Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Oct. 26, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36446 | |
Entity Registrant Name | PBF LOGISTICS LP | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 35-2470286 | |
Entity Address, Address Line One | One Sylvan Way, Second Floor | |
Entity Address, City or Town | Parsippany, | |
Entity Address, State or Province | NJ | |
Entity Address, Postal Zip Code | 07054 | |
City Area Code | 973 | |
Local Phone Number | 455-7500 | |
Title of 12(b) Security | Common Units Representing Limited Partner Interests | |
Trading Symbol | PBFX | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Smaller Reporting Company | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Units, Units Outstanding (in shares) | 62,360,524 | |
Entity Central Index Key | 0001582568 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 27,851 | $ 34,966 |
Accounts receivable - affiliates | 55,902 | 48,056 |
Accounts receivable | 9,410 | 7,351 |
Prepaids and other current assets | 4,393 | 3,828 |
Total current assets | 97,556 | 94,201 |
Property, plant and equipment, net | 829,832 | 854,610 |
Goodwill | 6,332 | 6,332 |
Other non-current assets | 8,047 | 17,859 |
Total assets | 941,767 | 973,002 |
Current liabilities: | ||
Accounts payable - affiliates | 6,569 | 6,454 |
Accounts payable | 5,013 | 10,224 |
Accrued liabilities | 36,047 | 27,839 |
Deferred revenue | 5,503 | 3,189 |
Total current liabilities | 53,132 | 47,706 |
Long-term debt | 733,414 | 802,104 |
Other long-term liabilities | 1,665 | 18,109 |
Total liabilities | 788,211 | 867,919 |
Commitments and contingencies (Note 10) | ||
Equity: | ||
Common unitholders (62,360,524 and 62,130,035 units issued and outstanding, as of September 30, 2020 and December 31, 2019, respectively) | 153,556 | 105,083 |
Total equity | 153,556 | 105,083 |
Total liabilities and equity | $ 941,767 | $ 973,002 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - Common Units [Member] - shares | Sep. 30, 2020 | Dec. 31, 2019 |
Common units issued (in shares) | 62,360,524 | 62,130,035 |
Common units outstanding (in shares) | 62,360,524 | 62,130,035 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue: | ||||
Affiliate | $ 70,716 | $ 78,026 | $ 218,681 | $ 224,014 |
Third-party | 18,294 | 8,351 | 52,487 | 23,958 |
Total revenue | 89,010 | 86,377 | 271,168 | 247,972 |
Costs and expenses: | ||||
Operating and maintenance expenses | 22,730 | 28,356 | 75,385 | 86,825 |
General and administrative expenses | 4,112 | 4,552 | 12,798 | 18,142 |
Depreciation and amortization | 14,305 | 9,079 | 36,821 | 26,654 |
Impairment expense | 7,000 | 0 | 7,000 | 0 |
Change in contingent consideration | (14,765) | 0 | (14,235) | 0 |
Total costs and expenses | 33,382 | 41,987 | 117,769 | 131,621 |
Income from operations | 55,628 | 44,390 | 153,399 | 116,351 |
Other expense: | ||||
Interest expense, net | (10,544) | (12,230) | (33,929) | (34,359) |
Amortization of loan fees and debt premium | (328) | (444) | (1,309) | (1,339) |
Accretion on discounted liabilities | (594) | (722) | (1,726) | (2,255) |
Net income | 44,162 | 30,994 | 116,435 | 78,398 |
Less: Net income attributable to noncontrolling interest | 0 | 0 | 0 | 7,881 |
Net income attributable to PBF Logistics LP unitholders | $ 44,162 | $ 30,994 | $ 116,435 | $ 70,517 |
Common Units [Member] | ||||
Net income per limited partner unit: | ||||
Common units - basic (in dollars per share) | $ 0.71 | $ 0.50 | $ 1.87 | $ 1.23 |
Common units - diluted (in dollars per share) | $ 0.71 | $ 0.50 | $ 1.87 | $ 1.23 |
Weighted-average limited partner units outstanding: | ||||
Common units - basic (in shares) | 62,519,105 | 62,361,974 | 62,424,217 | 57,314,382 |
Common units - diluted (in shares) | 62,529,489 | 62,460,669 | 62,429,475 | 57,385,166 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Cash flows from operating activities: | ||
Net income | $ 116,435 | $ 78,398 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 36,821 | 26,654 |
Impairment expense | 7,000 | 0 |
Amortization of loan fees and debt premium | 1,309 | 1,339 |
Accretion on discounted liabilities | 1,726 | 2,255 |
Unit-based compensation expense | 3,242 | 5,622 |
Change in contingent consideration | (14,235) | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable - affiliates | (7,846) | (29,351) |
Accounts receivable | (2,059) | 2,369 |
Prepaids and other current assets | (565) | (1,486) |
Accounts payable - affiliates | 115 | 137 |
Accounts payable | (5,674) | 1,894 |
Accrued liabilities | 7,748 | 9,672 |
Deferred revenue | 2,314 | 81 |
Other assets and liabilities | (4,902) | (1,941) |
Net cash provided by operating activities | 141,429 | 95,643 |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (9,635) | (23,180) |
Net cash used in investing activities | (9,635) | (23,180) |
Cash flows from financing activities: | ||
Proceeds from issuance of common units | 0 | 132,483 |
Acquisition of TVPC noncontrolling interest | 0 | (200,000) |
Distributions to unitholders | (69,718) | (91,611) |
Distributions to TVPC members | 0 | (8,500) |
Proceeds from revolving credit facility | 100,000 | 228,000 |
Repayment of revolving credit facility | (170,000) | (101,000) |
Deferred financing costs and other | 809 | 835 |
Net cash used in financing activities | (138,909) | (39,793) |
Net change in cash and cash equivalents | (7,115) | 32,670 |
Cash and cash equivalents, beginning of period | 34,966 | 19,908 |
Cash and cash equivalents, end of period | 27,851 | 52,578 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Accrued and unpaid capital expenditures | 843 | 338 |
Contribution of net assets from PBF LLC | 0 | 242 |
Assets acquired under operating leases | 0 | 482 |
IDR Restructuring [Member] | ||
Supplemental disclosure of non-cash investing and financing activities: | ||
Units issued in connection with the IDR Restructuring | $ 0 | $ 215,300 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION PBF Logistics LP (“PBFX” or the “Partnership”) is a Delaware master limited partnership formed in February 2013. PBF Logistics GP LLC (“PBF GP” or “our general partner”) serves as the general partner of PBFX. PBF GP is wholly-owned by PBF Energy Company LLC (“PBF LLC”). PBF Energy Inc. (“PBF Energy”) is the sole managing member of PBF LLC and, as of September 30, 2020, owned 99.2% of the total economic interest in PBF LLC. In addition, PBF LLC is the sole managing member of PBF Holding Company LLC (“PBF Holding”), a Delaware limited liability company and affiliate of PBFX. PBF LLC owned 29,953,631 PBFX common units constituting an aggregate of 48.0% limited partner interest in PBFX, with the remaining 52.0% limited partner interest owned by public unitholders as of September 30, 2020. PBFX engages in the processing of crude oil and the receiving, handling, storage and transferring of crude oil, refined products, natural gas and intermediates. The Partnership does not take ownership of or receive any payments based on the value of the crude oil, products, natural gas or intermediates that it handles and does not engage in the trading of any commodities. PBFX’s assets are integral to the operations of PBF Holding’s refineries, and, as a result, the Partnership continues to generate a substantial majority of its revenue from transactions with PBF Holding. Additionally, certain of PBFX’s assets generate revenue from third-party transactions. Business Developments On October 1, 2018, we acquired from Crown Point International LLC (“Crown Point”), its wholly-owned subsidiary, CPI Operations LLC (“CPI”). In connection with the acquisition, the purchase and sale agreement included an earn-out provision related to an existing commercial agreement with a third party, based on the future results of certain acquired idled assets, which recommenced operations in October 2019. Pursuant to the terms of the commercial agreement, in the third quarter of 2020, the counterparty exercised its right to terminate the contract at the conclusion of the current contract year, resulting in an adjustment to the Contingent Consideration (as defined in Note 10 “Commitments and Contingencies” of the Notes to Condensed Consolidated Financial Statements). Refer to Note 10 “Commitments and Contingencies” of the Notes to Condensed Consolidated Financial Statements for further discussion. In addition, as a result of the contract termination, the Partnership recorded an impairment charge to write-down the related processing unit assets and customer contract intangible asset of $3,000 and $4,000, respectively. The impairment charge represents a write-down of the CPI assets due to the reduction of future earnings as a result of the contract termination. The fair values of the assets were determined using the income approach and was based on the expected future net cash flows over the remaining contractual period. Level 3 assumptions were used in the calculation to determine the net cash flows used in the impairment analysis. The assumptions included an estimate of future revenue based on the terms of the contract, an estimate of operating and maintenance expenses associated with the operation of the assets and an estimate of the cost to shut-down the facility at the conclusion of the contractual period. Refer to Note 5 “Property, Plant and Equipment, Net” and Note 6 “Goodwill and Intangibles” of the Notes to Condensed Consolidated Financial Statements for further discussion. Principles of Combination and Consolidation and Basis of Presentation In connection with, and subsequent to, PBFX’s initial public offering (“IPO”), the Partnership has acquired certain assets from PBF LLC (collectively referred to as the “Contributed Assets”). Such acquisitions completed subsequent to the IPO were made through a series of dropdown transactions with PBF LLC (collectively referred to as the “Acquisitions from PBF”). The assets, liabilities and results of operations of the Contributed Assets prior to their acquisition by PBFX are collectively referred to as the “Predecessor.” The transactions through which PBFX acquired the Contributed Assets were transfers of assets between entities under common control. The accompanying condensed consolidated financial statements and related notes present solely the consolidated financial position and consolidated financial results of PBFX. Refer to the Annual Report on Form 10-K for the year ended December 31, 2019 (the “2019 Form 10-K”) for additional information regarding the Acquisitions from PBF and the agreements that were entered into or amended with related parties in connection with these acquisitions. