: Commodity contracts Cost of sales $ (14,080 ) Hedged items designated in fair value hedges: For the three months ended September 30, 2016: Intermediate and refined product inventory Cost of sales $ 3,145 For the three months ended September 30, 2015: Crude oil and feedstock inventory Cost of sales $ (1,409 ) Intermediate and refined product inventory Cost of sales $ (34,424 ) For the nine months ended September 30, 2016: Intermediate and refined product inventory Cost of sales $ 29,317 For the nine months ended September 30, 2015: Crude oil and feedstock inventory Cost of sales $ 3,220 Intermediate and refined product inventory Cost of sales $ 50,150 |
CONDENSED CONSOLIDATING FINAN29
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Condensed Financial Information of Subsidiary Disclosure [Abstract] | |
Condensed Consolidating Balance Sheet | CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED) September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 456,179 $ 20,531 $ 44,534 $ (1,869 ) $ 519,375 Accounts receivable 636,625 7,362 5,670 — 649,657 Accounts receivable - affiliate 21 — 3,020 — 3,041 Inventories 1,640,072 — 205,523 — 1,845,595 Prepaid expense and other current assets 30,573 22,026 2,491 — 55,090 Due from related parties 23,111,940 21,567,312 4,215,051 (48,894,303 ) — Total current assets 25,875,410 21,617,231 4,476,289 (48,896,172 ) 3,072,758 Property, plant and equipment, net 34,647 2,303,359 321,377 — 2,659,383 Investment in subsidiaries 1,072,153 605,169 — (1,677,322 ) — Investment in equity method investee — — 176,267 — 176,267 Deferred charges and other assets, net 31,696 416,062 1,513 — 449,271 Total assets $ 27,013,906 $ 24,941,821 $ 4,975,446 $ (50,573,494 ) $ 6,357,679 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 234,062 $ 133,195 $ 2,441 $ (1,869 ) $ 367,829 Accounts payable - affiliate 31,746 — — — 31,746 Accrued expenses 1,240,409 160,036 121,043 — 1,521,488 Deferred tax liabilities — — 27,989 — 27,989 Deferred revenue 10,602 — 1,470 — 12,072 Due to related parties 21,414,670 23,247,282 4,232,351 (48,894,303 ) — Total current liabilities 22,931,489 23,540,513 4,385,294 (48,896,172 ) 1,961,124 Delaware Economic Development Authority loan — 4,000 — — 4,000 Long-term debt 1,694,390 44,219 55,758 — 1,794,367 Affiliate notes payable 470,165 — — — 470,165 Deferred tax liabilities — — 25,721 — 25,721 Other long-term liabilities 29,195 176,821 7,619 — 213,635 Total liabilities 25,125,239 23,765,553 4,474,392 (48,896,172 ) 4,469,012 Commitments and contingencies Equity: Member's equity 1,494,477 1,733,830 433,421 (2,167,251 ) 1,494,477 Retained earnings (accumulated deficit) 404,777 (562,045 ) 67,633 494,412 404,777 Accumulated other comprehensive (loss) income (23,307 ) (8,237 ) — 8,237 (23,307 ) Total PBF Holding Company LLC equity 1,875,947 1,163,548 501,054 (1,664,602 ) 1,875,947 Noncontrolling interest 12,720 12,720 — (12,720 ) 12,720 Total equity 1,888,667 1,176,268 501,054 (1,677,322 ) 1,888,667 Total liabilities and equity $ 27,013,906 $ 24,941,821 $ 4,975,446 $ (50,573,494 ) $ 6,357,679 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING BALANCE SHEET (UNAUDITED) December 31, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total ASSETS Current assets: Cash and cash equivalents $ 882,820 $ 6,236 $ 28,968 $ (3,275 ) $ 914,749 Accounts receivable 430,809 11,057 12,893 — 454,759 Accounts receivable - affiliate 917 2,521 — — 3,438 Inventories 608,646 363,151 202,475 — 1,174,272 Prepaid expense and other current assets 24,243 9,074 384 — 33,701 Due from related parties 20,236,649 20,547,503 3,262,382 (44,046,534 ) — Total current assets 22,184,084 20,939,542 3,507,102 (44,049,809 ) 2,580,919 Property, plant and equipment, net 25,240 1,960,066 225,784 — 2,211,090 Investment in subsidiaries 1,740,111 143,349 — (1,883,460 ) — Investment in equity method investee — — — — — Deferred charges and other assets, net 23,973 265,240 1,500 — 290,713 Due from related party - long term — — 20,577 (20,577 ) — Total assets $ 23,973,408 $ 23,308,197 $ 3,754,963 $ (45,953,846 ) $ 5,082,722 LIABILITIES AND EQUITY Current liabilities: Accounts payable $ 196,988 $ 113,564 $ 7,566 $ (3,275 ) $ 314,843 Accounts Payable - affiliate 23,949 — — — 23,949 Accrued expenses 503,179 495,842 118,414 — 1,117,435 Deferred revenue 4,043 — — — 4,043 Due to related parties 19,787,807 21,026,310 3,232,417 (44,046,534 ) — Total current liabilities 20,515,966 21,635,716 3,358,397 (44,049,809 ) 1,460,270 Delaware Economic Development Authority loan — 4,000 — — 4,000 Long-term debt 1,137,980 31,717 67,023 — 1,236,720 Affiliate notes payable 470,047 — — — 470,047 Deferred tax liability — — 20,577 — 20,577 Other long-term liabilities 28,131 41,693 — — 69,824 Due to related party - long term — 20,577 — (20,577 ) — Total liabilities 22,152,124 21,733,703 3,445,997 (44,070,386 ) 3,261,438 Commitments and contingencies Equity: Member's equity 1,479,175 1,062,717 182,696 (1,245,413 ) 1,479,175 Retained earnings (accumulated deficit) 349,654 502,788 126,270 (629,058 ) 349,654 Accumulated other comprehensive (loss) income (24,770 ) (8,236 ) — 8,236 (24,770 ) Total PBF Holding Company LLC equity 1,804,059 1,557,269 308,966 (1,866,235 ) 1,804,059 Noncontrolling interest 17,225 17,225 — (17,225 ) 17,225 Total equity 1,821,284 1,574,494 308,966 (1,883,460 ) 1,821,284 Total liabilities and equity $ 23,973,408 $ 23,308,197 $ 3,754,963 $ (45,953,846 ) $ 5,082,722 |
Condensed Income Statement | CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Three Months Ended September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 4,488,925 $ 441,554 $ 345,215 $ (767,081 ) $ 4,508,613 Costs and expenses Cost of sales, excluding depreciation 3,914,018 428,587 328,734 (767,081 ) 3,904,258 Operating expenses, excluding depreciation 25 385,761 18,259 — 404,045 General and administrative expenses 34,820 4,312 780 — 39,912 Equity (income) loss in investee — — (1,621 ) — (1,621 ) Loss (gain) on sale of assets 2,418 73 5,668 — 8,159 Depreciation and amortization expense 1,341 47,472 3,865 — 52,678 3,952,622 866,205 355,685 (767,081 ) 4,407,431 Income (loss) from operations 536,303 (424,651 ) (10,470 ) — 101,182 Other income (expense) Equity in (loss) earnings of subsidiaries (438,249 ) — — 438,249 — Change in fair value of catalyst lease — 77 — — 77 Interest expense, net (32,982 ) (447 ) (467 ) — (33,896 ) Net income (loss) before income taxes 65,072 (425,021 ) (10,937 ) 438,249 67,363 Income tax (benefit) expense — — 2,291 — 2,291 Net income (loss) 65,072 (425,021 ) (13,228 ) 438,249 65,072 Less: net income (loss) attributable to noncontrolling interest 45 45 — (45 ) 45 Net income (loss) attributable to PBF Holding Company LLC $ 65,027 $ (425,066 ) $ (13,228 ) $ 438,294 $ 65,027 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 65,453 $ (425,066 ) $ (13,228 ) $ 438,294 $ 65,453 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Three Months Ended September 30, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 3,215,163 $ 132,000 $ 422,306 $ (551,829 ) $ 3,217,640 Costs and expenses Cost of sales, excluding depreciation 2,843,303 176,823 390,112 (551,829 ) 2,858,409 Operating expenses, excluding depreciation (95 ) 200,384 (275 ) — 200,014 General and administrative expenses 40,002 6,827 973 — 47,802 Equity (income) loss in investee — — — — — Gain on sale of assets (70 ) 1 (73 ) — (142 ) Depreciation and amortization expense 2,117 43,820 547 — 46,484 2,885,257 427,855 391,284 (551,829 ) 3,152,567 Income (loss) from operations 329,906 (295,855 ) 31,022 — 65,073 Other income (expense) Equity in (loss) earnings of subsidiaries (262,000 ) — — 262,000 — Change in fair value of catalyst lease — 4,994 — — 4,994 Interest expense, net (19,727 ) (1,277 ) (884 ) — (21,888 ) Net income (loss) before income taxes 48,179 (292,138 ) 30,138 262,000 48,179 Income taxes expense — — — — — Net income (loss) 48,179 (292,138 ) 30,138 262,000 48,179 Less: net income attributable to noncontrolling interest — — — — — Net income (loss) attributable to PBF Holding Company LLC $ 48,179 $ (292,138 ) $ 30,138 $ 262,000 $ 48,179 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 48,698 $ (292,138 ) $ 30,138 $ 262,000 $ 48,698 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Nine Months Ended September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 11,119,301 $ 586,336 $ 1,005,656 $ (1,546,722 ) $ 11,164,571 Costs and expenses Cost of sales, excluding depreciation 9,653,945 532,040 995,726 (1,546,722 ) 9,634,989 Operating expenses, excluding depreciation (375 ) 948,403 24,195 — 972,223 General and administrative expenses 92,126 20,372 (1,226 ) — 111,272 Equity (income) loss in investee — — (1,621 ) — (1,621 ) Loss on sale of assets 2,418 97 8,866 — 11,381 Depreciation and amortization expense 4,417 143,994 7,479 — 155,890 9,752,531 1,644,906 1,033,419 (1,546,722 ) 10,884,134 Income (loss) from operations 1,366,770 (1,058,570 ) (27,763 ) — 280,437 Other income (expense) Equity in (loss) earnings of subsidiaries (1,123,054 ) — — 1,123,054 — Change in fair value of catalyst lease — (4,556 ) — — (4,556 ) Interest expense, net (95,568 ) (1,289 ) (1,589 ) — (98,446 ) Net income (loss) before income taxes 148,148 (1,064,415 ) (29,352 ) 1,123,054 177,435 Income taxes expense — — 29,287 — 29,287 Net income (loss) 148,148 (1,064,415 ) (58,639 ) 1,123,054 148,148 Less: net income attributable to noncontrolling interest 438 438 — (438 ) 438 Net income (loss) attributable to PBF Holding Company LLC $ 147,710 $ (1,064,853 ) $ (58,639 ) $ 1,123,492 $ 147,710 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 149,173 $ (1,064,853 ) $ (58,639 ) $ 1,123,492 $ 149,173 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) Nine Months Ended September 30, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Revenues $ 9,737,169 $ 668,576 $ 1,250,957 $ (1,893,262 ) $ 9,763,440 Costs and expenses Cost of sales, excluding depreciation 8,370,720 749,706 1,187,259 (1,893,262 ) 8,414,423 Operating expenses, excluding depreciation (3,814 ) 629,846 (490 ) — 625,542 General and administrative expenses 98,330 15,987 1,798 — 116,115 Equity (income) loss in investee — — — — — Gain on sale of assets (251 ) (232 ) (650 ) — (1,133 ) Depreciation and amortization expense 7,664 130,496 1,597 — 139,757 8,472,649 1,525,803 1,189,514 (1,893,262 ) 9,294,704 Income (loss) from operations 1,264,520 (857,227 ) 61,443 — 468,736 Other income (expense) Equity in earnings (loss) of subsidiaries (793,606 ) — — 793,606 — Change in fair value of catalyst lease — 8,982 — — 8,982 Interest expense, net (59,111 ) (4,342 ) (2,462 ) — (65,915 ) Net income (loss) before income taxes 411,803 (852,587 ) 58,981 793,606 411,803 Income taxes expense — — — — — Net income (loss) 411,803 (852,587 ) 58,981 793,606 411,803 Less: net income attributable to noncontrolling interest — — — — — Net income (loss) attributable to PBF Holding Company LLC $ 411,803 $ (852,587 ) $ 58,981 $ 793,606 $ 411,803 Comprehensive income (loss) attributable to PBF Holding Company LLC $ 413,118 $ (852,587 ) $ 58,981 $ 793,606 $ 413,118 |
Condensed Consolidating Statement of Cash Flow | CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF CASH FLOW (UNAUDITED) Nine Months Ended September 30, 2016 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income (loss) $ 148,148 $ (1,064,415 ) $ (58,639 ) $ 1,123,054 $ 148,148 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 10,828 144,011 7,726 — 162,565 Stock-based compensation — 12,658 — — 12,658 Change in fair value of catalyst lease obligations — 4,556 — — 4,556 Deferred income taxes — — 27,813 — 27,813 Change in non-cash lower of cost or market inventory adjustment (320,833 ) — — — (320,833 ) Non-cash change in inventory repurchase obligations 29,317 — — — 29,317 Pension and other post retirement benefit costs 5,249 20,645 — — 25,894 Loss (gain) on sale of assets 2,418 97 8,866 — 11,381 Equity in earnings of subsidiaries 1,123,054 — — (1,123,054 ) — Equity (income) loss in investee — — (1,621 ) — (1,621 ) Changes in current assets and current liabilities: Accounts receivable (205,816 ) 3,695 7,223 — (194,898 ) Due to/from affiliates (1,624,741 ) 1,588,690 44,245 — 8,194 Inventories 56,792 — (2,740 ) — 54,052 Prepaid expenses and other current assets (6,330 ) (11,768 ) (2,105 ) — (20,203 ) Accounts payable 37,074 16,943 (5,126 ) 1,406 50,297 Accrued expenses 661,974 (353,030 ) (897 ) — 308,047 Deferred revenue 6,559 — 1,470 — 8,029 Other assets and liabilities (7,573 ) (14,210 ) (97 ) — (21,880 ) Net cash (used in) provided by operating activities (83,880 ) 347,872 26,118 1,406 291,516 Cash flows from investing activities: Acquisition of Torrance refinery and related logistics assets (971,932 ) — — — (971,932 ) Expenditures for property, plant and equipment (16,244 ) (172,174 ) 675 — (187,743 ) Expenditures for deferred turnaround costs — (138,936 ) — — (138,936 ) Expenditures for other assets — (27,735 ) — — (27,735 ) Investment in subsidiaries 12,800 — — (12,800 ) — Chalmette Acquisition working capital settlement — (2,659 ) — — (2,659 ) Proceeds from sale of assets — — 13,030 — 13,030 Net cash provided by (used in) investing activities (975,376 ) (341,504 ) 13,705 (12,800 ) (1,315,975 ) Cash flows from financing activities: Proceeds from catalyst lease — 7,927 — — 7,927 Contributions from PBF LLC related to TVPC 175,000 — — — 175,000 Distribution to Parent — — (12,800 ) 12,800 — Distribution to members (92,503 ) — — — (92,503 ) Proceeds from affiliate notes payable 635 — — — 635 Repayments of affiliate notes payable (517 ) — — — (517 ) Proceeds from revolver borrowings 550,000 — — — 550,000 Repayments of Rail Facility revolver borrowings — — (11,457 ) — (11,457 ) Net cash provided by (used in) financing activities 632,615 7,927 (24,257 ) 12,800 629,085 Net increase in cash and cash equivalents (426,641 ) 14,295 15,566 1,406 (395,374 ) Cash and cash equivalents, beginning of period 882,820 6,236 28,968 (3,275 ) 914,749 Cash and cash equivalents, end of period $ 456,179 $ 20,531 $ 44,534 $ (1,869 ) $ 519,375 14. CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDING CONDENSED CONSOLIDATING STATEMENT OF CASH FLOW (UNAUDITED) Nine Months Ended September 30, 2015 Issuer Guarantor Subsidiaries Non-Guarantor Subsidiaries Combining and Consolidating Adjustments Total Cash flows from operating activities: Net income (loss) $ 411,803 $ (852,587 ) $ 58,981 $ 793,606 $ 411,803 Adjustments to reconcile net income to net cash from operating activities: Depreciation and amortization 13,085 130,513 2,377 — 145,975 Stock-based compensation — 6,329 — — 6,329 Change in fair value of catalyst lease obligations — (8,982 ) — — (8,982 ) Non-cash change in inventory repurchase obligations — 53,370 — — 53,370 Change in non-cash lower of cost of market inventory adjustment (2,091 ) 83,238 — — 81,147 Pension and other post retirement benefit costs 5,769 13,571 — — 19,340 Equity income in investee — — — — — Gain on sale of assets (251 ) (232 ) (650 ) — (1,133 ) Equity in earnings of subsidiaries 793,606 — — (793,606 ) — Changes in current assets and current liabilities: Accounts receivable 149,427 7,589 (1,371 ) — 155,645 Due to/from affiliates (729,595 ) 818,461 (76,300 ) — 12,566 Inventories (34,187 ) (54,258 ) (22,385 ) — (110,830 ) Prepaid expenses and other current assets (17,976 ) (5,019 ) — — (22,995 ) Accounts payable (113,856 ) (654 ) (8,404 ) 166 (122,748 ) Accrued expenses (206,906 ) (27,197 ) (108,678 ) — (342,781 ) Deferred revenue 2,947 — — — 2,947 Other assets and liabilities (3,430 ) (18,276 ) (178 ) — (21,884 ) Net cash provided by (used in) operating activities 268,345 145,866 (156,608 ) 166 257,769 Cash flows from investing activities: Expenditures for property, plant and equipment (188,364 ) (99,567 ) — — (287,931 ) Expenditures for refinery turnarounds costs — (39,725 ) — — (39,725 ) Expenditures for other assets — (7,275 ) — — (7,275 ) Investment in subsidiaries 5,000 — — (5,000 ) — Proceeds from sale of assets 60,902 — 107,368 — 168,270 Net cash provided by (used in) investing activities (122,462 ) (146,567 ) 107,368 (5,000 ) (166,661 ) Cash flows from financing activities: Proceeds from members' capital contributions — — 5,000 (5,000 ) — Distributions to Parent — — (10,000 ) 10,000 — Proceeds from affiliate notes payable 29,773 — — — 29,773 Proceeds from Rail Facility revolver borrowings — — 102,075 — 102,075 Repayments of Rail Facility revolver borrowing — — (71,938 ) — (71,938 ) Net cash provided by financing activities 29,773 — 25,137 5,000 59,910 Net increase (decrease) in cash and cash equivalents 175,656 (701 ) (24,103 ) 166 151,018 Cash and cash equivalents, beginning of period 185,381 704 34,334 (2,016 ) 218,403 Cash and cash equivalents, end of period $ 361,037 $ 3 $ 10,231 $ (1,850 ) $ 369,421 |
DESCRIPTION OF THE BUSINESS A30
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands | Sep. 01, 2016 | Aug. 31, 2016 | May 14, 2014 | Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 | Nov. 01, 2015 |
Description of Business [Line Items] | ||||||||||
Less: net income attributable to noncontrolling interests | $ 45 | $ 0 | $ 438 | $ 0 | ||||||
Income tax expense | $ 2,291 | $ 0 | $ 29,287 | $ 0 | ||||||
Common Units [Member] | IPO [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Shares issued | 15,812,500 | |||||||||
PBF Energy [Member] | Class A Common Stock [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Percentage of ownership in PBF LLC | 95.20% | 95.20% | 95.10% | |||||||
MOEM Pipeline [Member] | Chalmette Refining [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Ownership percentage | 100.00% | 100.00% | 100.00% | |||||||
Collins Pipeline Company And T&M Terminal Company [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Less: net income attributable to noncontrolling interests | $ 45 | |||||||||
Income tax expense | $ 348 | $ 1,512 | ||||||||
Collins Pipeline Company And T&M Terminal Company [Member] | Chalmette Refining [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Ownership percentage | 80.00% | 80.00% | ||||||||
Collins Pipeline Company [Member] | Chalmette Refining [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Ownership percentage | 80.00% | 80.00% | 80.00% | |||||||
Torrance Valley Pipeline Company [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Ownership percentage | 50.00% | 50.00% | 50.00% | |||||||
T&M Terminal Company [Member] | Chalmette Refining [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Ownership percentage | 80.00% | 80.00% | 80.00% | |||||||
Restatement Adjustment [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Deferred Tax Liabilities, Net | $ 30,481 | |||||||||
Income tax expense | $ 30,481 | |||||||||
Partnership [Member] | PBF Logistics LP [Member] | ||||||||||
Description of Business [Line Items] | ||||||||||
Ownership percentage | 50.00% | |||||||||
Consideration transferred | $ 175,000 | $ 175,000 |
ACQUISITIONS Purchase Price (De
