Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | Apr. 23, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
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) | 62,365,612 | |
Entity Central Index Key | 0001582568 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 43,966 | $ 36,284 |
Accounts receivable - affiliates | 58,975 | 53,220 |
Accounts receivable | 3,967 | 11,382 |
Prepaids and other current assets | 1,855 | 2,590 |
Total current assets | 108,763 | 103,476 |
Property, plant and equipment, net | 814,335 | 820,174 |
Goodwill | 6,332 | 6,332 |
Other non-current assets | 3,407 | 3,570 |
Total assets | 932,837 | 933,552 |
Current liabilities: | ||
Accounts payable - affiliates | 5,641 | 4,940 |
Accounts payable | 5,822 | 4,602 |
Accrued liabilities | 24,665 | 32,224 |
Deferred revenue | 2,454 | 2,117 |
Total current liabilities | 38,582 | 43,883 |
Long-term debt | 706,274 | 720,845 |
Other long-term liabilities | 1,475 | 1,607 |
Total liabilities | 746,331 | 766,335 |
Commitments and contingencies (Note 9) | ||
Equity: | ||
Common unitholders (62,365,612 and 62,364,838 units issued and outstanding, as of March 31, 2021 and December 31, 2020, respectively) | 186,506 | 167,217 |
Total equity | 186,506 | 167,217 |
Total liabilities and equity | $ 932,837 | $ 933,552 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - Common Units [Member] - shares | Mar. 31, 2021 | Dec. 31, 2020 |
Common units issued (in shares) | 62,365,612 | 62,364,838 |
Common units outstanding (in shares) | 62,365,612 | 62,364,838 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue: | ||
Affiliate | $ 75,933 | $ 75,543 |
Third-party | 11,572 | 17,486 |
Total revenue | 87,505 | 93,029 |
Costs and expenses: | ||
Operating and maintenance expenses | 25,048 | 29,501 |
General and administrative expenses | 4,464 | 4,387 |
Depreciation and amortization | 9,405 | 11,282 |
Change in contingent consideration | 655 | 206 |
Total costs and expenses | 39,572 | 45,376 |
Income from operations | 47,933 | 47,653 |
Other expense: | ||
Interest expense, net | (10,287) | (11,849) |
Amortization of loan fees and debt premium | (429) | (439) |
Accretion on discounted liabilities | (6) | (552) |
Net income | $ 37,211 | $ 34,813 |
Common Units [Member] | ||
Net income per limited partner unit: | ||
Common units - basic (in dollars per share) | $ 0.59 | $ 0.56 |
Common units - diluted (in dollars per share) | $ 0.59 | $ 0.56 |
Weighted-average limited partner units outstanding: | ||
Common units - basic (in shares) | 62,646,664 | 62,370,927 |
Common units - diluted (in shares) | 62,780,594 | 62,473,094 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||
Net income | $ 37,211 | $ 34,813 | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 9,405 | 11,282 | |
Amortization of loan fees and debt premium | 429 | 439 | |
Accretion on discounted liabilities | 6 | 552 | |
Unit-based compensation expense | 989 | 1,302 | |
Change in contingent consideration | 655 | 206 | |
Changes in operating assets and liabilities: | |||
Accounts receivable - affiliates | (5,755) | (39,055) | |
Accounts receivable | 7,415 | 174 | |
Prepaids and other current assets | 735 | (1,733) | |
Accounts payable - affiliates | 701 | 7,034 | |
Accounts payable | 1,423 | (1,537) | |
Accrued liabilities | 1,357 | 6,689 | |
Deferred revenue | 337 | (413) | |
Other assets and liabilities | (86) | (1,106) | |
Net cash provided by operating activities | 54,822 | 18,647 | |
Cash flows from investing activities: | |||
Expenditures for property, plant and equipment | (1,254) | (6,080) | |
Net cash used in investing activities | (1,254) | (6,080) | |
Cash flows from financing activities: | |||
Distributions to unitholders | (18,710) | (32,308) | |
Proceeds from revolving credit facility | 0 | 100,000 | |
Repayment of revolving credit facility | (15,000) | 0 | |
Payments of contingent consideration | (12,176) | 0 | |
Deferred financing costs and other | 0 | 798 | |
Net cash used in financing activities | (45,886) | 68,490 | |
Net change in cash and cash equivalents | 7,682 | 81,057 | |
Cash and cash equivalents, beginning of period | 36,284 | 34,966 | $ 34,966 |
Cash and cash equivalents, end of period | 43,966 | 116,023 | $ 36,284 |
Supplemental disclosure of non-cash investing and financing activities: | |||
Accrued and unpaid capital expenditures | $ 3,147 | $ 473 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021, 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 March 31, 2021. 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 generally 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. 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, 2020 (the “2020 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 months ended March 31, 2021 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. |