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Accordingly, these unaudited condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, PBFX has included all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows of PBFX for the periods presented. The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the results that may be expected for the full year. The Predecessor generally did not operate its respective assets for the purpose of generating revenue independent of other PBF Energy businesses prior to the IPO or the effective dates of the Acquisitions from PBF. All intercompany accounts and transactions have been eliminated. Recently Adopted Accounting Guidance In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments—Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). This guidance amends the guidance on measuring credit losses on financial assets held at amortized cost. ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Partnership adopted ASU 2016-13 effective January 1, 2020. The adoption of ASU 2016-13 did not have a material impact on the Partnership’s condensed consolidated financial statements. Refer to Note 4 “Current Expected Credit Losses” of the Notes to Condensed Consolidated Financial Statements for further disclosure related to the adoption of this pronouncement. Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional guidance to alleviate the burden in accounting for reference rate reform by allowing certain expedients and exceptions in applying GAAP to contracts, hedging relationships and other transactions affected by the expected market transition from London Interbank Offering Rate, also known as LIBOR, and other interbank rates. The amendments in ASU 2020-04 are effective for all entities at any time beginning on March 12, 2020 through December 31, 2022 and may be applied from the beginning of an interim period that includes the issuance date of ASU 2020-04. The Partnership is currently evaluating the impact of this new standard on its condensed consolidated financial statements and related disclosures. |
REVENUE
REVENUE | 9 Months Ended |
Sep. 30, 2020 | |
Revenues [Abstract] | |
REVENUE | 2. REVENUE Revenue Recognition Revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration the Partnership expects to be entitled to in exchange for those goods or services. As disclosed in Note 12 “Segment Information” of the Notes to Condensed Consolidated Financial Statements, the Partnership’s business consists of two reportable segments: (i) Transportation and Terminaling and (ii) Storage. The following table provides information relating to the Partnership’s revenue for each service category by segment for the periods presented: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Transportation and Terminaling Segment Terminaling $ 35,468 $ 39,399 $ 108,196 $ 105,904 Pipeline 19,974 21,089 60,732 60,042 Other 11,550 12,781 35,016 42,938 Total 66,992 73,269 203,944 208,884 Storage Segment Storage 13,815 13,108 41,366 39,088 Other 8,203 — 25,858 — Total 22,018 13,108 67,224 39,088 Total Revenue $ 89,010 $ 86,377 $ 271,168 $ 247,972 PBFX recognizes revenue by charging fees for crude oil and refined products terminaling, pipeline, storage and processing services based on contractual rates applied to the greater of contractual minimum volume commitments (“MVCs”), as applicable, or actual volumes transferred, stored or processed. Minimum Volume Commitments Transportation and Terminaling Segment The Partnership’s Transportation and Terminaling segment consists of product terminals, pipelines, crude unloading facilities and other facilities capable of transporting and handling crude oil, refined products and natural gas. Certain of the affiliate and third-party Transportation and Terminaling commercial agreements contain MVCs. Under these commercial agreements, if the Partnership’s customer fails to transport its minimum throughput volumes during any specified period, the customer will pay the Partnership an amount equal to the difference in actual volumes transported and/or throughput and the minimum volumes required under the agreement multiplied by the applicable contractual rate (each a “deficiency payment”). Deficiency payments are initially recorded as deferred revenue on the Partnership’s balance sheets for all contracts in which the MVC deficiency makeup period is contractually longer than a fiscal quarter. Certain of the Partnership’s customers may apply deficiency payment amounts as a credit against volumes throughput in excess of its MVC, as applicable, during subsequent quarters under the terms of the applicable agreement. The Partnership recognizes operating revenue for the deficiency payments when credits are used for volumes transported in excess of MVCs or at the end of the contractual period. Unused credits determined to have a remote chance of being utilized by customers in the future are recognized as operating revenue in the period when that determination is made. The use or recognition of the credits is recorded as a reduction to deferred revenue. Storage Segment The Partnership earns storage revenue under crude oil and refined products storage contracts. In addition, the Partnership earns storage revenue under its processing agreement at its East Coast storage facility. Certain of these affiliate and third-party contracts contain capacity reservation agreements, under which the Partnership collects a fee for reserving storage capacity for customers in its facilities. Customers generally pay reservation fees based on the level of storage capacity reserved rather than the actual volumes stored. MVC Payments to be Received As of September 30, 2020, MVC payments to be received, based on future performance obligations of the Partnership, related to noncancelable commercial terminaling, pipeline and storage agreements were as follows: Remainder of 2020 $ 30,044 2021 113,204 2022 90,321 2023 87,798 2024 87,011 Thereafter 86,773 Total MVC payments to be received (1)(2) $ 495,151 (1) All fixed consideration from contracts with customers is included in the amounts presented above. Variable consideration that is constrained or not required to be estimated is excluded. (2) Arrangements deemed leases are excluded from this table. Leases Lessor Disclosures The Partnership has leased certain of its assets under lease agreements with varying terms up to fifteen years, including leases of storage, terminaling, pipeline and processing assets. Certain of these leases include options to extend or renew the lease for one At inception, the Partnership determines if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. As of September 30, 2020, all of the Partnership’s leases have been determined to be operating leases. Some of the Partnership’s lease arrangements contain lease components ( e.g., MVCs) and non-lease components ( e.g., maintenance, labor charges, etc.). The Partnership accounts for the lease and non-lease components as a single lease component for every asset class. Certain of the Partnership’s lease agreements include MVCs that are adjusted periodically based on a specified index or rate. The leases are initially measured using the projected payments adjusted for the index or rate in effect at the commencement date. The Partnership’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The Partnership expects to derive significant future benefits from its leased assets following the end of the lease term, as the remaining useful life would be sufficient to allow the Partnership to enter into new leases for such assets. In the normal course of business, the Partnership enters into contracts with PBF Holding and its refineries whereby PBF Holding and its refineries lease certain of the Partnership’s storage, terminaling and pipeline assets. The Partnership believes the terms and conditions under these leases are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services. The terms for these affiliate leases range from one The table below quantifies lease revenue for the three and nine months ended September 30, 2020 and 2019: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Affiliate $ 36,212 $ 39,615 $ 112,600 $ 114,395 Third-party 13,449 4,764 40,173 13,466 Total lease revenue $ 49,661 $ 44,379 $ 152,773 $ 127,861 Undiscounted Cash Flows The table below presents the fixed component of the undiscounted cash flows to be received for each of the periods presented for the Partnership’s operating leases with customers as of September 30, 2020: Remainder of 2020 $ 42,202 2021 150,038 2022 139,835 2023 138,474 2024 137,252 Thereafter 240,209 Total undiscounted cash flows to be received $ 848,010 Assets Under Lease The Partnership’s assets that are subject to lease are included in “Property, plant and equipment, net” within the Partnership’s condensed consolidated balance sheets. The table below quantifies, by category within property, plant and equipment, the assets that are subject to lease as of September 30, 2020 and December 31, 2019: September 30, December 31, Land $ 98,337 $ 98,337 Pipelines 319,873 318,459 Terminals and equipment 83,387 83,149 Storage facilities and processing units 174,982 177,084 676,579 677,029 Accumulated depreciation (99,751) (77,243) Net assets subject to lease $ 576,828 $ 599,786 Deferred Revenue The Partnership records deferred revenue when cash payments are received or due in advance of performance, including amounts which are refundable. Deferred