ACQUISITIONS Purchase Price (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Nov. 01, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Business Acquisition [Line Items] | ||||
Total consideration | $ 971,932 | $ 0 | ||
Chalmette Refining L.L.C. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash acquired | $ (19,042) | |||
Total consideration | 567,963 | |||
Working capital | 245,963 | |||
Total consideration | $ 587,005 | |||
Torrance Refinery [Member] | ||||
Business Acquisition [Line Items] | ||||
Gross purchase price | $ 537,500 | |||
Working capital | 450,582 | |||
Post close purchase price adjustments | (16,150) | |||
Total consideration | $ 971,932 |
ACQUISITIONS Acquired assets an
ACQUISITIONS Acquired assets and liabilities (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Nov. 01, 2015 |
Torrance Refinery [Member] | ||
Business Acquisition [Line Items] | ||
Inventories | $ 404,542 | |
Prepaid expenses and other current assets | 1,186 | |
Property, plant and equipment | 701,617 | |
Deferred charges and other assets, net | 68,053 | |
Accounts payable | (2,688) | |
Accrued expenses | (62,311) | |
Other long-term liabilities | (138,467) | |
Fair value of net assets acquired | $ 971,932 | |
Chalmette Refining L.L.C. [Member] | ||
Business Acquisition [Line Items] | ||
Accounts receivable | $ 1,126 | |
Inventories | 271,434 | |
Prepaid expenses and other current assets | 913 | |
Property, plant and equipment | 356,961 | |
Deferred charges and other assets | 8,312 | |
Accounts payable | (4,870) | |
Accrued expenses | (28,371) | |
Deferred tax liability | (25,721) | |
Noncontrolling interests | (11,821) | |
Fair value of net assets acquired | 567,963 | |
Noncontrolling Interest [Member] | Chalmette Refining L.L.C. [Member] | ||
Business Acquisition [Line Items] | ||
Deferred tax liability | $ (5,144) |
ACQUISITIONS Proforma informati
ACQUISITIONS Proforma information for acquisition (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Torrance Refinery [Member] | |||
Business Acquisition [Line Items] | |||
Revenues since acquisition | $ 928,225 | ||
Net income since acquisition | $ 51,457 | ||
Pro forma revenues | $ 12,243,582 | $ 12,195,070 | |
Pro forma net income attributable to PBF Holding Company LLC. | $ (60,908) | 115,236 | |
Chalmette Refining L.L.C. [Member] | |||
Business Acquisition [Line Items] | |||
Pro forma revenues | 13,151,698 | ||
Pro forma net income attributable to PBF Holding Company LLC. | $ 682,671 |
ACQUISITIONS Other details for
ACQUISITIONS Other details for acquisition (Details) - USD ($) $ in Thousands | Jul. 01, 2016 | Nov. 01, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Torrance Refinery [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration transferred | $ 521,350 | |||||
Working capital | $ 450,582 | |||||
Chalmette Refining L.L.C. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Consideration transferred | $ 322,000 | |||||
Working capital | 245,963 | |||||
Deferred tax liability | $ (25,721) | |||||
Acquisition related costs | $ 3,912 | $ 1,555 | $ 13,622 | $ 1,704 | ||
Chalmette Refining L.L.C. [Member] | PBF Energy Inc. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage | 100.00% | |||||
Collins Pipeline Company [Member] | Chalmette Refining [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage | 80.00% | 80.00% | 80.00% | |||
MOEM Pipeline [Member] | Chalmette Refining [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage | 100.00% | 100.00% | 100.00% | |||
T&M Terminal Company [Member] | Chalmette Refining [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Ownership percentage | 80.00% | 80.00% | 80.00% | |||
Noncontrolling Interest [Member] | Chalmette Refining L.L.C. [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Deferred tax liability | $ (5,144) |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | |
Inventory [Line Items] | ||||||||
Crude oil and feedstocks | $ 1,218,399 | $ 1,218,399 | $ 1,137,605 | |||||
Refined products and blendstocks | 1,335,853 | 1,335,853 | 1,098,746 | |||||
Warehouse stock and other | 87,846 | 87,846 | 55,257 | |||||
Inventory, Gross | 2,642,098 | 2,642,098 | 2,291,608 | |||||
Lower of cost or market reserve | (796,503) | $ 771,257 | (796,503) | $ 771,257 | $ 900,493 | (1,117,336) | $ 562,944 | $ (690,110) |
Inventories | 1,845,595 | 1,845,595 | 1,174,272 | |||||
Operating Income (Loss) | (101,182) | (65,073) | (280,437) | (468,736) | ||||
Titled Inventory [Member] | ||||||||
Inventory [Line Items] | ||||||||
Crude oil and feedstocks | 1,218,399 | 1,218,399 | 1,137,605 | |||||
Refined products and blendstocks | 976,556 | 976,556 | 687,389 | |||||
Warehouse stock and other | 87,846 | 87,846 | 55,257 | |||||
Inventory, Gross | 2,282,801 | 2,282,801 | 1,880,251 | |||||
Lower of cost or market reserve | (677,448) | (677,448) | (966,564) | |||||
Inventories | 1,605,353 | 1,605,353 | 913,687 | |||||
Inventory Supply and Offtake Arrangements [Member] | ||||||||
Inventory [Line Items] | ||||||||
Crude oil and feedstocks | 0 | 0 | 0 | |||||
Refined products and blendstocks | 359,297 | 359,297 | 411,357 | |||||
Warehouse stock and other | 0 | 0 | 0 | |||||
Inventory, Gross | 359,297 | 359,297 | 411,357 | |||||
Lower of cost or market reserve | (119,055) | (119,055) | (150,772) | |||||
Inventories | 240,242 | 240,242 | $ 260,585 | |||||
Scenario, Adjustment [Member] | ||||||||
Inventory [Line Items] | ||||||||
Operating Income (Loss) | $ 103,990 | $ 208,313 | $ 320,833 | $ 81,147 |
DEFERRED CHARGES AND OTHER AS36
DEFERRED CHARGES AND OTHER ASSETS, NET (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Deferred turnaround costs, net | $ 253,823 | $ 177,236 |
Catalyst, net | 106,311 | 77,725 |
Linefill | 19,485 | 13,504 |
Restricted cash | 1,500 | 1,500 |
Environmental credits | 37,811 | 0 |
Intangible assets, net | 598 | 219 |
Other | 29,743 | 20,529 |
Total deferred charges and other assets, net | $ 449,271 | $ 290,713 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Accrued Expenses: | ||
Inventory-related accruals | $ 845,772 | $ 548,800 |
Inventory supply and intermediation arrangements | 245,983 | 252,380 |
Renewable energy credit and emissions obligations | 106,366 | 19,472 |
Accrued transportation costs | 96,479 | 91,546 |
Excise and sales tax payable | 70,871 | 34,129 |
Accrued utilities | 39,390 | 25,192 |
Accrued interest | 31,838 | 22,313 |
Accrued salaries and benefits | 14,434 | 61,011 |
Accrued construction in progress | 14,203 | 7,400 |
Customer deposits | 12,871 | 20,395 |
Environmental liabilities | 9,525 | 0 |
Other | 33,756 | 34,797 |
Total accrued expenses | $ 1,521,488 | $ 1,117,435 |
INCOME TAXES Income Taxes (Deta
INCOME TAXES Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Mar. 31, 2016 | Sep. 30, 2015 | Jun. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Taxes [Line Items] | ||||||
Deferred income taxes | $ 27,813 | $ 0 | ||||
Income tax expense | $ 2,291 | $ 0 | 29,287 | $ 0 | ||
Collins Pipeline Company And T&M Terminal Company [Member] | ||||||
Income Taxes [Line Items] | ||||||
Income tax expense | 348 | 1,512 | ||||
PBF Energy Limited [Member] | ||||||
Income Taxes [Line Items] | ||||||
Current Income Tax Expense (Benefit) | (41) | (38) | ||||
Deferred income taxes | $ 1,902 | $ 27,813 | ||||
Restatement Adjustment [Member] | ||||||
Income Taxes [Line Items] | ||||||
Deferred Tax Liabilities, Net | $ 30,481 | |||||
Income tax expense | $ 30,481 | |||||
Restatement Adjustment [Member] | Prior period error correction [Member] | PBF Energy Limited [Member] | ||||||
Income Taxes [Line Items] | ||||||
Current Income Tax Expense (Benefit) | $ 30,602 | |||||
Deferred income taxes | 121 | |||||
Deferred Tax Liabilities, Net | 30,602 | |||||
Taxes Payable, Current | $ 121 |
AFFILIATE NOTE PAYABLE (Details
AFFILIATE NOTE PAYABLE (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | ||
Affiliate notes payable | $ 470,165 | $ 470,047 |
Notes Payable, Other Payables [Member] | ||
Debt Instrument [Line Items] | ||
Debt instrument, interest rate | 2.50% | |
Debt instrument, term | 5 years |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) | Sep. 01, 2016USD ($) | Aug. 31, 2016USD ($)bbl / d$ / bbl | Apr. 29, 2016terminal$ / bbl | May 15, 2015renewal | Sep. 30, 2016USD ($)bbl / d | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2015USD ($) | Dec. 31, 2015 | Jul. 01, 2016$ / bbl | Jan. 01, 2016$ / bbl |
Related Party Transaction [Line Items] | |||||||||||
Payments to Acquire Businesses, Gross | $ | $ 971,932,000 | $ 0 | |||||||||
Number of Contract Renewals | renewal | 2 | ||||||||||
Term of Renewal | 5 years | ||||||||||
East Coast Terminals [Member] | East Coast Terminals commercial agreements [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Number Of Refined Product Terminals Acquired | terminal | 4 | ||||||||||
Delaware Truck Loading Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 10 years | ||||||||||
Delaware City Rail Unloading Terminal [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 7 years | ||||||||||
Toledo Truck Unloading Terminal [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 7 years | ||||||||||
Delaware City West Heavy Crude Unloading Rack [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 7 years | ||||||||||
Toledo Storage Facility [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 10 years | ||||||||||
Delaware City Pipeline Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 10 years | ||||||||||
PBF Holding Company LLC [Member] | Delaware City Products Pipeline [Member] | Delaware City Pipeline Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 0.5396 | ||||||||||