REVENUE
REVENUE | 3 Months Ended |
Mar. 31, 2021 | |
Revenues [Abstract] | |
REVENUE | 2. REVENUE Revenue Recognition In accordance with FASB Accounting Standards Codification Topic 606 “Revenue from Contracts with Customers,” revenue is recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration to which the Partnership expects to be entitled in exchange for those goods or services. As disclosed in Note 11 “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 2021 2020 Transportation and Terminaling Segment Terminaling $ 38,835 $ 37,927 Pipeline 20,574 20,430 Other 12,068 11,886 Total 71,477 70,243 Storage Segment Storage 13,748 14,561 Other 2,280 8,225 Total 16,028 22,786 Total Revenue $ 87,505 $ 93,029 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 March 31, 2021, MVC payments to be received, based on future performance obligations of the Partnership, related to noncancellable commercial terminaling, pipeline and storage agreements were as follows: Remainder of 2021 $ 87,731 2022 90,730 2023 87,962 2024 87,175 2025 86,937 Thereafter — Total MVC payments to be received (1)(2) $ 440,535 (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 March 31, 2021, 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 months ended March 31, 2021 and 2020: Three Months Ended 2021 2020 Affiliate $ 36,848 $ 38,887 Third-party 7,050 13,553 Total lease revenue $ 43,898 $ 52,440 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 March 31, 2021: Remainder of 2021 $ 107,639 2022 134,451 2023 133,090 2024 131,874 2025 105,186 Thereafter 128,340 Total undiscounted cash flows to be received $ 740,580 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 March 31, 2021 and December 31, 2020: March 31, December 31, Land $ 98,337 $ 98,337 Pipelines 321,593 321,254 Terminals and equipment 83,387 83,387 Storage facilities and processing units 182,600 182,600 685,917 685,578 Accumulated depreciation (115,365) (109,153) Net assets subject to lease $ 570,552 $ 576,425 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 $2,454 and $2,117 as of March 31, 2021 and December 31, 2020, respectively. The increase in the deferred revenue balance as of March 31, 2021 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). For certain services and customer types, the Partnership requires payment before the services are performed for the customer. |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES | 3 Months Ended |
Mar. 31, 2021 | |
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 March 31, 2021 and December 31, 2020. |
PROPERTY, PLANT AND EQUIPMENT,
PROPERTY, PLANT AND EQUIPMENT, NET | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment, net consisted of the following: March 31, December 31, Land $ 115,957 $ 115,957 Pipelines 345,668 345,328 Terminals and equipment 320,290 319,861 Storage facilities and processing units 200,874 200,662 Construction in progress 6,046 3,761 988,835 985,569 Accumulated depreciation (174,500) (165,395) Property, plant and equipment, net $ 814,335 $ 820,174 |
INTANGIBLES
INTANGIBLES | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLES | INTANGIBLES The Partnership’s net intangibles consisted of the following: March 31, December 31, Customer contracts $ 9,300 $ 9,300 Customer relationships 5,900 5,900 15,200 15,200 Accumulated amortization (12,021) (11,896) Total intangibles, net (1) $ 3,179 $ 3,304 (1) Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
DEBT
DEBT | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Total debt was comprised of the following: March 31, December 31, 2023 Notes $ 525,000 $ 525,000 Revolving credit facility (1)(2) 185,000 200,000 Total debt outstanding 710,000 725,000 Unamortized debt issuance costs (5,161) (5,754) Unamortized 2023 Notes premium 1,435 1,599 Net carrying value of debt $ 706,274 $ 720,845 ___________________ (1) PBFX had $4,008 of outstanding letters of credit and $310,992 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 March 31, 2021. (2) During the three months ended March 31, 2021, PBFX made net repayments of $15,000 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. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