revenue was $5,503 and $3,189 as of September 30, 2020 and December 31, 2019, respectively. The increase in the deferred revenue balance as of September 30, 2020 is primarily driven by the timing and extent of cash payments received in advance of satisfying the Partnership’s performance obligations for the comparative periods. The Partnership’s payment terms vary by the type and location of the customer and the services offered. The period between invoicing and when payment is due is not significant ( i.e., generally within two months). |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Acquisitions from PBF The following Acquisitions from PBF were transactions between affiliate companies. As a result, the acquisitions were accounted for as transfers of assets between entities under common control in accordance with GAAP. The assets and liabilities of the Acquisitions from PBF were transferred at their historical carrying value. TVPC Acquisition On April 24, 2019, the Partnership entered into a Contribution Agreement with PBF LLC, pursuant to which the Partnership acquired from PBF LLC all of the issued and outstanding limited liability company interests of TVP Holding Company LLC (“TVP Holding”), which held the remaining 50% equity interest in Torrance Valley Pipeline Company LLC (“TVPC”) (the “TVPC Acquisition”). The TVPC Acquisition closed on May 31, 2019 for total consideration of $200,000 in cash, which was financed through proceeds from the 2019 Registered Direct Offering (as defined in Note 8 “Equity” of the Notes to Condensed Consolidated Financial Statements) and borrowings under the Partnership’s Revolving Credit Facility (as defined in Note 7 “Debt” of the Notes to Condensed Consolidated Financial Statements). As a result of the TVPC Acquisition, the Partnership owns 100% of the equity interest in TVPC. Acquisition Expenses |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES | 9 Months Ended |
Sep. 30, 2020 | |
Credit Loss [Abstract] | |
CURRENT EXPECTED CREDIT LOSSES | CURRENT EXPECTED CREDIT LOSSES Credit Losses The Partnership has exposure to credit losses through its collection of fees charged to customers for terminaling, pipeline, storage and processing services. The Partnership evaluates creditworthiness on an individual customer basis. The Partnership utilizes a financial review model for purposes of evaluating creditworthiness, which is based on information from financial statements and credit reports. The financial review model enables the Partnership to assess the customer’s risk profile and determine credit limits on the basis of their financial strength, including but not limited to, their liquidity, leverage, debt serviceability, longevity and how they pay their bills. The Partnership may require security in the form of letters of credit or cash payments in advance of product and services delivery for certain customers that are deemed higher risk. Additionally, the Partnership may hold customers’ product in storage at its facilities as collateral and/or deny access to its facilities, as allowable under commercial law or its contractual agreements, should payment not be received. The Partnership reviews each customer’s credit risk profile at least annually, or more frequently if warranted. Following the widespread market disruption that has resulted from the coronavirus disease 2019 (“COVID-19”) pandemic and related governmental and consumer responses, the Partnership has been performing ongoing credit reviews of its customers including monitoring for any negative credit events such as customer bankruptcy or insolvency events. Based on its credit assessments, the Partnership may adjust payment terms or limit available trade credit for customers, and customers within certain industries, which are deemed to be at a higher risk. The Partnership performs a quarterly allowance for doubtful accounts analysis to assess whether an allowance needs to be recorded for any outstanding trade receivables. In estimating credit losses, management reviews accounts that are past due, have known disputes or have experienced any negative credit events that may result in future collectability issues. There was no allowance for doubtful accounts recorded as of September 30, 2020 and December 31, 2019. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net consisted of the following: September 30, December 31, Land $ 115,957 $ 115,957 Pipelines 343,948 342,533 Terminals and equipment 315,720 315,322 Storage facilities and processing units 193,044 194,843 Construction in progress 14,306 8,093 982,975 976,748 Accumulated depreciation (153,143) (122,138) Property, plant and equipment, net $ 829,832 $ 854,610 Depreciation expense was $31,065 and $26,278 for the nine months ended September 30, 2020 and 2019, respectively. |
GOODWILL AND INTANGIBLES
GOODWILL AND INTANGIBLES | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLES | GOODWILL AND INTANGIBLES The global crisis resulting from the spread of COVID-19 has had a substantial impact on the economy and overall consumer demand. As a result of the significant decrease in the Partnership’s unit price and market capitalization during the quarters ended March 31, 2020 and June 30, 2020, the Partnership deemed impairment triggering events had occurred. As such, the Partnership performed interim impairment assessments and concluded that the carrying value of its goodwill was not impaired at the end of either reporting period. The Partnership performed its annual goodwill impairment assessment as of July 1, 2020 and determined that the carrying value of goodwill was not impaired. As of September 30, 2020, the carrying amount of goodwill was $6,332, all of which was recorded within the Transportation and Terminaling segment. The Partnership’s net intangibles consisted of the following: September 30, December 31, Customer contracts $ 9,300 $ 13,300 Customer relationships 5,900 5,900 15,200 19,200 Accumulated amortization (7,457) (1,701) Total intangibles, net (1) $ 7,743 $ 17,499 (1) Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. Amortization expense was $5,756 and $376 for the nine months ended September 30, 2020 and 2019, respectively. |
DEBT
DEBT | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Total debt was comprised of the following: September 30, December 31, 2023 Notes $ 525,000 $ 525,000 Revolving credit facility (1)(2) 213,000 283,000 Total debt outstanding 738,000 808,000 Unamortized debt issuance costs (6,346) (8,125) Unamortized 2023 Notes premium 1,760 2,229 Net carrying value of debt $ 733,414 $ 802,104 ___________________ (1) PBFX had $4,868 of outstanding letters of credit and $282,132 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2020. (2) During the nine months ended September 30, 2020, PBFX made net repayments of $70,000 under the Revolving Credit Facility. Fair Value Measurement A fair value hierarchy (Level 1, Level 2, or Level 3) is used to categorize fair value amounts based on the quality of inputs used to measure fair value. Accordingly, fair values derived from Level 1 inputs utilize quoted prices in active markets for identical assets or liabilities. Fair values derived from Level 2 inputs are based on quoted prices for similar assets and liabilities in active markets, and inputs other than quoted prices that are either directly or indirectly observable for the asset or liability. Level 3 inputs are unobservable inputs for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. The estimated fair value of the Revolving Credit Facility approximates its carrying value, categorized as a Level 2 measurement, as this borrowing bears interest based on short-term floating market interest rates. The estimated fair value of the Partnership’s 6.875% Senior Notes due 2023 (the “2023 Notes”), categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
EQUITY | EQUITY PBFX had 32,406,893 outstanding common units held by the public as of September 30, 2020. PBF LLC owns 29,953,631 PBFX common units constituting an aggregate of 48.0% of PBFX’s limited partner interest as of September 30, 2020. Unit Activity The partnership agreement authorizes PBFX to issue an unlimited number of additional partnership interests for the consideration of, and on the terms and conditions determined by, PBFX’s general partner without the approval of the unitholders. It is possible that PBFX will fund future acquisitions through the issuance of additional common units, subordinated units or other partnership interests. The following table presents changes in PBFX common units outstanding: Three Months Ended September 30, 2020 2019 Balance at beginning of period 62,349,592 62,107,210 Vesting of phantom units, net of forfeitures 10,932 3,622 Balance at end of period 62,360,524 62,110,832 Nine Months Ended September 30, 2020 2019 Balance at beginning of period 62,130,035 45,348,663 Vesting of phantom units, net of forfeitures 230,489 176,669 New units issued — 16,585,500 Balance at end of period 62,360,524 62,110,832 On February 28, 2019, the Partnership closed on the transaction contemplated by the Equity Restructuring Agreement with PBF LLC and PBF GP, pursuant to which PBFX’s incentive distribution rights (“IDRs”) held by PBF LLC were canceled and converted into 10,000,000 newly issued PBFX common units (the “IDR Restructuring”). On April 24, 2019, the Partnership entered into subscription agreements to sell an aggregate of 6,585,500 common units to certain institutional investors in a registered direct public offering (the “2019 Registered Direct Offering”) for gross proceeds of approximately $135,000. The 2019 Registered Direct Offering closed on April 29, 2019. Additionally, 292,341 of the Partnership’s phantom units issued under the PBFX 2014 Long-Term Incentive Plan vested and were converted into common units held by certain directors, officers and current and former employees of our general partner or its affiliates during the year ended December 31, 2019. Holders of any additional common units PBFX issues will be entitled