PBF Holding Company LLC [Member] | East Coast Terminals [Member] | East Coast Terminals commercial agreements [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | bbl / d | 448,000 | ||||||||||
Related Party Transaction, Notice Of Withdrawal Period | 30 days | ||||||||||
PBF Holding Company LLC [Member] | Torrance Valley Pipeline - North [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | bbl / d | 50,000 | ||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 0.5625 | ||||||||||
PBF Holding Company LLC [Member] | Torrance Valley Pipeline - South [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | bbl / d | 70,000 | ||||||||||
Oil And Gas Plant, Terminaling Services Fee, Fee For Volume Above Minimum | 0.3125 | ||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 1.5625 | ||||||||||
PBF Holding Company LLC [Member] | Torrance Valley Pipeline - Midway Tank [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Storage Services Fee | 0.85 | ||||||||||
PBF Holding Company LLC [Member] | Torrance Valley Pipeline - Belridge and Emidio Tanks [Member] [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Storage Services Fee | 0.85 | ||||||||||
Oil And Gas Plant, Storage Service Fee, Fee For Volume Above Minimum | 0.425 | ||||||||||
PBF Holding Company LLC [Member] | Torrance Valley Pipeline - Belridge Tanks [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | bbl / d | 715,000 | ||||||||||
PBF Holding Company LLC [Member] | Torrance Valley Pipeline - Emidio Tanks [Member] | Torrance Valley Pipeline Transportation Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Collaborative Agreement, Minimum Throughput Capacity | bbl / d | 600,000 | ||||||||||
PBF Holding Company LLC [Member] | Delaware City Rail Unloading Terminal [Member] | DCR Terminaling Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Terminaling Services Fee, Fee For Volume Above Minimum | 0.503 | ||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 2.014 | ||||||||||
PBF Holding Company LLC [Member] | Toledo Truck Unloading Terminal [Member] | Toledo Terminaling Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 1.007 | ||||||||||
PBF Logistics LP [Member] | Cost of Sales [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related party transaction, amounts of transaction | $ | $ 43,842,000 | $ 37,082,000 | 118,356,000 | 104,796,000 | |||||||
PBF Logistics LP [Member] | General and Administrative Expense [Member] | Omnibus Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related party transaction, amounts of transaction | $ | 1,201,000 | 1,471,000 | 3,460,000 | 3,941,000 | |||||||
PBF Logistics LP [Member] | General and Administrative Expense [Member] | Services Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related party transaction, amounts of transaction | $ | $ 1,280,000 | $ 1,122,000 | $ 3,523,000 | $ 3,412,000 | |||||||
PBF LLC [Member] | Fourth Amended and Restated Omnibus Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related party transaction, annual fee | $ | $ 4,000,000 | ||||||||||
PBF LLC [Member] | Fourth Amended and Restated O&M Agreement [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Related party transaction, annual fee | $ | 6,386,000 | ||||||||||
Minimum [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 7 years | ||||||||||
Minimum [Member] | East Coast Terminals [Member] | East Coast Terminals commercial agreements [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 3 months | ||||||||||
Term of Renewal | 3 months | ||||||||||
Minimum [Member] | PBF Holding Company LLC [Member] | East Coast Terminals [Member] | East Coast Terminals commercial agreements [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Storage Services Fee | 0.45 | ||||||||||
Oil And Gas Plant, Storage Service Fee, Fee For Volume Above Minimum | 0.30 | ||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 0.10 | ||||||||||
Maximum [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 10 years | ||||||||||
Maximum [Member] | East Coast Terminals [Member] | East Coast Terminals commercial agreements [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Term of Agreement | 1 year | ||||||||||
Term of Renewal | 1 year | ||||||||||
Maximum [Member] | PBF Holding Company LLC [Member] | East Coast Terminals [Member] | East Coast Terminals commercial agreements [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Oil And Gas Plant, Storage Services Fee | 0.55 | ||||||||||
Oil And Gas Plant, Storage Service Fee, Fee For Volume Above Minimum | 0.351 | ||||||||||
Oil And Gas Plant, Terminaling Services Fee, Base Commitment | 1.25 | ||||||||||
PBF Logistics LP [Member] | Partnership [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Ownership percentage | 50.00% | ||||||||||
Consideration transferred | $ | $ 175,000,000 | $ 175,000,000 | |||||||||
Payments to Acquire Businesses, Gross | $ | 20,000,000 | ||||||||||
Proceeds from Sale and Maturity of Marketable Securities | $ | 76,200,000 | ||||||||||
Limited Partner, Public [Member] | PBF Logistics LP [Member] | Partnership [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Payments to Acquire Businesses, Gross | $ | $ 78,800,000 | ||||||||||
Torrance Valley Pipeline Company [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Ownership percentage | 50.00% | 50.00% | 50.00% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Jul. 01, 2016 | Mar. 01, 2011 | Sep. 30, 2016USD ($) | Sep. 30, 2016USD ($)ppm | Dec. 31, 2015USD ($) | Dec. 31, 2010ppm |
Loss Contingencies [Line Items] | ||||||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85.00% | |||||
PBF Energy [Member] | Class A Common Stock [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Percentage of ownership in PBF LLC | 95.20% | 95.20% | 95.10% | |||
Environmental Issue [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Environmental liability | $ 11,198,000 | $ 11,198,000 | $ 10,367,000 | |||
Discount rate used for environmental liability assessment | 8.00% | 8.00% | ||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 10 | |||||
Public Utilities, Description of Specific Regulatory Liabilities | 80 | |||||
Accrual For Environmental Loss Contingencies, Expected Payment Period | 5 years | |||||
Environmental Issue [Member] | Valero [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Maximum pre-disposal environmental obligations of Valero | $ 20,000,000 | |||||
Environmental Issue [Member] | PBF Energy and Valero [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Maximum pre-disposal environmental obligations of Valero | $ 75,000,000 | |||||
Term of insurance policies | 10 years | |||||
Environmental Issue [Member] | Sunoco, Inc. [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Loss Contingency Accrual, Insurance-Related Assessment, Expiration Of Liability Period | 20 years | |||||
Environmental Issue [Member] | Torrance Refinery [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Environmental liability | $ 146,300,000 | $ 146,300,000 | ||||
Accrual For Environmental Loss Contingencies, Expected Future Payments | 31,402,000 | 31,402,000 | ||||
Maximum pre-disposal environmental obligations of Valero | 100,000,000 | |||||
Term of insurance policies | 10 years | |||||
Site Contingency, Loss Exposure in Excess of Accrual, Best Estimate | $ 100,000 | |||||
Environmental Issue [Member] | New York [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 15 | |||||
Environmental Issue [Member] | PENNSYLVANIA | ||||||
Loss Contingencies [Line Items] | ||||||
Maximum amount of sulfur allowed in heating oil (in ppm) | ppm | 500 | |||||
Chalmette Refinery [Member] | Environmental Issue [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Environmental Costs Recognized, Recovery Credited to Expense | $ 3,936,000 | |||||
Term of insurance policies | 10 years | |||||
Accrual For Environmental Loss Contingencies, Expected Payment Period | 30 years | |||||
Environmental Insurance Policies Coverage | $ 100,000,000 | |||||
Minimum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Term of Agreement | 7 years | |||||
Maximum [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Term of Agreement | 10 years | |||||
East Coast Terminals [Member] | Minimum [Member] | East Coast Terminals commercial agreements [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Term of Agreement | 3 months | |||||
East Coast Terminals [Member] | Maximum [Member] | East Coast Terminals commercial agreements [Member] | ||||||
Loss Contingencies [Line Items] | ||||||
Term of Agreement | 1 year |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Pension Plan, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 10,064 | $ 5,790 | $ 24,743 | $ 17,369 |
Interest cost | 772 | 710 | 2,323 | 2,126 |
Expected return on plan assets | (1,234) | (830) | (3,447) | (2,489) |
Amortization of prior service costs | 13 | 13 | 39 | 39 |
Amortization of loss | 328 | 311 | 716 | 933 |
Net periodic benefit cost | 9,943 | 5,994 | 24,374 | 17,978 |
Post Retirement Medical Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 304 | 243 | 743 | 731 |
Interest cost | 131 | 134 | 398 | 403 |
Amortization of prior service costs | 161 | 76 | 379 | 228 |
Amortization of loss | 0 | 0 | 0 | 0 |
Net periodic benefit cost | $ 596 | $ 453 | $ 1,520 | $ 1,362 |
FAIR VALUE MEASUREMENTS (Measur
FAIR VALUE MEASUREMENTS (Measured on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Defined Benefit Plan, Fair Value of Plan Assets | $ 9,773 | $ 9,325 |