EQUITY | EQUITY PBFX had 32,411,981 outstanding common units held by the public as of March 31, 2021. PBF LLC owns 29,953,631 PBFX common units constituting an aggregate of 48.0% of PBFX’s limited partner interest as of March 31, 2021. 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 March 31, 2021 2020 Balance at beginning of period 62,364,838 62,130,035 Vesting of phantom units, net of forfeitures 774 21,356 Balance at end of period 62,365,612 62,151,391 Additionally, 325,384 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, 2020. 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. Equity Activity The following tables summarize the changes in the carrying amount of the Partnership’s equity during the three months ended March 31, 2021 and 2020: Common Units Balance at December 31, 2020 $ 167,217 Quarterly distributions to unitholders ($0.30 per unit) (18,926) Net income attributable to the partners 37,211 Unit-based compensation expense 989 Other 15 Balance at March 31, 2021 $ 186,506 Common Units Balance at December 31, 2019 $ 105,083 Quarterly distributions to unitholders ($0.52 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 (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. 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 three months ended March 31, 2021, PBFX made distribution payments as follows: Related Earnings Period: Q4 2020 Distribution date March 17, 2021 Record date February 25, 2021 Per unit $ 0.30 To public common unitholders $ 9,724 To PBF LLC $ 8,986 Total distribution $ 18,710 The quarterly distributions to limited partners for the three months ended March 31, 2021 and 2020 are shown in the table below. The Partnership’s distributions are declared subsequent to quarter end (distributions of $0.30 per unit declared for both the three months ended March 31, 2021 and 2020); therefore, the table represents total estimated distributions applicable to the period in which the distributions were earned: Three Months Ended 2021 2020 Limited partners’ distributions: Common $ 18,924 $ 18,844 Total distributions $ 18,924 $ 18,844 Total cash distributions (1) $ 18,755 $ 18,705 |
NET INCOME PER UNIT
NET INCOME PER UNIT | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
NET INCOME PER UNIT | NET INCOME PER UNITEarnings 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 200,481 anti-dilutive phantom units for the three months ended March 31, 2021, compared to 168,000 anti-dilutive phantom units for the three months ended March 31, 2020. The following table shows the calculation of net income per limited partner unit: Three Months Ended 2021 2020 Net income attributable to the partners: Distributions declared $ 18,924 $ 18,844 Earnings less distributions 18,287 15,969 Net income attributable to the partners $ 37,211 $ 34,813 Weighted-average units outstanding - basic 62,646,664 62,370,927 Weighted-average units outstanding - diluted 62,780,594 62,473,094 Net income per limited partner unit - basic $ 0.59 $ 0.56 Net income per limited partner unit - diluted 0.59 0.56 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
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 $1,923 and $1,760 as of March 31, 2021 and December 31, 2020, 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. A Remedial Action Plan was submitted to the PADEP in October 2020. The PADEP approved the Remedial Action Plan in January 2021, and the response activities are substantially complete. Future remediation costs and any potential penalties are currently not expected to be material to the Partnership. Contingent Consideration In connection with the Partnership’s acquisition of CPI Operations LLC from Crown Point International LLC (“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 agreed to 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 $598 and $12,120 as of March 31, 2021 and December 31, 2020, respectively. The Contingent Consideration is included in “Accrued liabilities” within the Partnership’s condensed consolidated balance sheets. The Contingent Consideration 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. The change in fair value of the obligation during the three months ended March 31, 2021 and 2020 was impacted primarily due to the change in estimated future cash flows of the assets, accretion on the discounted liability and settlement payments made by the Partnership. Pursuant to the terms of the commercial agreement, the counterparty exercised its right to terminate the contract at the conclusion of the initial contract year, resulting in an adjustment in the fair value of the Contingent Consideration for the year ended December 31, 2020 of $16,429, reflecting the elimination of the estimated earn-out for years two and three of the performance period. Subsequent to the contract termination, the counterparty and the Partnership agreed to extend certain of the originally contracted services on a limited basis into the second quarter of 2021. The operating profits resulting from the contract extension remain subject to the earn-out provision between the Partnership and Crown Point. The following table summarizes the changes in fair value of the Contingent Consideration for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Balance at beginning of period $ 12,120 $ 26,086 Accretion on discounted liabilities — 550 Settlements (12,176) — Unrealized charge included in earnings 654 390 Balance at end of period $ 598 $ 27,026 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2021 | |