to share equally with the then-existing common unitholders in PBFX’s distributions of available cash. Noncontrolling Interest Prior to the TVPC Acquisition, PBFX’s wholly-owned subsidiary, PBFX Operating Company LLC (“PBFX Op Co”), held a 50% controlling equity interest in TVPC, with the other 50% equity interest in TVPC held by TVP Holding, a subsidiary of PBF Holding. PBFX Op Co was the sole managing member of TVPC. PBFX, through its ownership of PBFX Op Co, consolidated the financial results of TVPC and recorded a noncontrolling interest for the economic interest in TVPC held by TVP Holding. Noncontrolling interest on the condensed consolidated statements of operations included the portion of net income or loss attributable to the economic interest in TVPC held by TVP Holding. Noncontrolling interest on the condensed consolidated balance sheets included the portion of net assets of TVPC attributable to TVP Holding. Subsequent to the TVPC Acquisition, PBFX owns 100% of the equity interest in TVPC and no longer records a noncontrolling interest related to TVPC. Equity Activity The following tables summarize the changes in the carrying amount of the Partnership’s equity during the nine months ended September 30, 2020 and 2019: Common Units Balance at December 31, 2019 $ 105,083 Quarterly distributions to unitholders ($0.5200 per unit) (32,703) Net income attributable to the partners 34,813 Unit-based compensation expense (1) 1,302 Other (6) Balance at March 31, 2020 $ 108,489 Quarterly distributions to unitholders ($0.3000 per unit) (18,843) Net income attributable to the partners 37,460 Unit-based compensation expense 945 Other (805) Balance at June 30, 2020 $ 127,246 Quarterly distributions to unitholders ($0.3000 per unit) (18,847) Net income attributable to the partners 44,162 Unit-based compensation expense 995 Balance at September 30, 2020 $ 153,556 (1) Inclusive of $201 of expense associated with the accelerated vesting of phantom units in March 2020 for nonretirement eligible employees in accordance with their grant agreements. Common Units Noncontrolling Interest Total Equity Balance at December 31, 2018 $ 23,718 $ 169,472 $ 193,190 Quarterly distributions to unitholders ($0.5050 per unit) (28,313) — (28,313) Distributions to TVPC members — (6,500) (6,500) Net income attributable to the partners 17,357 4,719 22,076 Unit-based compensation expense 964 — 964 Other 259 — 259 Balance at March 31, 2019 $ 13,985 $ 167,691 $ 181,676 Quarterly distributions to unitholders ($0.5100 per unit) (32,079) — (32,079) Distributions to TVPC members — (2,000) (2,000) Net income attributable to the partners 22,166 3,162 25,328 Acquisition of TVPC noncontrolling interest (31,147) (168,853) (200,000) Unit-based compensation expense 3,387 — 3,387 Issuance of common units, net of expenses 132,483 — 132,483 Other (1,801) — (1,801) Balance at June 30, 2019 $ 106,994 $ — $ 106,994 Quarterly distributions to unitholders ($0.5150 per unit) (32,384) — (32,384) Net income attributable to the partners 30,994 — 30,994 Unit-based compensation expense 1,271 — 1,271 Other 260 — 260 Balance at September 30, 2019 $ 107,135 $ — $ 107,135 Cash Distributions PBFX’s partnership agreement sets forth the calculation to be used to determine the amount and priority of cash distributions that the unitholders and general partner will receive. During the nine months ended September 30, 2020, PBFX made distribution payments as follows: Related Earnings Period: Q4 2019 Q1 2020 Q2 2020 Distribution date March 17, 2020 June 17, 2020 August 26, 2020 Record date February 25, 2020 May 27, 2020 August 13, 2020 Per unit $ 0.5200 $ 0.3000 $ 0.3000 To public common unitholders $ 16,732 $ 9,719 $ 9,720 To PBF LLC 15,576 8,986 8,986 Total distribution $ 32,308 $ 18,705 $ 18,706 The quarterly distributions to limited partners for the three and nine months ended September 30, 2020 and 2019 are shown in the table below. The Partnership’s distributions are declared subsequent to quarter end (distributions of $0.3000 and $0.5200 per unit declared for the three months ended September 30, 2020 and 2019, respectively, $0.3000 and $0.5150 per unit declared for the three months ended June 30, 2020 and 2019, respectively, and $0.3000 and $0.5100 per unit declared for the three months ended March 31, 2020 and 2019, respectively); therefore, the table represents total estimated distributions applicable to the period in which the distributions were earned: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Limited partners’ distributions: Common $ 18,848 $ 32,709 $ 56,541 $ 97,188 Total distributions $ 18,848 $ 32,709 $ 56,541 $ 97,188 Total cash distributions (1) $ 18,708 $ 32,298 $ 56,119 $ 95,958 |
NET INCOME PER UNIT
NET INCOME PER UNIT | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
NET INCOME PER UNIT | NET INCOME PER UNIT Earnings in excess of distributions are allocated to the limited partners based on their respective ownership interests. Payments made to PBFX’s unitholders are determined in relation to actual distributions declared and are not based on the net income (loss) allocations used in the calculation of net income (loss) per unit. Diluted net income per unit includes the effect of potentially dilutive units of PBFX’s common units that consist of unvested phantom units. There were 273,232 and 285,515 anti-dilutive phantom units for the three and nine months ended September 30, 2020, respectively, compared to 625 and 13,063 anti-dilutive phantom units for the three and nine months ended September 30, 2019, respectively. The following table shows the calculation of net income per limited partner unit: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Net income attributable to the partners: Distributions declared $ 18,848 $ 32,709 $ 56,541 $ 97,188 Earnings less distributions 25,314 (1,715) 59,894 (26,671) Net income attributable to the partners $ 44,162 $ 30,994 $ 116,435 $ 70,517 Weighted-average units outstanding - basic 62,519,105 62,361,974 62,424,217 57,314,382 Weighted-average units outstanding - diluted 62,529,489 62,460,669 62,429,475 57,385,166 Net income per limited partner unit - basic $ 0.71 $ 0.50 $ 1.87 $ 1.23 Net income per limited partner unit - diluted 0.71 0.50 1.87 1.23 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Environmental Matters PBFX’s assets, along with PBF Energy’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 composition of fuels. Compliance with existing and anticipated laws and regulations can increase the overall cost of operating the Partnership’s assets, including remediation, operating costs and capital costs to construct, maintain and upgrade equipment and facilities. PBFX recorded a total liability related to environmental remediation obligations at certain of its assets of $1,857 and $2,347 as of September 30, 2020 and December 31, 2019, respectively, related to existing environmental liabilities. During the first quarter of 2019, the Partnership notified certain agencies of an oil sheen present in the Schuylkill River near one of its facilities. Clean-up, identification and mitigation of the source were immediately initiated. The Pennsylvania Department of Environmental Protection (“PADEP”) approved the Site Characterization Report submitted by the Partnership, and the Remedial Action Plan was submitted to the PADEP on October 14, 2020. Although the response activities are substantially complete, the remediation costs will not be finalized until the Remedial Action Plan is approved by the PADEP. The remediation costs are currently not expected to be material to the Partnership. Contingent Consideration In connection with the Partnership’s acquisition of CPI from Crown Point in October 2018, the purchase and sale agreement between the Partnership and Crown Point included an earn-out provision related to an existing commercial agreement with a third party, based on the future results of certain acquired idled assets (the “Contingent Consideration”). The Partnership and Crown Point will share equally in the future operating profits of the restarted assets, as defined in the purchase and sale agreement, over a contractual term of up to three years starting in 2019. The Contingent Consideration recorded was $13,720 and $26,086 as of September 30, 2020 and December 31, 2019, respectively, representing the present value of expected future payments discounted at a blended rate of 8.79%. The short-term Contingent Consideration is included in “Accrued liabilities” within the Partnership’s condensed consolidated balance sheets. At September 30, 2020, the estimated undiscounted liability totaled $13,775 based on the Partnership’s anticipated total annual earn-out payments. The acquired idled assets that are subject to the Contingent Consideration recommenced operations in October 2019. The Contingent Consideration at September 30, 2020 is categorized in Level 3 of the fair value hierarchy and is estimated using a discounted cash flow model based on management’s estimate of the future cash flows associated with the recommenced idled assets, a risk free rate of return of 2.9% and a discount rate of 6.0%. The change in fair value of the obligation during the three and nine months ended September 30, 2020 was impacted primarily due to the change in estimated future cash flows of the assets and accretion on the discounted liability. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Agreements with PBF Energy Entities Commercial Agreements PBFX currently derives a majority of its revenue from long-term, fee-based agreements with PBF Holding, which generally include MVCs and contractual fee escalations for inflation adjustments and certain increases in operating costs. PBFX believes the terms and conditions under these agreements, as well as the Omnibus Agreement and the Services Agreement (each as defined below), each with PBF Holding, are generally no less favorable to either party than those that could have been negotiated with unaffiliated parties with respect to similar services. Refer to the 2019 Form 10-K for a more complete description of PBFX’s commercial agreements with PBF Holding, including those identified as leases, which were entered into prior to 2020. No new agreements or amendments were entered into during the nine months ended September 30, 2020. Other Agreements In addition to the commercial agreements described above, PBFX has entered into an omnibus agreement with PBF GP, PBF LLC and PBF Holding, which has been amended and restated in connection with certain of the Acquisitions from PBF (as amended, the “Omnibus Agreement”). This agreement addresses the payment of an annual fee for the provision of various general and administrative services and reimbursement of salary and benefit costs for certain PBF Energy employees. The annual fee was increased to $8,275 effective as of January 1, 2020. Additionally, PBFX has entered into an operation and management services and secondment agreement with PBF Holding and certain of its subsidiaries (as amended, the “Services Agreement”), pursuant to which PBF Holding and its subsidiaries provide PBFX with the personnel necessary for the Partnership to perform its obligations under its commercial agreements. PBFX reimburses PBF Holding for the use of such employees and the provision of certain infrastructure-related services to the extent applicable to its operations, including storm water discharge and waste water treatment, steam, potable water, access to certain roads and grounds, sanitary sewer access, electrical power, emergency response, filter press, fuel gas, API solids treatment, fire water and compressed air. The Services Agreement will terminate upon the termination of the Omnibus Agreement, provided that the Partnership may terminate any service upon 30-days’ notice. Refer to the 2019 Form 10-K for a more complete description of the Omnibus Agreement and the Services Agreement. Summary of Transactions A summary of revenue and expense transactions with the Partnership’s affiliates, including expenses directly charged and allocated to the Partnership, is as follows: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Revenue $ 70,716 $ 78,026 $ 218,681 $ 224,014 Operating and maintenance expenses 2,171 2,171 6,512 6,447 General and administrative expenses 1,895 1,863 5,843 5,377 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Partnership’s operations are comprised of operating segments, which are strategic business units that offer different services in various geographical locations. PBFX has evaluated the performance of each operating segment based on its respective operating income. The operating segments adhere to the accounting polices used for the consolidated financial statements, as described in Note 2 “Summary of Accounting Policies” of the Notes to Consolidated Financial Statements in the 2019 Form 10-K. The Partnership’s operating segments are organized into two reportable segments: (i) Transportation and Terminaling and (ii) Storage. Operations that are not included in either the Transportation and Terminaling or the Storage segments are included in Corporate. The Partnership does not have any foreign operations. The Partnership’s Transportation and Terminaling segment consists of operating segments that include product terminals, pipelines, crude unloading facilities and other facilities capable of transporting and handling crude oil, refined products and natural gas. The Partnership’s Storage segment consists of operating segments that include storage and other facilities capable of processing crude oil and handling crude oil, refined products and intermediates. Revenue is generated from third-party transactions as well as commercial agreements entered into with PBF Holding under which the Partnership receives fees for transportation, terminaling, storage and processing services. The commercial agreements with PBF Holding are described in Note 11 “Related Party Transactions” of the Notes to Condensed Consolidated Financial Statements. Certain general and administrative expenses and interest and financing costs are included in Corporate as they are not directly attributable to a specific reporting segment. Identifiable assets are those used by the operating segments, whereas assets included in Corporate are principally cash, deposits and other assets that are not associated with operations. Three Months Ended September 30, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 66,992 $ 22,018 $ — $ 89,010 Depreciation and amortization 7,010 7,295 — 14,305 Income (loss) from operations 43,377 16,363 (4,112) 55,628 Other expense — — 11,466 11,466 Capital expenditures 1,438 325 — 1,763 Three Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 73,269 $ 13,108 $ — $ 86,377 Depreciation and amortization 7,051 2,028 — 9,079 Income (loss) from operations 43,596 5,346 (4,552) 44,390 Other expense — — 13,396 13,396 Capital expenditures 2,781 5,247 — 8,028 Nine Months Ended September 30, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 203,944 $ 67,224 $ — $ 271,168 Depreciation and amortization 21,105 15,716 — 36,821 Income (loss) from operations 127,557 38,640 (12,798) 153,399 Other expense — — 36,964 36,964 Capital expenditures 6,469 3,166 — 9,635 Nine Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 208,884 $ 39,088 $ — $ 247,972 Depreciation and amortization 20,831 5,823 — 26,654 Income (loss) from operations 120,676 13,817 (18,142) 116,351 Other expense — — 37,953 37,953 Capital expenditures 15,014 8,166 — 23,180 Balance at September 30, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 705,416 $ 213,118 $ 23,233 $ 941,767 Balance at December 31, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 726,374 $ 228,495 $ 18,133 $ 973,002 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Cash Distribution On October 29, 2020, PBF GP’s board of directors announced a cash distribution, based on the results of the third quarter of 2020, of $0.30 per unit. The distribution is payable on November 30, 2020 to PBFX unitholders of record at the close of business on November 16, 2020. |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recent Accounting Pronouncements | Recently Adopted Accounting Guidance In June 2016, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 2016-13, “Financial Instruments—Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). This guidance amends the guidance on measuring credit losses on financial assets held at amortized cost. ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions and reasonable and supportable forecasts. This guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Partnership adopted ASU 2016-13 effective January 1, 2020. The adoption of ASU 2016-13 did not have a material impact on the Partnership’s condensed consolidated financial statements. Refer to Note 4 “Current Expected Credit Losses” of the Notes to Condensed Consolidated Financial Statements for further disclosure related to the adoption of this pronouncement. Recently Issued Accounting Pronouncements In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”). The amendments in ASU 2020-04 provide optional guidance to alleviate the burden in accounting for reference rate reform by allowing certain expedients and exceptions in applying GAAP to contracts, hedging relationships and other transactions affected by the expected market transition from London Interbank Offering Rate, also known as LIBOR, and other interbank rates. The amendments in ASU 2020-04 are effective for all entities at any time beginning on March 12, 2020 through December 31, 2022 and may be applied from the beginning of an interim period that includes the issuance date of ASU 2020-04. The Partnership is currently evaluating the impact of this new standard on its condensed consolidated financial statements and related disclosures. |
REVENUE (Tables)
REVENUE (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Revenues [Abstract] | |
Revenue from External Customers by Products and Services [Table Text Block] | The following table provides information relating to the Partnership’s revenue for each service category by segment for the periods presented: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Transportation and Terminaling Segment Terminaling $ 35,468 $ 39,399 $ 108,196 $ 105,904 Pipeline 19,974 21,089 60,732 60,042 Other 11,550 12,781 35,016 42,938 Total 66,992 73,269 203,944 208,884 Storage Segment Storage 13,815 13,108 41,366 39,088 Other 8,203 — 25,858 — Total 22,018 13,108 67,224 39,088 Total Revenue $ 89,010 $ 86,377 $ 271,168 $ 247,972 |
Schedule of Future Minimum Volume Commitments to be received [Table Text Block] | As of September 30, 2020, MVC payments to be received, based on future performance obligations of the Partnership, related to noncancelable commercial terminaling, pipeline and storage agreements were as follows: Remainder of 2020 $ 30,044 2021 113,204 2022 90,321 2023 87,798 2024 87,011 Thereafter 86,773 Total MVC payments to be received (1)(2) $ 495,151 (1) All fixed consideration from contracts with customers is included in the amounts presented above. Variable consideration that is constrained or not required to be estimated is excluded. (2) Arrangements deemed leases are excluded from this table. |
Operating Lease, Lease Income [Table Text Block] | The table below quantifies lease revenue for the three and nine months ended September 30, 2020 and 2019: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Affiliate $ 36,212 $ 39,615 $ 112,600 $ 114,395 Third-party 13,449 4,764 40,173 13,466 Total lease revenue $ 49,661 $ 44,379 $ 152,773 $ 127,861 |
Lessor, Operating Lease, Payments to be Received, Maturity [Table Text Block] | The table below presents the fixed component of the undiscounted cash flows to be received for each of the periods presented for the Partnership’s operating leases with customers as of September 30, 2020: Remainder of 2020 $ 42,202 2021 150,038 2022 139,835 2023 138,474 2024 137,252 Thereafter 240,209 Total undiscounted cash flows to be received $ 848,010 |