Catalyst lease [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative, Collateral, Right to Reclaim Cash | 0 | 0 |
Catalyst lease obligations | 44,286 | 31,802 |
Catalyst lease [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Catalyst lease obligations | 0 | 0 |
Catalyst lease [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Catalyst lease obligations | 44,286 | 31,802 |
Catalyst lease [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Catalyst lease obligations | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 30,065 | 52,482 |
Derivative, Collateral, Right to Reclaim Cash | (30,065) | (52,482) |
Derivative Liability | 0 | 0 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 26,618 | |
Derivative Liability | 49,960 | |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 3,447 | |
Derivative Liability | 2,522 | |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Liability, Fair Value, Amount Not Offset Against Collateral | 0 | |
Derivative Liability | 0 | |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 307,508 | 631,280 |
Money market funds [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 307,508 | 631,280 |
Money market funds [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Money market funds [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 34,908 | 98,609 |
Derivative assets, Effect of Counter-party Netting | (30,065) | (52,482) |
Derivative assets, Net Carrying Value on Balance Sheet | 4,843 | 46,127 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 24,086 | |
Derivative assets, Net Carrying Value on Balance Sheet | 63,810 | |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 10,440 | |
Derivative assets, Net Carrying Value on Balance Sheet | 31,256 | |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 382 | |
Derivative assets, Net Carrying Value on Balance Sheet | 3,543 | |
Derivatives included with intermediation agreement obligations [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 6,194 | 35,511 |
Derivative assets, Effect of Counter-party Netting | 0 | 0 |
Derivative assets, Net Carrying Value on Balance Sheet | 6,194 | 35,511 |
Derivatives included with intermediation agreement obligations [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 0 | |
Derivative assets, Net Carrying Value on Balance Sheet | 0 | |
Derivatives included with intermediation agreement obligations [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | 6,194 | |
Derivative assets, Net Carrying Value on Balance Sheet | 35,511 | |
Derivatives included with intermediation agreement obligations [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset, Fair Value, Amount Not Offset Against Collateral | $ 0 | |
Derivative assets, Net Carrying Value on Balance Sheet | $ 0 |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Change in Fair Value at Level 3) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||||
Transfers into Level 3 | $ 0 | $ 0 | $ 0 | $ 0 |
Commodity Contract [Member] | ||||
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||||
Balance at beginning of period | 493,000 | 1,905,000 | 3,543,000 | 1,521,000 |
Purchases | 0 | 0 | 0 | 0 |
Settlements | (90,000) | (1,238,000) | (1,093,000) | (12,549,000) |
Unrealized loss included in earnings | (21,000) | (852,000) | (2,068,000) | 10,843,000 |
Transfers into Level 3 | 0 | 0 | 0 | 0 |
Transfers out of Level 3 | 0 | 0 | 0 | 0 |
Balance at end of period | $ 382,000 | $ (185,000) | $ 382,000 | $ (185,000) |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value and Carrying Value of Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying value | $ 1,820,872 | $ 1,268,937 |
Long-term debt, Fair value | 1,823,001 | 1,297,991 |
Current portion of long-term debt | 0 | 0 |
Long-Term Debt And Capital Lease Obligations, Current, Fair Value Disclosure | 0 | 0 |
Unamortized Debt Issuance Expense | 26,505 | 32,217 |
Long-term debt | 1,794,367 | 1,236,720 |
Long-term debt, excluding current maturities, Fair value | 1,823,001 | 1,297,991 |
Senior secured notes [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying value | 670,551 | 669,644 |
Long-term debt, Fair value | 697,649 | 706,246 |
Long-term Line of Credit | 550,000 | 0 |
Lines of Credit, Fair Value Disclosure | 550,000 | 0 |
2023 Senior Secured Notes [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Fair value | 475,031 | 492,452 |
Long-term debt | 500,000 | 500,000 |
Rail Facility [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term Line of Credit | 56,035 | 67,491 |
Lines of Credit, Fair Value Disclosure | 56,035 | 67,491 |
Catalyst lease [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long-term debt, Carrying value | 44,286 | 31,802 |
Long-term debt, Fair value | $ 44,286 | $ 31,802 |
DERIVATIVES (Narrative) (Detail
DERIVATIVES (Narrative) (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016USD ($)bbl | Sep. 30, 2015USD ($) | Sep. 30, 2016USD ($)bbl | Sep. 30, 2015USD ($) | Dec. 31, 2015bbl | |
Derivative [Line Items] | |||||
Loss on fair value hedge ineffectiveness | $ | $ 0 | $ 0 | $ 0 | $ 0 | |
Crude Oil and Feedstock Inventory [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 0 | 0 | 0 | ||
Crude Oil and Feedstock Inventory [Member] | Fair Value Hedging [Member] | Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 0 | 0 | 0 | ||
Intermediates and Refined Products Inventory [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 0 | 0 | 0 | ||
Intermediates and Refined Products Inventory [Member] | Fair Value Hedging [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 3,284,395 | 3,284,395 | 3,776,011 | ||
Crude Oil Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 22,482,500 | 22,482,500 | 39,577,000 | ||
Refined Product Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 8,927,000 | 8,927,000 | 4,599,136 |
DERIVATIVES (Fair Value of Deri
DERIVATIVES (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | Accrued Expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ 6,194 | $ 35,511 |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Accounts Receivable [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ 4,843 | $ 46,127 |
DERIVATIVES (Gain (Loss) Recogn
DERIVATIVES (Gain (Loss) Recognized in Income) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net | $ 0 | $ 0 | $ 0 | $ 0 |
Designated as Hedging Instrument [Member] | Inventory Supply Arrangement Obligation [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | 1,409,000 | (3,220,000) | ||
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | (3,145,000) | 34,424,000 | (29,317,000) | (50,150,000) |
Designated as Hedging Instrument [Member] | Crude Oil and Feedstock Inventory [Member] | Cost of Sales [Member] | Fair Value Hedging [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | (1,409,000) | 3,220,000 | ||
Designated as Hedging Instrument [Member] | Intermediates and Refined Products Inventory [Member] | Cost of Sales [Member] | Fair Value Hedging [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | 3,145,000 | (34,424,000) | 29,317,000 | 50,150,000 |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | $ (15,559,000) | $ 31,017,000 | $ (54,646,000) | $ (14,080,000) |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] | Oct. 28, 2016USD ($)$ / shares | Oct. 18, 2016USD ($)lease | Oct. 19, 2016USD ($) |
PBF Energy [Member] | Class A Common Stock [Member] | |||
Subsequent Event [Line Items] | |||
Dividends declared per share | $ / shares | $ 0.3 | ||
Expected capital distributions | $ 30,839,000 | ||
Catalyst Lease Obligation, Platinum [Member] | |||
Subsequent Event [Line Items] | |||
Lease, fixed interest rate | 1.95% | ||
Lease annual payment | $ 210,000 | ||
Catalyst lease [Member] | |||
Subsequent Event [Line Items] | |||
Number of leases entered | lease | 2 | ||
Lease term | 3 years | ||
Catalyst Lease Obligation, Palladium [Member] | |||
Subsequent Event [Line Items] | |||
Lease, fixed interest rate | 2.05% | ||
Lease annual payment | $ 30,000 | ||
Chalmette Catalyst Lease [Member] | |||
Subsequent Event [Line Items] | |||
Lease, fixed interest rate | 2.20% | ||
Lease annual payment | $ 43,000 |
CONDENSED CONSOLIDATING FINAN50
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS (Narrative) (Details) | 9 Months Ended |
Sep. 30, 2016 | |
PBF Services Company [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
Delaware City Refining Company LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
Delaware Pipeline Company LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
PBF Power Marketing LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
Paulsboro Refining Company LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
Paulsboro Natural Gas Pipeline Company LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
Toledo Refining Company LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
Investments LLC [Member] | |
Condensed Financial Statements, Captions [Line Items] | |
Percentage of ownership in subsidiaries | 100.00% |
CONDENSED CONSOLIDATING FINAN51
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS (Balance Sheet) (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||||
Cash and cash equivalents | $ 519,375 | $ 914,749 | $ 369,421 | $ 218,403 |
Accounts receivable | 649,657 | 454,759 | ||
Accounts receivable - affiliate | 3,041 | 3,438 | ||
Inventories | 1,845,595 | 1,174,272 | ||
Prepaid expense and other current assets | 55,090 | 33,701 | ||
Due from related party | 0 | 0 | ||
Total current assets | 3,072,758 | 2,580,919 | ||
Property, plant and equipment, net | 2,659,383 | 2,211,090 | ||