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 2020 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 2021. No new agreements or amendments were entered into during the three months ended March 31, 2021. 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. 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 2020 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 2021 2020 Revenue $ 75,933 $ 75,543 Operating and maintenance expenses 2,171 2,171 General and administrative expenses 1,768 1,996 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2021 | |
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 2020 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 10 “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 March 31, 2021 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 71,477 $ 16,028 $ — $ 87,505 Depreciation and amortization 7,235 2,170 — 9,405 Income (loss) from operations 46,609 5,788 (4,464) 47,933 Other expense — — 10,722 10,722 Capital expenditures 1,055 199 — 1,254 Three Months Ended March 31, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 70,243 $ 22,786 $ — $ 93,029 Depreciation and amortization 7,072 4,210 — 11,282 Income (loss) from operations 41,268 10,772 (4,387) 47,653 Other expense — — 12,840 12,840 Capital expenditures 3,626 2,454 — 6,080 Balance at March 31, 2021 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 698,027 $ 196,640 $ 38,170 $ 932,837 Balance at December 31, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 715,308 $ 200,130 $ 18,114 $ 933,552 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Cash Distribution On April 29, 2021, PBF GP’s board of directors announced a cash distribution, based on the results of the first quarter of 2021, of $0.30 per unit. The distribution is payable on May 27, 2021 to PBFX unitholders of record at the close of business on May 13, 2021. |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recent Accounting Pronouncements | Recently Issued Accounting PronouncementsIn March 2020, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) No. 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 if certain criteria are met. 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 does not expect that the adoption of this guidance will have a material impact on its condensed consolidated financial statements and related disclosures. |
REVENUE (Tables)
REVENUE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 2021 2020 Transportation and Terminaling Segment Terminaling $ 38,835 $ 37,927 Pipeline 20,574 20,430 Other 12,068 11,886 Total 71,477 70,243 Storage Segment Storage 13,748 14,561 Other 2,280 8,225 Total 16,028 22,786 Total Revenue $ 87,505 $ 93,029 |
Schedule of Future Minimum Volume Commitments to be received [Table Text Block] | As of March 31, 2021, MVC payments to be received, based on future performance obligations of the Partnership, related to noncancellable commercial terminaling, pipeline and storage agreements were as follows: Remainder of 2021 $ 87,731 2022 90,730 2023 87,962 2024 87,175 2025 86,937 Thereafter — Total MVC payments to be received (1)(2) $ 440,535 (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 months ended March 31, 2021 and 2020: Three Months Ended 2021 2020 Affiliate $ 36,848 $ 38,887 Third-party 7,050 13,553 Total lease revenue $ 43,898 $ 52,440 |
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 March 31, 2021: Remainder of 2021 $ 107,639 2022 134,451 2023 133,090 2024 131,874 2025 105,186 Thereafter 128,340 Total undiscounted cash flows to be received $ 740,580 |
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 March 31, 2021 and December 31, 2020: March 31, December 31, Land $ 98,337 $ 98,337 Pipelines 321,593 321,254 Terminals and equipment 83,387 83,387 Storage facilities and processing units 182,600 182,600 685,917 685,578 Accumulated depreciation (115,365) (109,153) Net assets subject to lease $ 570,552 $ 576,425 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT, NET (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | Property, plant and equipment, net consisted of the following: March 31, December 31, Land $ 115,957 $ 115,957 Pipelines 345,668 345,328 Terminals and equipment 320,290 319,861 Storage facilities and processing units 200,874 200,662 Construction in progress 6,046 3,761 988,835 985,569 Accumulated depreciation (174,500) (165,395) Property, plant and equipment, net $ 814,335 $ 820,174 |