Assets Under Lease [Table Text Block] | The table below quantifies, by category within property, plant and equipment, the assets that are subject to lease as of September 30, 2020 and December 31, 2019: September 30, December 31, Land $ 98,337 $ 98,337 Pipelines 319,873 318,459 Terminals and equipment 83,387 83,149 Storage facilities and processing units 174,982 177,084 676,579 677,029 Accumulated depreciation (99,751) (77,243) Net assets subject to lease $ 576,828 $ 599,786 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Property, plant and equipment, net consisted of the following: September 30, December 31, Land $ 115,957 $ 115,957 Pipelines 343,948 342,533 Terminals and equipment 315,720 315,322 Storage facilities and processing units 193,044 194,843 Construction in progress 14,306 8,093 982,975 976,748 Accumulated depreciation (153,143) (122,138) Property, plant and equipment, net $ 829,832 $ 854,610 |
GOODWILL AND INTANGIBLES (Table
GOODWILL AND INTANGIBLES (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of net intangible assets | The Partnership’s net intangibles consisted of the following: September 30, December 31, Customer contracts $ 9,300 $ 13,300 Customer relationships 5,900 5,900 15,200 19,200 Accumulated amortization (7,457) (1,701) Total intangibles, net (1) $ 7,743 $ 17,499 (1) Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Total debt was comprised of the following: September 30, December 31, 2023 Notes $ 525,000 $ 525,000 Revolving credit facility (1)(2) 213,000 283,000 Total debt outstanding 738,000 808,000 Unamortized debt issuance costs (6,346) (8,125) Unamortized 2023 Notes premium 1,760 2,229 Net carrying value of debt $ 733,414 $ 802,104 ___________________ (1) PBFX had $4,868 of outstanding letters of credit and $282,132 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2020. (2) During the nine months ended September 30, 2020, PBFX made net repayments of $70,000 under the Revolving Credit Facility. |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of Stock by Class [Table Text Block] | The following table presents changes in PBFX common units outstanding: Three Months Ended September 30, 2020 2019 Balance at beginning of period 62,349,592 62,107,210 Vesting of phantom units, net of forfeitures 10,932 3,622 Balance at end of period 62,360,524 62,110,832 Nine Months Ended September 30, 2020 2019 Balance at beginning of period 62,130,035 45,348,663 Vesting of phantom units, net of forfeitures 230,489 176,669 New units issued — 16,585,500 Balance at end of period 62,360,524 62,110,832 |
Schedule of Stockholders Equity | The following tables summarize the changes in the carrying amount of the Partnership’s equity during the nine months ended September 30, 2020 and 2019: Common Units Balance at December 31, 2019 $ 105,083 Quarterly distributions to unitholders ($0.5200 per unit) (32,703) Net income attributable to the partners 34,813 Unit-based compensation expense (1) 1,302 Other (6) Balance at March 31, 2020 $ 108,489 Quarterly distributions to unitholders ($0.3000 per unit) (18,843) Net income attributable to the partners 37,460 Unit-based compensation expense 945 Other (805) Balance at June 30, 2020 $ 127,246 Quarterly distributions to unitholders ($0.3000 per unit) (18,847) Net income attributable to the partners 44,162 Unit-based compensation expense 995 Balance at September 30, 2020 $ 153,556 (1) Inclusive of $201 of expense associated with the accelerated vesting of phantom units in March 2020 for nonretirement eligible employees in accordance with their grant agreements. Common Units Noncontrolling Interest Total Equity Balance at December 31, 2018 $ 23,718 $ 169,472 $ 193,190 Quarterly distributions to unitholders ($0.5050 per unit) (28,313) — (28,313) Distributions to TVPC members — (6,500) (6,500) Net income attributable to the partners 17,357 4,719 22,076 Unit-based compensation expense 964 — 964 Other 259 — 259 Balance at March 31, 2019 $ 13,985 $ 167,691 $ 181,676 Quarterly distributions to unitholders ($0.5100 per unit) (32,079) — (32,079) Distributions to TVPC members — (2,000) (2,000) Net income attributable to the partners 22,166 3,162 25,328 Acquisition of TVPC noncontrolling interest (31,147) (168,853) (200,000) Unit-based compensation expense 3,387 — 3,387 Issuance of common units, net of expenses 132,483 — 132,483 Other (1,801) — (1,801) Balance at June 30, 2019 $ 106,994 $ — $ 106,994 Quarterly distributions to unitholders ($0.5150 per unit) (32,384) — (32,384) Net income attributable to the partners 30,994 — 30,994 Unit-based compensation expense 1,271 — 1,271 Other 260 — 260 Balance at September 30, 2019 $ 107,135 $ — $ 107,135 |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | During the nine months ended September 30, 2020, PBFX made distribution payments as follows: Related Earnings Period: Q4 2019 Q1 2020 Q2 2020 Distribution date March 17, 2020 June 17, 2020 August 26, 2020 Record date February 25, 2020 May 27, 2020 August 13, 2020 Per unit $ 0.5200 $ 0.3000 $ 0.3000 To public common unitholders $ 16,732 $ 9,719 $ 9,720 To PBF LLC 15,576 8,986 8,986 Total distribution $ 32,308 $ 18,705 $ 18,706 |
Distributions Made to Unitholders | The quarterly distributions to limited partners for the three and nine months ended September 30, 2020 and 2019 are shown in the table below. The Partnership’s distributions are declared subsequent to quarter end (distributions of $0.3000 and $0.5200 per unit declared for the three months ended September 30, 2020 and 2019, respectively, $0.3000 and $0.5150 per unit declared for the three months ended June 30, 2020 and 2019, respectively, and $0.3000 and $0.5100 per unit declared for the three months ended March 31, 2020 and 2019, respectively); therefore, the table represents total estimated distributions applicable to the period in which the distributions were earned: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Limited partners’ distributions: Common $ 18,848 $ 32,709 $ 56,541 $ 97,188 Total distributions $ 18,848 $ 32,709 $ 56,541 $ 97,188 Total cash distributions (1) $ 18,708 $ 32,298 $ 56,119 $ 95,958 |
NET INCOME PER UNIT (Tables)
NET INCOME PER UNIT (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Summary of calculation of net income per unit | The following table shows the calculation of net income per limited partner unit: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Net income attributable to the partners: Distributions declared $ 18,848 $ 32,709 $ 56,541 $ 97,188 Earnings less distributions 25,314 (1,715) 59,894 (26,671) Net income attributable to the partners $ 44,162 $ 30,994 $ 116,435 $ 70,517 Weighted-average units outstanding - basic 62,519,105 62,361,974 62,424,217 57,314,382 Weighted-average units outstanding - diluted 62,529,489 62,460,669 62,429,475 57,385,166 Net income per limited partner unit - basic $ 0.71 $ 0.50 $ 1.87 $ 1.23 Net income per limited partner unit - diluted 0.71 0.50 1.87 1.23 |
RELATED PARTY TRANSACTIONS - SU
RELATED PARTY TRANSACTIONS - SUMMARY OF TRANSACTIONS (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of related party transactions | A summary of revenue and expense transactions with the Partnership’s affiliates, including expenses directly charged and allocated to the Partnership, is as follows: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Revenue $ 70,716 $ 78,026 $ 218,681 $ 224,014 Operating and maintenance expenses 2,171 2,171 6,512 6,447 General and administrative expenses 1,895 1,863 5,843 5,377 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting | Three Months Ended September 30, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 66,992 $ 22,018 $ — $ 89,010 Depreciation and amortization 7,010 7,295 — 14,305 Income (loss) from operations 43,377 16,363 (4,112) 55,628 Other expense — — 11,466 11,466 Capital expenditures 1,438 325 — 1,763 Three Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 73,269 $ 13,108 $ — $ 86,377 Depreciation and amortization 7,051 2,028 — 9,079 Income (loss) from operations 43,596 5,346 (4,552) 44,390 Other expense — — 13,396 13,396 Capital expenditures 2,781 5,247 — 8,028 Nine Months Ended September 30, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 203,944 $ 67,224 $ — $ 271,168 Depreciation and amortization 21,105 15,716 — 36,821 Income (loss) from operations 127,557 38,640 (12,798) 153,399 Other expense — — 36,964 36,964 Capital expenditures 6,469 3,166 — 9,635 Nine Months Ended September 30, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 208,884 $ 39,088 $ — $ 247,972 Depreciation and amortization 20,831 5,823 — 26,654 Income (loss) from operations 120,676 13,817 (18,142) 116,351 Other expense — — 37,953 37,953 Capital expenditures 15,014 8,166 — 23,180 Balance at September 30, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 705,416 $ 213,118 $ 23,233 $ 941,767 Balance at December 31, 2019 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 726,374 $ 228,495 $ 18,133 $ 973,002 |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Limited Partners' Capital Account [Line Items] | ||||
Impairment expense | $ 7,000 | $ 0 | $ 7,000 | $ 0 |
Property, Plant and Equipment [Member] | ||||
Limited Partners' Capital Account [Line Items] | ||||
Impairment expense | 3,000 | |||
Finite-Lived Intangible Assets [Member] | Customer Contracts [Member] | ||||
Limited Partners' Capital Account [Line Items] | ||||
Impairment expense | $ 4,000 | |||
PBF Energy [Member] | PBF LLC [Member] | ||||
Limited Partners' Capital Account [Line Items] | ||||
Percentage of total economic interest | 99.20% | 99.20% | ||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||
Limited Partners' Capital Account [Line Items] | ||||
Limited partner interest percentage | 48.00% | 48.00% | ||
Limited Partner, Public [Member] | ||||
Limited Partners' Capital Account [Line Items] | ||||
Limited partner interest percentage | 52.00% | 52.00% | ||
Common Units [Member] | Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||
Limited Partners' Capital Account [Line Items] | ||||