Investment in subsidiaries | 0 | 0 | ||
Investment in equity method investee | 176,267 | 0 | ||
Deferred charges and other assets, net | 449,271 | 290,713 | ||
Due from related party - long term | 0 | |||
Total assets | 6,357,679 | 5,082,722 | ||
Current liabilities: | ||||
Accounts payable | 367,829 | 314,843 | ||
Accounts payable - affiliate | 31,746 | 23,949 | ||
Accrued expenses | 1,521,488 | 1,117,435 | ||
Current portion of long-term debt | 0 | 0 | ||
Deferred tax liabilities | 27,989 | 0 | ||
Deferred revenue | 12,072 | 4,043 | ||
Due to related parties | 0 | 0 | ||
Total current liabilities | 1,961,124 | 1,460,270 | ||
Delaware Economic Development Authority loan | 4,000 | 4,000 | ||
Long-term debt | 1,794,367 | 1,236,720 | ||
Affiliate notes payable | 470,165 | 470,047 | ||
Deferred tax liabilities | 25,721 | 20,577 | ||
Other long-term liabilities | 213,635 | 69,824 | ||
Due to related party - long term | 0 | |||
Total liabilities | 4,469,012 | 3,261,438 | ||
Commitments and contingencies | ||||
Equity: | ||||
Member's equity | 1,494,477 | 1,479,175 | ||
Retained earnings (accumulated deficit) | 404,777 | 349,654 | ||
Accumulated other comprehensive loss | (23,307) | (24,770) | ||
Total PBF Holding Company LLC equity | 1,875,947 | 1,804,059 | ||
Noncontrolling interest | 12,720 | 17,225 | ||
Total equity | 1,888,667 | 1,821,284 | ||
Total liabilities and equity | 6,357,679 | 5,082,722 | ||
Issuer [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 456,179 | 882,820 | 361,037 | 185,381 |
Accounts receivable | 636,625 | 430,809 | ||
Accounts receivable - affiliate | 21 | 917 | ||
Inventories | 1,640,072 | 608,646 | ||
Prepaid expense and other current assets | 30,573 | 24,243 | ||
Due from related party | 23,111,940 | 20,236,649 | ||
Total current assets | 25,875,410 | 22,184,084 | ||
Property, plant and equipment, net | 34,647 | 25,240 | ||
Investment in subsidiaries | 1,072,153 | 1,740,111 | ||
Investment in equity method investee | 0 | |||
Deferred charges and other assets, net | 31,696 | 23,973 | ||
Due from related party - long term | 0 | |||
Total assets | 27,013,906 | 23,973,408 | ||
Current liabilities: | ||||
Accounts payable | 234,062 | 196,988 | ||
Accounts payable - affiliate | 31,746 | 23,949 | ||
Accrued expenses | 1,240,409 | 503,179 | ||
Deferred tax liabilities | 0 | |||
Deferred revenue | 10,602 | 4,043 | ||
Due to related parties | 21,414,670 | 19,787,807 | ||
Total current liabilities | 22,931,489 | 20,515,966 | ||
Delaware Economic Development Authority loan | 0 | 0 | ||
Long-term debt | 1,694,390 | 1,137,980 | ||
Affiliate notes payable | 470,165 | 470,047 | ||
Deferred tax liabilities | 0 | 0 | ||
Other long-term liabilities | 29,195 | 28,131 | ||
Due to related party - long term | 0 | |||
Total liabilities | 25,125,239 | 22,152,124 | ||
Commitments and contingencies | ||||
Equity: | ||||
Member's equity | 1,494,477 | 1,479,175 | ||
Retained earnings (accumulated deficit) | 404,777 | 349,654 | ||
Accumulated other comprehensive loss | (23,307) | (24,770) | ||
Total PBF Holding Company LLC equity | 1,875,947 | 1,804,059 | ||
Noncontrolling interest | 12,720 | 17,225 | ||
Total equity | 1,888,667 | 1,821,284 | ||
Total liabilities and equity | 27,013,906 | 23,973,408 | ||
Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 20,531 | 6,236 | 3 | 704 |
Accounts receivable | 7,362 | 11,057 | ||
Accounts receivable - affiliate | 0 | 2,521 | ||
Inventories | 0 | 363,151 | ||
Prepaid expense and other current assets | 22,026 | 9,074 | ||
Due from related party | 21,567,312 | 20,547,503 | ||
Total current assets | 21,617,231 | 20,939,542 | ||
Property, plant and equipment, net | 2,303,359 | 1,960,066 | ||
Investment in subsidiaries | 605,169 | 143,349 | ||
Investment in equity method investee | 0 | |||
Deferred charges and other assets, net | 416,062 | 265,240 | ||
Due from related party - long term | 0 | |||
Total assets | 24,941,821 | 23,308,197 | ||
Current liabilities: | ||||
Accounts payable | 133,195 | 113,564 | ||
Accounts payable - affiliate | 0 | 0 | ||
Accrued expenses | 160,036 | 495,842 | ||
Deferred tax liabilities | 0 | |||
Deferred revenue | 0 | 0 | ||
Due to related parties | 23,247,282 | 21,026,310 | ||
Total current liabilities | 23,540,513 | 21,635,716 | ||
Delaware Economic Development Authority loan | 4,000 | 4,000 | ||
Long-term debt | 44,219 | 31,717 | ||
Affiliate notes payable | 0 | 0 | ||
Deferred tax liabilities | 0 | 0 | ||
Other long-term liabilities | 176,821 | 41,693 | ||
Due to related party - long term | 20,577 | |||
Total liabilities | 23,765,553 | 21,733,703 | ||
Commitments and contingencies | ||||
Equity: | ||||
Member's equity | 1,733,830 | 1,062,717 | ||
Retained earnings (accumulated deficit) | (562,045) | 502,788 | ||
Accumulated other comprehensive loss | (8,237) | (8,236) | ||
Total PBF Holding Company LLC equity | 1,163,548 | 1,557,269 | ||
Noncontrolling interest | 12,720 | 17,225 | ||
Total equity | 1,176,268 | 1,574,494 | ||
Total liabilities and equity | 24,941,821 | 23,308,197 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | 44,534 | 28,968 | 10,231 | 34,334 |
Accounts receivable | 5,670 | 12,893 | ||
Accounts receivable - affiliate | 3,020 | 0 | ||
Inventories | 205,523 | 202,475 | ||
Prepaid expense and other current assets | 2,491 | 384 | ||
Due from related party | 4,215,051 | 3,262,382 | ||
Total current assets | 4,476,289 | 3,507,102 | ||
Property, plant and equipment, net | 321,377 | 225,784 | ||
Investment in subsidiaries | 0 | 0 | ||
Investment in equity method investee | 176,267 | |||
Deferred charges and other assets, net | 1,513 | 1,500 | ||
Due from related party - long term | 20,577 | |||
Total assets | 4,975,446 | 3,754,963 | ||
Current liabilities: | ||||
Accounts payable | 2,441 | 7,566 | ||
Accounts payable - affiliate | 0 | 0 | ||
Accrued expenses | 121,043 | 118,414 | ||
Deferred tax liabilities | 27,989 | |||
Deferred revenue | 1,470 | 0 | ||
Due to related parties | 4,232,351 | 3,232,417 | ||
Total current liabilities | 4,385,294 | 3,358,397 | ||
Delaware Economic Development Authority loan | 0 | 0 | ||
Long-term debt | 55,758 | 67,023 | ||
Affiliate notes payable | 0 | 0 | ||
Deferred tax liabilities | 25,721 | 20,577 | ||
Other long-term liabilities | 7,619 | 0 | ||
Due to related party - long term | 0 | |||
Total liabilities | 4,474,392 | 3,445,997 | ||
Commitments and contingencies | ||||
Equity: | ||||
Member's equity | 433,421 | 182,696 | ||
Retained earnings (accumulated deficit) | 67,633 | 126,270 | ||
Accumulated other comprehensive loss | 0 | 0 | ||
Total PBF Holding Company LLC equity | 501,054 | 308,966 | ||
Noncontrolling interest | 0 | 0 | ||
Total equity | 501,054 | 308,966 | ||
Total liabilities and equity | 4,975,446 | 3,754,963 | ||
Combining and Consolidated Adjustments [Member] | ||||
Current assets: | ||||
Cash and cash equivalents | (1,869) | (3,275) | $ (1,850) | $ (2,016) |
Accounts receivable | 0 | 0 | ||
Accounts receivable - affiliate | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid expense and other current assets | 0 | 0 | ||
Due from related party | (48,894,303) | (44,046,534) | ||
Total current assets | (48,896,172) | (44,049,809) | ||
Property, plant and equipment, net | 0 | 0 | ||
Investment in subsidiaries | (1,677,322) | (1,883,460) | ||
Investment in equity method investee | 0 | |||
Deferred charges and other assets, net | 0 | 0 | ||
Due from related party - long term | (20,577) | |||
Total assets | (50,573,494) | (45,953,846) | ||
Current liabilities: | ||||
Accounts payable | (1,869) | (3,275) | ||
Accounts payable - affiliate | 0 | 0 | ||
Accrued expenses | 0 | 0 | ||
Deferred tax liabilities | 0 | |||
Deferred revenue | 0 | 0 | ||
Due to related parties | (48,894,303) | (44,046,534) | ||
Total current liabilities | (48,896,172) | (44,049,809) | ||
Delaware Economic Development Authority loan | 0 | 0 | ||
Long-term debt | 0 | 0 | ||
Affiliate notes payable | 0 | 0 | ||
Deferred tax liabilities | 0 | 0 | ||
Other long-term liabilities | 0 | 0 | ||
Due to related party - long term | (20,577) | |||
Total liabilities | (48,896,172) | (44,070,386) | ||
Commitments and contingencies | ||||
Equity: | ||||
Member's equity | (2,167,251) | (1,245,413) | ||
Retained earnings (accumulated deficit) | 494,412 | (629,058) | ||
Accumulated other comprehensive loss | 8,237 | 8,236 | ||
Total PBF Holding Company LLC equity | (1,664,602) | (1,866,235) | ||
Noncontrolling interest | (12,720) | (17,225) | ||
Total equity | (1,677,322) | (1,883,460) | ||
Total liabilities and equity | $ (50,573,494) | $ (45,953,846) |
CONDENSED CONSOLIDATING FINAN52
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS (Statement of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | $ 4,508,613 | $ 3,217,640 | $ 11,164,571 | $ 9,763,440 |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | 3,904,258 | 2,858,409 | 9,634,989 | 8,414,423 |
Operating expenses, excluding depreciation | 404,045 | 200,014 | 972,223 | 625,542 |
General and administrative expenses | 39,912 | 47,802 | 111,272 | 116,115 |
Equity (income) loss in investee | (1,621) | 0 | (1,621) | 0 |
Gain on sale of asset | 8,159 | (142) | 11,381 | (1,133) |
Depreciation and amortization expense | 52,678 | 46,484 | 155,890 | 139,757 |
Total cost and expenses | 4,407,431 | 3,152,567 | 10,884,134 | 9,294,704 |
Income from operations | 101,182 | 65,073 | 280,437 | 468,736 |
Other income (expenses) | ||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Change in fair value of catalyst leases | 77 | 4,994 | (4,556) | 8,982 |