INTANGIBLES (Tables)
INTANGIBLES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of net intangible assets | The Partnership’s net intangibles consisted of the following: March 31, December 31, Customer contracts $ 9,300 $ 9,300 Customer relationships 5,900 5,900 15,200 15,200 Accumulated amortization (12,021) (11,896) Total intangibles, net (1) $ 3,179 $ 3,304 (1) Intangibles, net are included in “Other non-current assets” within the Partnership’s condensed consolidated balance sheets. |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | Total debt was comprised of the following: March 31, December 31, 2023 Notes $ 525,000 $ 525,000 Revolving credit facility (1)(2) 185,000 200,000 Total debt outstanding 710,000 725,000 Unamortized debt issuance costs (5,161) (5,754) Unamortized 2023 Notes premium 1,435 1,599 Net carrying value of debt $ 706,274 $ 720,845 ___________________ (1) PBFX had $4,008 of outstanding letters of credit and $310,992 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 March 31, 2021. (2) During the three months ended March 31, 2021, PBFX made net repayments of $15,000 under the Revolving Credit Facility. |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Schedule of Stock by Class [Table Text Block] | The following table presents changes in PBFX common units outstanding: Three Months Ended March 31, 2021 2020 Balance at beginning of period 62,364,838 62,130,035 Vesting of phantom units, net of forfeitures 774 21,356 Balance at end of period 62,365,612 62,151,391 |
Schedule of Stockholders Equity | The following tables summarize the changes in the carrying amount of the Partnership’s equity during the three months ended March 31, 2021 and 2020: Common Units Balance at December 31, 2020 $ 167,217 Quarterly distributions to unitholders ($0.30 per unit) (18,926) Net income attributable to the partners 37,211 Unit-based compensation expense 989 Other 15 Balance at March 31, 2021 $ 186,506 Common Units Balance at December 31, 2019 $ 105,083 Quarterly distributions to unitholders ($0.52 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 |
Distributions Made to Limited Partner, by Distribution [Table Text Block] | During the three months ended March 31, 2021, PBFX made distribution payments as follows: Related Earnings Period: Q4 2020 Distribution date March 17, 2021 Record date February 25, 2021 Per unit $ 0.30 To public common unitholders $ 9,724 To PBF LLC $ 8,986 Total distribution $ 18,710 |
Distributions Made to Unitholders | The quarterly distributions to limited partners for the three months ended March 31, 2021 and 2020 are shown in the table below. The Partnership’s distributions are declared subsequent to quarter end (distributions of $0.30 per unit declared for both the three months ended March 31, 2021 and 2020); therefore, the table represents total estimated distributions applicable to the period in which the distributions were earned: Three Months Ended 2021 2020 Limited partners’ distributions: Common $ 18,924 $ 18,844 Total distributions $ 18,924 $ 18,844 Total cash distributions (1) $ 18,755 $ 18,705 |
NET INCOME PER UNIT (Tables)
NET INCOME PER UNIT (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 2021 2020 Net income attributable to the partners: Distributions declared $ 18,924 $ 18,844 Earnings less distributions 18,287 15,969 Net income attributable to the partners $ 37,211 $ 34,813 Weighted-average units outstanding - basic 62,646,664 62,370,927 Weighted-average units outstanding - diluted 62,780,594 62,473,094 Net income per limited partner unit - basic $ 0.59 $ 0.56 Net income per limited partner unit - diluted 0.59 0.56 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The following table summarizes the changes in fair value of the Contingent Consideration for the three months ended March 31, 2021 and 2020: Three Months Ended March 31, 2021 2020 Balance at beginning of period $ 12,120 $ 26,086 Accretion on discounted liabilities — 550 Settlements (12,176) — Unrealized charge included in earnings 654 390 Balance at end of period $ 598 $ 27,026 |
RELATED PARTY TRANSACTIONS - SU
RELATED PARTY TRANSACTIONS - SUMMARY OF TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