Units owned (in shares) | 29,953,631 | 29,953,631 |
REVENUE (Details)
REVENUE (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | ||
Number of Operating Segments | segment | 2 | |||||
Total revenue | $ 89,010 | $ 86,377 | $ 271,168 | $ 247,972 | ||
Remainder of 2020 | 30,044 | 30,044 | ||||
2021 | 113,204 | 113,204 | ||||
2022 | 90,321 | 90,321 | ||||
2023 | 87,798 | 87,798 | ||||
2024 | 87,011 | 87,011 | ||||
Thereafter | 86,773 | 86,773 | ||||
Total MVC payments to be received | [1],[2] | $ 495,151 | $ 495,151 | |||
Lessor, lease term (up to) | 15 years | 15 years | ||||
Lessor, lease term, option to extend or renew (or more) | 1 year | 1 year | ||||
Percentage of Total Undiscounted Future Rental Income from Leased Assets Represented by Affiliated Leases | 95.00% | 95.00% | ||||
Total lease revenue | $ 49,661 | 44,379 | $ 152,773 | 127,861 | ||
Remainder of 2020 | 42,202 | 42,202 | ||||
2021 | 150,038 | 150,038 | ||||
2022 | 139,835 | 139,835 | ||||
2023 | 138,474 | 138,474 | ||||
2024 | 137,252 | 137,252 | ||||
Thereafter | 240,209 | 240,209 | ||||
Total undiscounted cash flows to be received | 848,010 | 848,010 | ||||
Gross PP&E Assets Under Lease | 982,975 | 982,975 | $ 976,748 | |||
Accumulated depreciation | (153,143) | (153,143) | (122,138) | |||
Net assets subject to lease | 829,832 | 829,832 | 854,610 | |||
Deferred revenue | 5,503 | 5,503 | 3,189 | |||
Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 66,992 | 73,269 | 203,944 | 208,884 | ||
Storage Segment [Member] | ||||||
Total revenue | 22,018 | 13,108 | 67,224 | 39,088 | ||
Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 676,579 | 676,579 | 677,029 | |||
Accumulated depreciation | (99,751) | (99,751) | (77,243) | |||
Net assets subject to lease | 576,828 | 576,828 | 599,786 | |||
Land [Member] | ||||||
Gross PP&E Assets Under Lease | 115,957 | 115,957 | 115,957 | |||
Land [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 98,337 | 98,337 | 98,337 | |||
Pipelines [Member] | ||||||
Gross PP&E Assets Under Lease | 343,948 | 343,948 | 342,533 | |||
Pipelines [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 319,873 | 319,873 | 318,459 | |||
Terminals and equipment [Member] | ||||||
Gross PP&E Assets Under Lease | 315,720 | 315,720 | 315,322 | |||
Terminals and equipment [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 83,387 | 83,387 | 83,149 | |||
Storage Facilities and Processing Units [Member] | ||||||
Gross PP&E Assets Under Lease | 193,044 | 193,044 | 194,843 | |||
Storage Facilities and Processing Units [Member] | Property Subject to Operating Lease [Member] | ||||||
Gross PP&E Assets Under Lease | 174,982 | 174,982 | $ 177,084 | |||
Lease with Affiliate [Member] | ||||||
Total lease revenue | $ 36,212 | 39,615 | $ 112,600 | 114,395 | ||
Lease with Affiliate [Member] | Minimum [Member] | ||||||
Lessee, lease term | 1 year | 1 year | ||||
Lease with Affiliate [Member] | Maximum [Member] | ||||||
Lessee, lease term | 15 years | 15 years | ||||
Third Party Lease [Member] | ||||||
Total lease revenue | $ 13,449 | 4,764 | $ 40,173 | 13,466 | ||
Terminaling Service [Member] | Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 35,468 | 39,399 | 108,196 | 105,904 | ||
Pipeline Service [Member] | Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 19,974 | 21,089 | 60,732 | 60,042 | ||
Other Service [Member] | Transportation And Terminaling Segment [Member] | ||||||
Total revenue | 11,550 | 12,781 | 35,016 | 42,938 | ||
Other Service [Member] | Storage Segment [Member] | ||||||
Total revenue | 8,203 | 0 | 25,858 | 0 | ||
Storage Service [Member] | Storage Segment [Member] | ||||||
Total revenue | $ 13,815 | $ 13,108 | $ 41,366 | $ 39,088 | ||
[1] | (1) All fixed consideration from contracts with customers is included in the amounts presented above. Variable consideration that is constrained or not required to be estimated is excluded. | |||||
[2] | (2) Arrangements deemed leases are excluded from this table. |
ACQUISITIONS (Details)
ACQUISITIONS (Details) - USD ($) $ in Thousands | May 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | May 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 |
Business Acquisition [Line Items] | |||||||
Acquisition related costs | $ 6 | $ 234 | $ 116 | $ 1,285 | |||
Torrance Valley Pipeline Company LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Wholly Owned Subsidiary, Percentage of Ownership | 100.00% | ||||||
Business Combination, Consideration Transferred | $ 200,000 | ||||||
TVP Holding [Member] | Torrance Valley Pipeline Company LLC [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Wholly Owned Subsidiary, Percentage of Ownership | 50.00% |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Credit Loss [Abstract] | ||
Accounts Receivable, Allowance for Credit Loss | $ 0 | $ 0 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | |
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 982,975 | $ 982,975 | $ 976,748 | ||
Accumulated depreciation | (153,143) | (153,143) | (122,138) | ||
Property, plant and equipment, net | 829,832 | 829,832 | 854,610 | ||
Depreciation | 31,065 | $ 26,278 | |||
Impairment expense | 7,000 | $ 0 | 7,000 | $ 0 | |
Property, Plant and Equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Impairment expense | 3,000 | ||||
Land [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 115,957 | 115,957 | 115,957 | ||
Pipelines [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 343,948 | 343,948 | 342,533 | ||
Terminals and equipment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 315,720 | 315,720 | 315,322 | ||
Storage Facilities and Processing Units [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | 193,044 | 193,044 | 194,843 | ||
Construction in progress [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Property, plant and equipment, gross | $ 14,306 | $ 14,306 | $ 8,093 |
GOODWILL AND INTANGIBLES (Detai
GOODWILL AND INTANGIBLES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | ||
Goodwill [Line Items] | ||||||
Goodwill | $ 6,332 | $ 6,332 | $ 6,332 | |||
Intangible Assets, Gross (Excluding Goodwill) | 15,200 | 15,200 | 19,200 | |||
Accumulated amortization | (7,457) | (7,457) | (1,701) | |||
Total intangibles, net | [1] | 7,743 | 7,743 | 17,499 | ||
Amortization of Intangible Assets | 5,756 | $ 376 | ||||
Impairment expense | 7,000 | $ 0 | 7,000 | $ 0 | ||
Customer Contracts [Member] | ||||||
Goodwill [Line Items] | ||||||
Intangible Assets, Gross (Excluding Goodwill) | 9,300 | 9,300 | 13,300 | |||
Customer Contracts [Member] | Finite-Lived Intangible Assets [Member] | ||||||
Goodwill [Line Items] | ||||||
Impairment expense | 4,000 | |||||
Customer Relationships [Member] | ||||||
Goodwill [Line Items] | ||||||
Intangible Assets, Gross (Excluding Goodwill) | $ 5,900 | $ 5,900 | $ 5,900 | |||
[1] | Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
DEBT - Outstanding amounts (Det
DEBT - Outstanding amounts (Details) - USD ($) | 9 Months Ended | |||
Sep. 30, 2020 | Dec. 31, 2019 | Jul. 30, 2018 | ||
Debt Instrument [Line Items] | ||||
Total debt outstanding | $ 738,000,000 | $ 808,000,000 | ||
Unamortized debt issuance costs | (6,346,000) | (8,125,000) | ||
Unamortized 2023 Notes premium | 1,760,000 | 2,229,000 | ||
Net carrying value of debt | 733,414,000 | 802,104,000 | ||
Repayments of line of credit | 70,000,000 | |||
Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Total debt outstanding | 525,000,000 | 525,000,000 | ||
Revolving Credit Facility [Member] | Line of Credit [Member] | ||||
Debt Instrument [Line Items] | ||||
Total debt outstanding | 213,000,000 | [1],[2] | $ 283,000,000 | |
Line of credit, outstanding | 4,868,000 | |||
Remaining borrowing capacity | $ 282,132,000 | |||
Maximum borrowing capacity | $ 500,000,000 | |||
[1] | During the nine months ended September 30, 2020, PBFX made net repayments of $70,000 under the Revolving Credit Facility. | |||
[2] | PBFX had $4,868 of outstanding letters of credit and $282,132 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of September 30, 2020. |
DEBT (Details)
DEBT (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | ||
Debt Instrument, Fair Value Disclosure | $ 709,124 | $ 825,966 |
Total debt outstanding | $ 738,000 | 808,000 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | |
Debt Instrument, Fair Value Disclosure | $ 496,124 | 542,966 |
Total debt outstanding | $ 525,000 | $ 525,000 |
EQUITY (Details)
EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 13, 2020 | May 27, 2020 | Feb. 25, 2020 | Apr. 29, 2019 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | May 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Dec. 31, 2019 | Feb. 28, 2019 | Dec. 31, 2018 | |
Capital Unit [Line Items] | ||||||||||||||||||
Shares, Issued (in shares) | 6,585,500 | |||||||||||||||||
Units issued in connection with the IDR Restructuring | $ 135,000 | |||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||||||||||
Beginning balance | $ 105,083 | $ 106,994 | $ 181,676 | $ 193,190 | $ 193,190 | $ 105,083 | $ 193,190 | |||||||||||
Quarterly distributions to unitholders | (32,384) | (32,079) | (28,313) | |||||||||||||||
Distributions declared | $ (18,848) | (32,709) | (56,541) | (97,188) | ||||||||||||||
Net income attributable to the partners | 44,162 | 30,994 | 25,328 | 22,076 | 116,435 | 78,398 | ||||||||||||
Acquisition of TVPC noncontrolling interest | (200,000) | |||||||||||||||||
Unit-based compensation expense (1) | 1,271 | 3,387 | 964 | |||||||||||||||
Proceeds from issuance of common units | 132,483 | 0 | 132,483 | |||||||||||||||
Other | 260 | (1,801) | 259 | |||||||||||||||
Ending balance | $ 153,556 | $ 107,135 | $ 106,994 | $ 181,676 | 153,556 | 107,135 | $ 153,556 | |||||||||||
Accelerated Vesting of Phantom Units for Nonretirement Eligible Employees in Accordance with grant agreements | $ 201 | |||||||||||||||||
Cash distribution (in dollars per share) | $ 300 | $ 0.3000 | $ 0.5200 | $ 0.3000 | $ 0.3000 | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 0.5050 | |||||||||