Interest expense, net | (33,896) | (21,888) | (98,446) | (65,915) |
Income before income taxes | 67,363 | 48,179 | 177,435 | 411,803 |
Income tax expense | 2,291 | 0 | 29,287 | 0 |
Net income | 65,072 | 48,179 | 148,148 | 411,803 |
Less: net income attributable to noncontrolling interests | 45 | 0 | 438 | 0 |
Net income attributable to PBF Holding Company LLC | 65,027 | 48,179 | 147,710 | 411,803 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 65,453 | 48,698 | 149,173 | 413,118 |
Guarantor Subsidiaries [Member] | ||||
Revenues | 441,554 | 132,000 | 586,336 | 668,576 |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | 428,587 | 176,823 | 532,040 | 749,706 |
Operating expenses, excluding depreciation | 385,761 | 200,384 | 948,403 | 629,846 |
General and administrative expenses | 4,312 | 6,827 | 20,372 | 15,987 |
Equity (income) loss in investee | 0 | 0 | 0 | 0 |
Gain on sale of asset | 73 | 1 | 97 | (232) |
Depreciation and amortization expense | 47,472 | 43,820 | 143,994 | 130,496 |
Total cost and expenses | 866,205 | 427,855 | 1,644,906 | 1,525,803 |
Income from operations | (424,651) | (295,855) | (1,058,570) | (857,227) |
Other income (expenses) | ||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Change in fair value of catalyst leases | 77 | 4,994 | (4,556) | 8,982 |
Interest expense, net | (447) | (1,277) | (1,289) | (4,342) |
Income before income taxes | (425,021) | (292,138) | (1,064,415) | (852,587) |
Income tax expense | 0 | 0 | 0 | 0 |
Net income | (425,021) | (292,138) | (1,064,415) | (852,587) |
Less: net income attributable to noncontrolling interests | 45 | 0 | 438 | 0 |
Net income attributable to PBF Holding Company LLC | (425,066) | (292,138) | (1,064,853) | (852,587) |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | (425,066) | (292,138) | (1,064,853) | (852,587) |
Non-Guarantor Subsidiaries [Member] | ||||
Revenues | 345,215 | 422,306 | 1,005,656 | 1,250,957 |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | 328,734 | 390,112 | 995,726 | 1,187,259 |
Operating expenses, excluding depreciation | 18,259 | (275) | 24,195 | (490) |
General and administrative expenses | 780 | 973 | (1,226) | 1,798 |
Equity (income) loss in investee | (1,621) | 0 | (1,621) | 0 |
Gain on sale of asset | 5,668 | (73) | 8,866 | (650) |
Depreciation and amortization expense | 3,865 | 547 | 7,479 | 1,597 |
Total cost and expenses | 355,685 | 391,284 | 1,033,419 | 1,189,514 |
Income from operations | (10,470) | 31,022 | (27,763) | 61,443 |
Other income (expenses) | ||||
Equity in earnings of subsidiaries | 0 | 0 | 0 | 0 |
Change in fair value of catalyst leases | 0 | 0 | 0 | 0 |
Interest expense, net | (467) | (884) | (1,589) | (2,462) |
Income before income taxes | (10,937) | 30,138 | (29,352) | 58,981 |
Income tax expense | 2,291 | 0 | 29,287 | 0 |
Net income | (13,228) | 30,138 | (58,639) | 58,981 |
Less: net income attributable to noncontrolling interests | 0 | 0 | 0 | 0 |
Net income attributable to PBF Holding Company LLC | (13,228) | 30,138 | (58,639) | 58,981 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | (13,228) | 30,138 | (58,639) | 58,981 |
Issuer [Member] | ||||
Revenues | 4,488,925 | 3,215,163 | 11,119,301 | 9,737,169 |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | 3,914,018 | 2,843,303 | 9,653,945 | 8,370,720 |
Operating expenses, excluding depreciation | 25 | (95) | (375) | (3,814) |
General and administrative expenses | 34,820 | 40,002 | 92,126 | 98,330 |
Equity (income) loss in investee | 0 | 0 | 0 | 0 |
Gain on sale of asset | 2,418 | (70) | 2,418 | (251) |
Depreciation and amortization expense | 1,341 | 2,117 | 4,417 | 7,664 |
Total cost and expenses | 3,952,622 | 2,885,257 | 9,752,531 | 8,472,649 |
Income from operations | 536,303 | 329,906 | 1,366,770 | 1,264,520 |
Other income (expenses) | ||||
Equity in earnings of subsidiaries | (438,249) | (262,000) | (1,123,054) | (793,606) |
Change in fair value of catalyst leases | 0 | 0 | 0 | 0 |
Interest expense, net | (32,982) | (19,727) | (95,568) | (59,111) |
Income before income taxes | 65,072 | 48,179 | 148,148 | 411,803 |
Income tax expense | 0 | 0 | 0 | 0 |
Net income | 65,072 | 48,179 | 148,148 | 411,803 |
Less: net income attributable to noncontrolling interests | 45 | 0 | 438 | 0 |
Net income attributable to PBF Holding Company LLC | 65,027 | 48,179 | 147,710 | 411,803 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 65,453 | 48,698 | 149,173 | 413,118 |
Combining and Consolidated Adjustments [Member] | ||||
Revenues | (767,081) | (551,829) | (1,546,722) | (1,893,262) |
Cost and expenses: | ||||
Cost of sales, excluding depreciation | (767,081) | (551,829) | (1,546,722) | (1,893,262) |
Operating expenses, excluding depreciation | 0 | 0 | 0 | 0 |
General and administrative expenses | 0 | 0 | 0 | 0 |
Equity (income) loss in investee | 0 | 0 | 0 | 0 |
Gain on sale of asset | 0 | 0 | 0 | 0 |
Depreciation and amortization expense | 0 | 0 | 0 | 0 |
Total cost and expenses | (767,081) | (551,829) | (1,546,722) | (1,893,262) |
Income from operations | 0 | 0 | 0 | 0 |
Other income (expenses) | ||||
Equity in earnings of subsidiaries | 438,249 | 262,000 | 1,123,054 | 793,606 |
Change in fair value of catalyst leases | 0 | 0 | 0 | 0 |
Interest expense, net | 0 | 0 | 0 | 0 |
Income before income taxes | 438,249 | 262,000 | 1,123,054 | 793,606 |
Income tax expense | 0 | 0 | 0 | 0 |
Net income | 438,249 | 262,000 | 1,123,054 | 793,606 |
Less: net income attributable to noncontrolling interests | (45) | 0 | (438) | 0 |
Net income attributable to PBF Holding Company LLC | 438,294 | 262,000 | 1,123,492 | 793,606 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 438,294 | $ 262,000 | $ 1,123,492 | $ 793,606 |
CONDENSED CONSOLIDATING FINAN53
CONDENSED CONSOLIDATING FINANCIAL STATEMENTS OF PBF HOLDINGS (Statement of Cash Flows) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows from operating activities: | ||||
Net income | $ 65,072 | $ 48,179 | $ 148,148 | $ 411,803 |
Adjustments to reconcile net income to net cash from operating activities: | ||||
Depreciation and amortization | 162,565 | 145,975 | ||
Stock-based compensation | 12,658 | 6,329 | ||
Change in fair value of catalyst lease obligations | 4,556 | (8,982) | ||
Deferred income taxes | 27,813 | 0 | ||
Change in non-cash lower of cost or market inventory adjustment | (320,833) | 81,147 | ||
Non-cash change in inventory repurchase obligations | 29,317 | 53,370 | ||
Pension and other post retirement benefit costs | 25,894 | 19,340 | ||
Gain (Loss) on Disposition of Property Plant Equipment | 11,381 | (1,133) | ||
Equity Method Investment, Controlling Interest in Income (Loss) of Subsidiary | 0 | 0 | 0 | 0 |
Equity (income) loss in investee | (1,621) | 0 | (1,621) | 0 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | (194,898) | 155,645 | ||
Due to/from affiliates | 8,194 | 12,566 | ||
Inventories | 54,052 | (110,830) | ||
Prepaid expense and other current assets | (20,203) | (22,995) | ||
Accounts payable | 50,297 | (122,748) | ||
Accrued expenses | 308,047 | (342,781) | ||
Deferred revenue | 8,029 | 2,947 | ||
Other assets and liabilities | (21,880) | (21,884) | ||
Net cash provided by operations | 291,516 | 257,769 | ||
Cash flows from investing activities: | ||||
Expenditures for property, plant and equipment | (187,743) | (287,931) | ||
Expenditures for deferred turnaround costs | (138,936) | (39,725) | ||
Expenditures for other assets | (27,735) | (7,275) | ||
Investment in subsidiary | 0 | 0 | ||
Chalmette Acquisition working capital settlement | 2,659 | 0 | ||
Acquisition of Torrance refinery and related logistics assets | (971,932) | 0 | ||
Proceeds from sale of assets | 13,030 | 168,270 | ||
Net cash used in investing activities | (1,315,975) | (166,661) | ||
Proceeds from catalyst lease | (7,927) | 0 | ||
Cash flows from financing activities: | ||||
Distribution to Parent | 0 | |||
Distribution to members | (92,503) | 0 | ||
Proceeds from affiliate notes payable | 635 | 29,773 | ||
Repayment of affiliate notes payable | (517) | 0 | ||
Proceeds from revolver borrowings | 550,000 | 0 | ||
Proceeds from Issuance of Other Long-term Debt | 102,075 | |||
Repayments of Debt | (11,457) | |||
Net cash provided by financing activities | 629,085 | 59,910 | ||
Proceeds from members' capital contributions | (175,000) | 0 | ||
Repayments of Rail Facility revolver borrowings | (71,938) | |||
Net (decrease) increase in cash and cash equivalents | (395,374) | 151,018 | ||
Cash and equivalents, beginning of period | 914,749 | 218,403 | ||
Cash and equivalents, end of period | 519,375 | 369,421 | 519,375 | 369,421 |
Issuer [Member] | ||||
Cash flows from operating activities: | ||||
Net income | 65,072 | 48,179 | 148,148 | 411,803 |
Adjustments to reconcile net income to net cash from operating activities: | ||||
Depreciation and amortization | 10,828 | 13,085 | ||
Stock-based compensation | 0 | 0 | ||
Change in fair value of catalyst lease obligations | 0 | 0 | ||
Deferred income taxes | 0 | |||
Change in non-cash lower of cost or market inventory adjustment | (320,833) | (2,091) | ||
Non-cash change in inventory repurchase obligations | 29,317 | 0 | ||
Pension and other post retirement benefit costs | 5,249 | 5,769 | ||
Gain (Loss) on Disposition of Property Plant Equipment | 2,418 | (251) | ||
Equity Method Investment, Controlling Interest in Income (Loss) of Subsidiary | 438,249 | 262,000 | 1,123,054 | 793,606 |
Equity (income) loss in investee | 0 | 0 | 0 | 0 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | (205,816) | 149,427 | ||