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 2021 2020 Revenue $ 75,933 $ 75,543 Operating and maintenance expenses 2,171 2,171 General and administrative expenses 1,768 1,996 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting | Three Months Ended March 31, 2021 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 71,477 $ 16,028 $ — $ 87,505 Depreciation and amortization 7,235 2,170 — 9,405 Income (loss) from operations 46,609 5,788 (4,464) 47,933 Other expense — — 10,722 10,722 Capital expenditures 1,055 199 — 1,254 Three Months Ended March 31, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total revenue $ 70,243 $ 22,786 $ — $ 93,029 Depreciation and amortization 7,072 4,210 — 11,282 Income (loss) from operations 41,268 10,772 (4,387) 47,653 Other expense — — 12,840 12,840 Capital expenditures 3,626 2,454 — 6,080 Balance at March 31, 2021 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 698,027 $ 196,640 $ 38,170 $ 932,837 Balance at December 31, 2020 Transportation and Terminaling Storage Corporate Consolidated Total Total assets $ 715,308 $ 200,130 $ 18,114 $ 933,552 |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) | Mar. 31, 2021shares |
PBF Energy [Member] | PBF LLC [Member] | |
Limited Partners' Capital Account [Line Items] | |
Percentage of total economic interest | 99.20% |
Limited Partner, Affiliate [Member] | PBF LLC [Member] | |
Limited Partners' Capital Account [Line Items] | |
Limited partner interest percentage | 48.00% |
Limited Partner, Public [Member] | |
Limited Partners' Capital Account [Line Items] | |
Limited partner interest percentage | 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 |
REVENUE (Details)
REVENUE (Details) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | ||
Number of Operating Segments | segment | 2 | |||
Total revenue | $ 87,505 | $ 93,029 | ||
Remainder of 2021 | 87,731 | |||
2022 | 90,730 | |||
2023 | 87,962 | |||
2024 | 87,175 | |||
2025 | 86,937 | |||
Thereafter | 0 | |||
Total MVC payments to be received | [1],[2] | $ 440,535 | ||
Lessor, lease term (up to) | 15 years | |||
Lessor, lease term, option to extend or renew (or more) | 1 year | |||
Percentage of Total Undiscounted Future Rental Income from Leased Assets Represented by Affiliated Leases | 95.00% | |||
Total lease revenue | $ 43,898 | 52,440 | ||
Remainder of 2021 | 107,639 | |||
2022 | 134,451 | |||
2023 | 133,090 | |||
2024 | 131,874 | |||
2025 | 105,186 | |||
Thereafter | 128,340 | |||
Total undiscounted cash flows to be received | 740,580 | |||
Gross PP&E Assets Under Lease | 988,835 | $ 985,569 | ||
Accumulated depreciation | (174,500) | (165,395) | ||
Net assets subject to lease | 814,335 | 820,174 | ||
Deferred revenue | 2,454 | 2,117 | ||
Transportation And Terminaling Segment [Member] | ||||
Total revenue | 71,477 | 70,243 | ||
Storage | ||||
Total revenue | 16,028 | 22,786 | ||
Property Subject to Operating Lease [Member] | ||||
Gross PP&E Assets Under Lease | 685,917 | 685,578 | ||
Accumulated depreciation | (115,365) | (109,153) | ||
Net assets subject to lease | 570,552 | 576,425 | ||
Land [Member] | ||||
Gross PP&E Assets Under Lease | 115,957 | 115,957 | ||
Land [Member] | Property Subject to Operating Lease [Member] | ||||
Gross PP&E Assets Under Lease | 98,337 | 98,337 | ||
Pipelines [Member] | ||||
Gross PP&E Assets Under Lease | 345,668 | 345,328 | ||
Pipelines [Member] | Property Subject to Operating Lease [Member] | ||||
Gross PP&E Assets Under Lease | 321,593 | 321,254 | ||
Terminals and equipment [Member] | ||||
Gross PP&E Assets Under Lease | 320,290 | 319,861 | ||
Terminals and equipment [Member] | Property Subject to Operating Lease [Member] | ||||
Gross PP&E Assets Under Lease | 83,387 | 83,387 | ||
Storage Facilities and Processing Units [Member] | ||||
Gross PP&E Assets Under Lease | 200,874 | 200,662 | ||
Storage Facilities and Processing Units [Member] | Property Subject to Operating Lease [Member] | ||||
Gross PP&E Assets Under Lease | 182,600 | $ 182,600 | ||
Lease with Affiliate [Member] | ||||
Total lease revenue | $ 36,848 | 38,887 | ||
Lease with Affiliate [Member] | Minimum [Member] | ||||
Lessee, lease term | 1 year | |||
Lease with Affiliate [Member] | Maximum [Member] | ||||
Lessee, lease term | 15 years | |||
Third Party Lease [Member] | ||||
Total lease revenue | $ 7,050 | 13,553 | ||
Terminaling Service [Member] | Transportation And Terminaling Segment [Member] | ||||
Total revenue | 38,835 | 37,927 | ||
Pipeline Service [Member] | Transportation And Terminaling Segment [Member] | ||||
Total revenue | 20,574 | 20,430 | ||
Other Service [Member] | Transportation And Terminaling Segment [Member] | ||||
Total revenue | 12,068 | 11,886 | ||
Other Service [Member] | Storage | ||||
Total revenue | 2,280 | 8,225 | ||
Storage Service [Member] | Storage | ||||