Torrance Valley Pipeline Company LLC [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Noncontrolling Interest in Variable Interest Entity | 50.00% | |||||||||||||||||
IDR Restructuring [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Units issued in connection with the IDR Restructuring | $ 0 | $ 215,300 | ||||||||||||||||
Common Units [Member] | IDR Restructuring [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Shares, Issued (in shares) | 10,000,000 | |||||||||||||||||
Torrance Valley Pipeline Company LLC [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage | 50.00% | |||||||||||||||||
Wholly Owned Subsidiary, Percentage of Ownership | 100.00% | |||||||||||||||||
TVPC [Member] | ||||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||||||||||
Distributions declared | $ (2,000) | $ (6,500) | ||||||||||||||||
Limited Partner, Public [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Limited partner interest percentage | 52.00% | 52.00% | 52.00% | |||||||||||||||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Limited partner interest percentage | 48.00% | 48.00% | 48.00% | |||||||||||||||
Common Units [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Common units outstanding (in shares) | 62,360,524 | 62,349,592 | 62,110,832 | 62,107,210 | 62,360,524 | 62,110,832 | 62,360,524 | 62,130,035 | 45,348,663 | |||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||||||||||
Distributions declared | $ (18,848) | $ (32,709) | $ (56,541) | $ (97,188) | ||||||||||||||
Common Units [Member] | Public Unit Holders [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Units owned (in shares) | 32,406,893 | 32,406,893 | 32,406,893 | |||||||||||||||
Common Units [Member] | Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Units owned (in shares) | 29,953,631 | 29,953,631 | 29,953,631 | |||||||||||||||
Common Units [Member] | Limited Partner [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Shares, Issued (in shares) | 0 | 16,585,500 | ||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||||||||||
Beginning balance | $ 127,246 | $ 108,489 | $ 105,083 | 106,994 | $ 13,985 | 23,718 | $ 23,718 | $ 105,083 | $ 23,718 | |||||||||
Quarterly distributions to unitholders | (18,847) | (18,843) | (32,703) | (32,384) | (32,079) | (28,313) | ||||||||||||
Distributions declared | 0 | 0 | ||||||||||||||||
Net income attributable to the partners | 44,162 | 37,460 | 34,813 | 30,994 | 22,166 | 17,357 | ||||||||||||
Acquisition of TVPC noncontrolling interest | (31,147) | |||||||||||||||||
Unit-based compensation expense (1) | 995 | 945 | 1,302 | [1] | 1,271 | 3,387 | 964 | |||||||||||
Proceeds from issuance of common units | 132,483 | |||||||||||||||||
Other | (805) | (6) | 260 | (1,801) | 259 | |||||||||||||
Ending balance | $ 153,556 | $ 127,246 | $ 108,489 | $ 107,135 | 106,994 | 13,985 | $ 153,556 | $ 107,135 | $ 153,556 | |||||||||
Common Units [Member] | Limited Partner [Member] | Phantom Unit Award [Member] | ||||||||||||||||||
Capital Unit [Line Items] | ||||||||||||||||||
Shares, Issued (in shares) | 10,932 | 3,622 | 230,489 | 176,669 | ||||||||||||||
Shares, Issued (in shares) | 292,341 | |||||||||||||||||
Noncontrolling Interest [Member] | PBF LLC [Member] | ||||||||||||||||||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||||||||||||||||||
Beginning balance | $ 0 | 167,691 | 169,472 | $ 169,472 | $ 169,472 | |||||||||||||
Quarterly distributions to unitholders | 0 | 0 | 0 | |||||||||||||||
Distributions declared | (2,000) | (6,500) | ||||||||||||||||
Net income attributable to the partners | 0 | 3,162 | 4,719 | |||||||||||||||
Acquisition of TVPC noncontrolling interest | (168,853) | |||||||||||||||||
Unit-based compensation expense (1) | 0 | 0 | 0 | |||||||||||||||
Proceeds from issuance of common units | 0 | |||||||||||||||||
Other | 0 | 0 | 0 | |||||||||||||||
Ending balance | $ 0 | $ 0 | $ 167,691 | $ 0 | ||||||||||||||
[1] | Inclusive of $201 of expense associated with the accelerated vesting of phantom units in March 2020 for nonretirement eligible employees in accordance with their grant agreements. |
EQUITY CASH DISTRIBUTIONS (Deta
EQUITY CASH DISTRIBUTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | Aug. 13, 2020 | May 27, 2020 | Feb. 25, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Cash distribution (in dollars per share) | $ 300 | $ 0.3000 | $ 0.5200 | $ 0.3000 | $ 0.3000 | $ 0.5200 | $ 0.5150 | $ 0.5100 | $ 0.5050 | |||
Cash distribution | $ 18,706 | $ 18,705 | $ 32,308 | |||||||||
Cash distribution per unit (in dollars per share) | $ 0.3000 | $ 0.3000 | $ 0.3000 | $ 0.5200 | $ 0.5150 | $ 0.5100 | ||||||
Distributions declared | $ 18,848 | $ 32,709 | $ 56,541 | $ 97,188 | ||||||||
Cash Distribution [Member] | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Distributions declared | [1] | 18,708 | 32,298 | 56,119 | 95,958 | |||||||
Common Units [Member] | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Distributions declared | $ 18,848 | $ 32,709 | $ 56,541 | $ 97,188 | ||||||||
Limited Partner, Public [Member] | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Cash distribution | 9,720 | 9,719 | 16,732 | |||||||||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||||||||||
Distribution Made to Limited Partner [Line Items] | ||||||||||||
Cash distribution | $ 8,986 | $ 8,986 | $ 15,576 | |||||||||
[1] | Excludes phantom unit distributions, which are accrued and paid upon vesting. |
NET INCOME PER UNIT (Details)
NET INCOME PER UNIT (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Distributions declared | $ 18,848 | $ 32,709 | $ 56,541 | $ 97,188 |
Weighted-average units outstanding - basic (in shares) | 62,519,105 | 62,361,974 | 62,424,217 | 57,314,382 |
Weighted-average units outstanding - diluted (in shares) | 62,529,489 | 62,460,669 | 62,429,475 | 57,385,166 |
Net income per limited partner unit - basic (in dollars per share) | $ 0.71 | $ 0.50 | $ 1.87 | $ 1.23 |
Net income per limited partner unit - diluted (in dollars per share) | $ 0.71 | $ 0.50 | $ 1.87 | $ 1.23 |
Common Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Distributions declared | $ 18,848 | $ 32,709 | $ 56,541 | $ 97,188 |
Earnings less distributions | 25,314 | (1,715) | 59,894 | (26,671) |
Net income attributable to the partners | $ 44,162 | $ 30,994 | $ 116,435 | $ 70,517 |
Phantom Unit Award [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 273,232 | 625 | 285,515 | 13,063 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Oct. 01, 2018 | Sep. 30, 2020USD ($)earn-outYear | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) |
Loss Contingencies [Line Items] | |||||
Accrual for Environmental Loss Contingencies | $ 1,857 | $ 1,857 | $ 2,347 | ||
Business Combination, Contingent Consideration, Risk Free Rate of Return | 2.90% | 2.90% | |||
Business Combination, Contingent Consideration, Discount Rate | 6.00% | 6.00% | |||
Change in fair value of contingent consideration | $ 14,235 | $ 0 | |||
East Coast Storage Assets Acquisition [Member] | |||||
Loss Contingencies [Line Items] | |||||
Term of Agreement | 3 years | ||||
Business Combination, Contingent Consideration, Liability | $ 13,720 | $ 13,720 | $ 26,086 | ||
Business Combination, Contingent Consideration, Blended Discount Rate | 8.79% | 8.79% | 8.79% | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 13,775 | $ 13,775 | |||
Change in fair value of contingent consideration | $ 16,429 | ||||
Contract termination, elimination of estimated earn-out year two | earn-outYear | 2 | ||||
Contract termination, elimination of estimated earn-out year three | earn-outYear | 3 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2020USD ($) | |
PBF Holding [Member] | Fifth Amended and Restated Omnibus Agreement [Member] | |
Related Party Transaction [Line Items] | |
Related Party Transaction, Annual Fee Increase | $ 8,275 |
RELATED PARTY TRANSACTIONS - _2
RELATED PARTY TRANSACTIONS - SUMMARY OF TRANSACTION (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Related Party Transactions [Abstract] | ||||
Revenue | $ 70,716 | $ 78,026 | $ 218,681 | $ 224,014 |
Operating and maintenance expenses | 2,171 | 2,171 | 6,512 | 6,447 |
General and administrative expenses | $ 1,895 | $ 1,863 | $ 5,843 | $ 5,377 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | Dec. 31, 2019USD ($) | |
Segment Reporting Information [Line Items] | |||||
Reportable segments | segment | 2 | ||||
Total revenue | $ 89,010 | $ 86,377 | $ 271,168 | $ 247,972 | |
Depreciation and amortization | 14,305 | 9,079 | 36,821 | 26,654 | |
Income (loss) from operations | 55,628 | 44,390 | 153,399 | 116,351 | |
Other expense | 11,466 | 13,396 | 36,964 | 37,953 | |
Capital expenditures | 1,763 | 8,028 | 9,635 | 23,180 | |
Total assets | 941,767 | 941,767 | $ 973,002 | ||
Terminaling Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 66,992 | 73,269 | 203,944 | 208,884 | |
Depreciation and amortization | 7,010 | 7,051 | 21,105 | 20,831 | |
Income (loss) from operations | 43,377 | 43,596 | 127,557 | 120,676 | |
Other expense | 0 | 0 | 0 | 0 | |
Capital expenditures | 1,438 | 2,781 | 6,469 | 15,014 | |
Total assets | 705,416 | 705,416 | 726,374 | ||
Storage Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 22,018 | 13,108 | 67,224 | 39,088 | |
Depreciation and amortization | 7,295 | 2,028 | 15,716 | 5,823 | |
Income (loss) from operations | 16,363 | 5,346 | 38,640 | 13,817 | |
Other expense | 0 | 0 | 0 | 0 | |
Capital expenditures | 325 | 5,247 | 3,166 | 8,166 | |
Total assets | 213,118 | 213,118 | 228,495 | ||
Corporate, Non-Segment [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 0 | 0 | 0 | 0 | |
Depreciation and amortization | 0 | 0 | 0 | 0 | |
Income (loss) from operations | (4,112) | (4,552) | (12,798) | (18,142) | |
Other expense | 11,466 | 13,396 | 36,964 | 37,953 | |
Capital expenditures | 0 | $ 0 | 0 | $ 0 | |
Total assets | $ 23,233 | $ 23,233 | $ 18,133 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Oct. 29, 2020$ / shares |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Cash distribution (in dollars per share) | $ 0.30 |