Due to/from affiliates | (1,624,741) | (729,595) | ||
Inventories | 56,792 | (34,187) | ||
Prepaid expense and other current assets | (6,330) | (17,976) | ||
Accounts payable | 37,074 | (113,856) | ||
Accrued expenses | 661,974 | (206,906) | ||
Deferred revenue | 6,559 | 2,947 | ||
Other assets and liabilities | (7,573) | (3,430) | ||
Net cash provided by operations | (83,880) | 268,345 | ||
Cash flows from investing activities: | ||||
Expenditures for property, plant and equipment | (16,244) | (188,364) | ||
Expenditures for deferred turnaround costs | 0 | 0 | ||
Expenditures for other assets | 0 | 0 | ||
Investment in subsidiary | 12,800 | 5,000 | ||
Chalmette Acquisition working capital settlement | 0 | |||
Acquisition of Torrance refinery and related logistics assets | (971,932) | |||
Proceeds from sale of assets | 0 | 60,902 | ||
Net cash used in investing activities | (975,376) | (122,462) | ||
Proceeds from catalyst lease | 0 | |||
Cash flows from financing activities: | ||||
Distribution to Parent | 0 | |||
Distribution to members | (92,503) | 0 | ||
Proceeds from affiliate notes payable | 635 | 29,773 | ||
Repayment of affiliate notes payable | (517) | |||
Proceeds from revolver borrowings | 550,000 | |||
Proceeds from Issuance of Other Long-term Debt | 0 | |||
Repayments of Debt | 0 | |||
Net cash provided by financing activities | 632,615 | 29,773 | ||
Proceeds from members' capital contributions | (175,000) | 0 | ||
Repayments of Rail Facility revolver borrowings | 0 | |||
Net (decrease) increase in cash and cash equivalents | (426,641) | 175,656 | ||
Cash and equivalents, beginning of period | 882,820 | 185,381 | ||
Cash and equivalents, end of period | 456,179 | 361,037 | 456,179 | 361,037 |
Guarantor Subsidiaries [Member] | ||||
Cash flows from operating activities: | ||||
Net income | (425,021) | (292,138) | (1,064,415) | (852,587) |
Adjustments to reconcile net income to net cash from operating activities: | ||||
Depreciation and amortization | 144,011 | 130,513 | ||
Stock-based compensation | 12,658 | 6,329 | ||
Change in fair value of catalyst lease obligations | 4,556 | (8,982) | ||
Deferred income taxes | 0 | |||
Change in non-cash lower of cost or market inventory adjustment | 0 | 83,238 | ||
Non-cash change in inventory repurchase obligations | 0 | 53,370 | ||
Pension and other post retirement benefit costs | 20,645 | 13,571 | ||
Gain (Loss) on Disposition of Property Plant Equipment | 97 | (232) | ||
Equity Method Investment, Controlling Interest in Income (Loss) of Subsidiary | 0 | 0 | 0 | 0 |
Equity (income) loss in investee | 0 | 0 | 0 | 0 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | 3,695 | 7,589 | ||
Due to/from affiliates | 1,588,690 | 818,461 | ||
Inventories | 0 | (54,258) | ||
Prepaid expense and other current assets | (11,768) | (5,019) | ||
Accounts payable | 16,943 | (654) | ||
Accrued expenses | (353,030) | (27,197) | ||
Deferred revenue | 0 | 0 | ||
Other assets and liabilities | (14,210) | (18,276) | ||
Net cash provided by operations | 347,872 | 145,866 | ||
Cash flows from investing activities: | ||||
Expenditures for property, plant and equipment | (172,174) | (99,567) | ||
Expenditures for deferred turnaround costs | (138,936) | (39,725) | ||
Expenditures for other assets | (27,735) | (7,275) | ||
Investment in subsidiary | 0 | 0 | ||
Chalmette Acquisition working capital settlement | 2,659 | |||
Acquisition of Torrance refinery and related logistics assets | 0 | |||
Proceeds from sale of assets | 0 | 0 | ||
Net cash used in investing activities | (341,504) | (146,567) | ||
Proceeds from catalyst lease | (7,927) | |||
Cash flows from financing activities: | ||||
Distribution to Parent | 0 | |||
Distribution to members | 0 | 0 | ||
Proceeds from affiliate notes payable | 0 | 0 | ||
Repayment of affiliate notes payable | 0 | |||
Proceeds from revolver borrowings | 0 | |||
Proceeds from Issuance of Other Long-term Debt | 0 | |||
Repayments of Debt | 0 | |||
Net cash provided by financing activities | 7,927 | 0 | ||
Proceeds from members' capital contributions | 0 | 0 | ||
Repayments of Rail Facility revolver borrowings | 0 | |||
Net (decrease) increase in cash and cash equivalents | 14,295 | (701) | ||
Cash and equivalents, beginning of period | 6,236 | 704 | ||
Cash and equivalents, end of period | 20,531 | 3 | 20,531 | 3 |
Non-Guarantor Subsidiaries [Member] | ||||
Cash flows from operating activities: | ||||
Net income | (13,228) | 30,138 | (58,639) | 58,981 |
Adjustments to reconcile net income to net cash from operating activities: | ||||
Depreciation and amortization | 7,726 | 2,377 | ||
Stock-based compensation | 0 | 0 | ||
Change in fair value of catalyst lease obligations | 0 | 0 | ||
Deferred income taxes | 27,813 | |||
Change in non-cash lower of cost or market inventory adjustment | 0 | 0 | ||
Non-cash change in inventory repurchase obligations | 0 | 0 | ||
Pension and other post retirement benefit costs | 0 | 0 | ||
Gain (Loss) on Disposition of Property Plant Equipment | 8,866 | (650) | ||
Equity Method Investment, Controlling Interest in Income (Loss) of Subsidiary | 0 | 0 | 0 | 0 |
Equity (income) loss in investee | (1,621) | 0 | (1,621) | 0 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | 7,223 | (1,371) | ||
Due to/from affiliates | 44,245 | (76,300) | ||
Inventories | (2,740) | (22,385) | ||
Prepaid expense and other current assets | (2,105) | 0 | ||
Accounts payable | (5,126) | (8,404) | ||
Accrued expenses | (897) | (108,678) | ||
Deferred revenue | 1,470 | 0 | ||
Other assets and liabilities | (97) | (178) | ||
Net cash provided by operations | 26,118 | (156,608) | ||
Cash flows from investing activities: | ||||
Expenditures for property, plant and equipment | 675 | 0 | ||
Expenditures for deferred turnaround costs | 0 | 0 | ||
Expenditures for other assets | 0 | 0 | ||
Investment in subsidiary | 0 | 0 | ||
Chalmette Acquisition working capital settlement | 0 | |||
Acquisition of Torrance refinery and related logistics assets | 0 | |||
Proceeds from sale of assets | 13,030 | 107,368 | ||
Net cash used in investing activities | 13,705 | 107,368 | ||
Proceeds from catalyst lease | 0 | |||
Cash flows from financing activities: | ||||
Distribution to Parent | (12,800) | |||
Distribution to members | 0 | (10,000) | ||
Proceeds from affiliate notes payable | 0 | 0 | ||
Repayment of affiliate notes payable | 0 | |||
Proceeds from revolver borrowings | 0 | |||
Proceeds from Issuance of Other Long-term Debt | 102,075 | |||
Repayments of Debt | (11,457) | |||
Net cash provided by financing activities | (24,257) | 25,137 | ||
Proceeds from members' capital contributions | 0 | (5,000) | ||
Repayments of Rail Facility revolver borrowings | (71,938) | |||
Net (decrease) increase in cash and cash equivalents | 15,566 | (24,103) | ||
Cash and equivalents, beginning of period | 28,968 | 34,334 | ||
Cash and equivalents, end of period | 44,534 | 10,231 | 44,534 | 10,231 |
Combining and Consolidated Adjustments [Member] | ||||
Cash flows from operating activities: | ||||
Net income | 438,249 | 262,000 | 1,123,054 | 793,606 |
Adjustments to reconcile net income to net cash from operating activities: | ||||
Depreciation and amortization | 0 | 0 | ||
Stock-based compensation | 0 | 0 | ||
Change in fair value of catalyst lease obligations | 0 | 0 | ||
Deferred income taxes | 0 | |||
Change in non-cash lower of cost or market inventory adjustment | 0 | 0 | ||
Non-cash change in inventory repurchase obligations | 0 | 0 | ||
Pension and other post retirement benefit costs | 0 | 0 | ||
Gain (Loss) on Disposition of Property Plant Equipment | 0 | 0 | ||
Equity Method Investment, Controlling Interest in Income (Loss) of Subsidiary | (438,249) | (262,000) | (1,123,054) | (793,606) |
Equity (income) loss in investee | 0 | 0 | 0 | 0 |
Changes in operating assets and liabilities: | ||||
Accounts receivable | 0 | 0 | ||
Due to/from affiliates | 0 | 0 | ||
Inventories | 0 | 0 | ||
Prepaid expense and other current assets | 0 | 0 | ||
Accounts payable | 1,406 | 166 | ||
Accrued expenses | 0 | 0 | ||
Deferred revenue | 0 | 0 | ||
Other assets and liabilities | 0 | 0 | ||
Net cash provided by operations | 1,406 | 166 | ||
Cash flows from investing activities: | ||||
Expenditures for property, plant and equipment | 0 | 0 | ||
Expenditures for deferred turnaround costs | 0 | 0 | ||
Expenditures for other assets | 0 | 0 | ||
Investment in subsidiary | (12,800) | (5,000) | ||
Chalmette Acquisition working capital settlement | 0 | |||
Acquisition of Torrance refinery and related logistics assets | 0 | |||
Proceeds from sale of assets | 0 | 0 | ||
Net cash used in investing activities | (12,800) | (5,000) | ||
Proceeds from catalyst lease | 0 | |||
Cash flows from financing activities: | ||||
Distribution to Parent | 12,800 | |||
Distribution to members | 0 | 10,000 | ||
Proceeds from affiliate notes payable | 0 | 0 | ||
Repayment of affiliate notes payable | 0 | |||
Proceeds from revolver borrowings | 0 | |||
Proceeds from Issuance of Other Long-term Debt | 0 | |||
Repayments of Debt | 0 | |||
Net cash provided by financing activities | 12,800 | 5,000 | ||
Proceeds from members' capital contributions | 0 | 5,000 | ||
Repayments of Rail Facility revolver borrowings | 0 | |||
Net (decrease) increase in cash and cash equivalents | 1,406 | 166 | ||
Cash and equivalents, beginning of period | (3,275) | (2,016) | ||
Cash and equivalents, end of period | $ (1,869) | $ (1,850) | $ (1,869) | $ (1,850) |