Total revenue | $ 13,748 | $ 14,561 | ||
[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. |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Credit Loss [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
PROPERTY, PLANT AND EQUIPMENT_3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 988,835 | $ 985,569 | |
Accumulated depreciation | (174,500) | (165,395) | |
Property, plant and equipment, net | 814,335 | 820,174 | |
Depreciation | 9,280 | $ 9,948 | |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 115,957 | 115,957 | |
Pipelines [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 345,668 | 345,328 | |
Terminals and equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 320,290 | 319,861 | |
Storage Facilities and Processing Units [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | 200,874 | 200,662 | |
Construction in progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 6,046 | $ 3,761 |
INTANGIBLES (Details)
INTANGIBLES (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | ||
Goodwill [Line Items] | ||||
Intangible Assets, Gross (Excluding Goodwill) | $ 15,200 | $ 15,200 | ||
Accumulated amortization | (12,021) | (11,896) | ||
Total intangibles, net | [1] | 3,179 | 3,304 | |
Amortization of Intangible Assets | 125 | $ 1,334 | ||
Customer Contracts [Member] | ||||
Goodwill [Line Items] | ||||
Intangible Assets, Gross (Excluding Goodwill) | 9,300 | 9,300 | ||
Customer Relationships [Member] | ||||
Goodwill [Line Items] | ||||
Intangible Assets, Gross (Excluding Goodwill) | $ 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 ($) | 3 Months Ended | |||
Mar. 31, 2021 | Dec. 31, 2020 | Jul. 30, 2018 | ||
Debt Instrument [Line Items] | ||||
Total debt outstanding | $ 710,000,000 | $ 725,000,000 | ||
Unamortized debt issuance costs | (5,161,000) | (5,754,000) | ||
Unamortized 2023 Notes premium | 1,435,000 | 1,599,000 | ||
Net carrying value of debt | 706,274,000 | 720,845,000 | ||
Repayments of line of credit | 15,000,000 | |||
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 | 185,000,000 | [1],[2] | $ 200,000,000 | |
Line of credit, outstanding | 4,008,000 | |||
Remaining borrowing capacity | $ 310,992,000 | |||
Maximum borrowing capacity | $ 500,000,000 | |||
[1] | During the three months ended March 31, 2021, PBFX made net repayments of $15,000 under the Revolving Credit Facility. | |||
[2] | PBFX had $4,008 of outstanding letters of credit and $310,992 available under its $500,000 amended and restated revolving credit facility with Wells Fargo Bank, National Association, as administrative agent and a syndicate of lenders (as amended, the “Revolving Credit Facility”) as of March 31, 2021. |
DEBT (Details)
DEBT (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Debt Instrument, Fair Value Disclosure | $ 710,927 | $ 703,025 |
Total debt outstanding | $ 710,000 | 725,000 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 6.875% | |
Debt Instrument, Fair Value Disclosure | $ 525,927 | 503,025 |
Total debt outstanding | $ 525,000 | $ 525,000 |
EQUITY (Details)
EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 25, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning balance | $ 167,217 | ||||
Distributions declared | (18,924) | $ (18,844) | |||
Net income attributable to the partners | 37,211 | 34,813 | |||
Ending balance | $ 186,506 | ||||
Accelerated Vesting of Phantom Units for Nonretirement Eligible Employees in Accordance with grant agreements | $ 201 | ||||
Cash distribution (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.52 | ||
Limited Partner, Public [Member] | |||||
Capital Unit [Line Items] | |||||
Limited partner interest percentage | 52.00% | ||||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | |||||
Capital Unit [Line Items] | |||||
Limited partner interest percentage | 48.00% | ||||
Common Units [Member] | |||||
Capital Unit [Line Items] | |||||
Common units outstanding (in shares) | 62,365,612 | 62,151,391 | 62,364,838 | 62,130,035 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Distributions declared | $ (18,924) | $ (18,844) | |||
Common Units [Member] | Public Unit Holders [Member] | |||||
Capital Unit [Line Items] | |||||
Units owned (in shares) | 32,411,981 | ||||
Common Units [Member] | Limited Partner, Affiliate [Member] | PBF LLC [Member] | |||||
Capital Unit [Line Items] | |||||
Units owned (in shares) | 29,953,631 | ||||
Common Units [Member] | Limited Partner [Member] | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning balance | $ 167,217 | 105,083 | |||
Quarterly distributions to unitholders | (18,926) | (32,703) | |||
Net income attributable to the partners | 37,211 | 34,813 | |||
Unit-based compensation expense | 989 | 1,302 | |||
Other | 15 | (6) | |||
Ending balance | $ 186,506 | $ 108,489 | |||
Common Units [Member] | Limited Partner [Member] | Phantom Unit Award [Member] | |||||
Capital Unit [Line Items] | |||||
Shares, Issued (in shares) | 774 | 21,356 | |||
Shares, Issued (in shares) | 325,384 |
EQUITY CASH DISTRIBUTIONS (Deta
EQUITY CASH DISTRIBUTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 25, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | |
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.52 | |
Cash distribution | $ 18,710 | |||
Cash distribution per unit (in dollars per share) | $ 0.30 | $ 0.30 | ||
Distributions declared | $ 18,924 | $ 18,844 | ||
Cash Distribution [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Distributions declared | [1] | 18,755 | 18,705 | |
Common Units [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Distributions declared | $ 18,924 | $ 18,844 | ||
Limited Partner, Public [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | 9,724 | |||
Limited Partner, Affiliate [Member] | PBF LLC [Member] | ||||
Distribution Made to Limited Partner [Line Items] | ||||
Cash distribution | $ 8,986 | |||
[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 | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Distributions declared | $ 18,924 | $ 18,844 |
Weighted-average units outstanding - basic (in shares) | 62,646,664 | 62,370,927 |
Weighted-average units outstanding - diluted (in shares) | 62,780,594 | 62,473,094 |
Net income per limited partner unit - basic (in dollars per share) | $ 0.59 | $ 0.56 |
Net income per limited partner unit - diluted (in dollars per share) | $ 0.59 | $ 0.56 |
Common Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Distributions declared | $ 18,924 | $ 18,844 |
Earnings less distributions | 18,287 | 15,969 |
Net income attributable to the partners | $ 37,211 | $ 34,813 |
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) | 200,481 | 168,000 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | Oct. 01, 2018 | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)earn-outYear |
Loss Contingencies [Line Items] | ||||
Accrual for Environmental Loss Contingencies | $ 1,923 | $ 1,760 | ||
Change in fair value of contingent consideration | (655) | $ (206) | ||
Contingent Consideration | ||||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||||
Balance at beginning of period | 12,120 | 26,086 | 26,086 | |
Accretion on discounted liabilities | 0 | 550 | ||
Settlements | (12,176) | 0 | ||
Unrealized charge included in earnings | 654 | 390 | ||
Balance at end of period | 598 | $ 27,026 | 12,120 | |
East Coast Storage Assets Acquisition [Member] | ||||
Loss Contingencies [Line Items] | ||||
Term of Agreement | 3 years | |||
Business Combination, Contingent Consideration, Liability | $ 598 | 12,120 | ||
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 - _2
RELATED PARTY TRANSACTIONS - SUMMARY OF TRANSACTION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Related Party Transactions [Abstract] | ||
Revenue | $ 75,933 | $ 75,543 |
Operating and maintenance expenses | 2,171 | 2,171 |
General and administrative expenses | $ 1,768 | $ 1,996 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | |
Segment Reporting Information [Line Items] | |||
Reportable segments | segment | 2 | ||
Total revenue | $ 87,505 | $ 93,029 | |
Depreciation and amortization | 9,405 | 11,282 | |
Income (loss) from operations | 47,933 | 47,653 | |
Other expense | 10,722 | 12,840 | |
Capital expenditures | 1,254 | 6,080 | |
Total assets | 932,837 | $ 933,552 | |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 0 | 0 | |
Depreciation and amortization | 0 | 0 | |
Income (loss) from operations | (4,464) | (4,387) | |
Other expense | 10,722 | 12,840 | |
Capital expenditures | 0 | 0 | |
Total assets | 38,170 | 18,114 | |
Transportation and Terminaling | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 71,477 | 70,243 | |
Depreciation and amortization | 7,235 | 7,072 | |
Income (loss) from operations | 46,609 | 41,268 | |
Other expense | 0 | 0 | |
Capital expenditures | 1,055 | 3,626 | |
Total assets | 698,027 | 715,308 | |
Storage | |||
Segment Reporting Information [Line Items] | |||
Total revenue | 16,028 | 22,786 | |
Depreciation and amortization | 2,170 | 4,210 | |
Income (loss) from operations | 5,788 | 10,772 | |
Other expense | 0 | 0 | |
Capital expenditures | 199 | $ 2,454 | |
Total assets | $ 196,640 | $ 200,130 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Apr. 29, 2021$ / shares |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Cash distribution (in dollars per share) | $ 0.30 |