Related Party Transactions | 8. Related Party Transactions The Partnership and OpCo regularly enter into related party transactions with Westlake. See below for a description of transactions with related parties. Sales to Related Parties OpCo sells ethylene to Westlake under the Ethylene Sales Agreement. Additionally, the Partnership and OpCo from time to time provide other services or products for which it charges Westlake a fee. Sales to related parties were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net sales—Westlake $ 240,956 $ 227,431 $ 460,759 $ 442,259 During June 2021, OpCo's Petro 1 facility experienced an outage, which resulted in a force majeure event under the Ethylene Sales Agreement. In addition, OpCo declared a force majeure in February 2021 due to the severe winter storm. As a result of these force majeure events, the Partnership updated its estimate of OpCo's 2021 anticipated production as of June 30, 2021. The buyer deficiency fee is measured based upon the lower of the actual production deficiency at period end or the estimated annual production deficiency based upon OpCo's annual anticipated production. Based upon this change in estimate of OpCo's 2021 anticipated production, the Partnership has recognized buyer deficiency fees and shortfall fees of $8,742 and $18,420 during the three and six months ended June 30, 2021, respectively. The buyer deficiency fees and shortfall fees are classified as a component of net sales. During 2020, the Lake Charles Petro 1 and Petro 2 facilities were impacted by Hurricanes Laura and Delta, which resulted in force majeure events under the Ethylene Sales Agreement. As a result of the force majeure events, the Partnership recognized a buyer deficiency fee of $69,555 as a component of net sales in 2020. Payment for the buyer deficiency fee was received by the Partnership in January 2021. Cost of Sales from Related Parties Charges for goods and services purchased by the Partnership and OpCo from Westlake and included in cost of sales relate primarily to feedstock purchased under the Feedstock Supply Agreement and services provided under the Services and Secondment Agreement. Charges from related parties in cost of sales were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Feedstock purchased from Westlake and included in cost of sales $ 100,979 $ 69,324 $ 183,095 $ 128,962 Other charges from Westlake and included in cost of sales 27,466 23,898 59,308 47,998 Total $ 128,445 $ 93,222 $ 242,403 $ 176,960 Services from Related Parties Included in Selling, General and Administrative Expenses Charges for services purchased by the Partnership from Westlake and included in selling, general and administrative expenses primarily relate to services Westlake performs on behalf of the Partnership under the Omnibus Agreement, including the Partnership's finance, legal, information technology, human resources, communication, ethics and compliance and other administrative functions. Charges from related parties included within selling, general and administrative expenses were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Services received from Westlake and included in selling, general and administrative expenses $ 7,000 $ 5,698 $ 14,912 $ 10,813 Goods and Services from Related Parties Capitalized as Assets Charges for goods and services purchased by the Partnership and OpCo from Westlake which were capitalized as assets relate primarily to the services of Westlake employees under the Services and Secondment Agreement. Charges from related parties for goods and services capitalized as assets were as follows: Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Goods and services purchased from Westlake and capitalized as assets $ 533 $ 384 $ 936 $ 864 Receivable under the Investment Management Agreement On August 1, 2017, the Partnership, OpCo and Westlake executed an investment management agreement (the "Investment Management Agreement") that authorized Westlake to invest the Partnership's and OpCo's excess cash with Westlake for a term of up to a maximum of nine months. Per the terms of the Investment Management Agreement, the Partnership earns a market return plus five basis points and Westlake provides daily availability of the invested cash to meet any liquidity needs of the Partnership or OpCo. Accrued interest of $77 and $56 was included in the receivable under the Investment Management Agreement balance at June 30, 2021 and December 31, 2020, respectively. Total interest earned related to the Investment Management Agreement was $77 and $219 for the three months ended June 30, 2021 and 2020, respectively, and $145 and $807 for the six months ended June 30, 2021 and 2020, respectively. The Partnership's receivable under the Investment Management Agreement was as follows: June 30, December 31, Receivable under the Investment Management Agreement $ 222,249 $ 123,228 Accounts Receivable from Related Parties The Partnership's accounts receivable from Westlake result primarily from ethylene sales to Westlake and the buyer deficiency fee and shortfall fee recognized under the Ethylene Sales Agreement, as discussed above under "Sales to Related Parties." The buyer deficiency fee and shortfall fee recognized in the six months ended June 30, 2021are scheduled to be received by the Partnership after the end of 2021. The Partnership's accounts receivable from Westlake were as follows: June 30, December 31, Accounts receivable—Westlake $ 66,948 $ 108,028 Accounts Payable to Related Parties The Partnership's accounts payable to Westlake result primarily from feedstock purchases under the Feedstock Supply Agreement and services provided under the Services and Secondment Agreement and the Omnibus Agreement. The related party accounts payable balances were as follows: June 30, December 31, Accounts payable—Westlake $ 20,134 $ 7,855 Related Party Leases OpCo is obligated to Westlake under various long-term and short-term noncancelable operating leases, primarily related to rail car leases and land. Operating lease rentals paid to Westlake for such leases were $608 and $726 for the three months ended June 30, 2021 and 2020, respectively, and $1,295 and $1,396 for the six months ended June 30, 2021 and 2020, respectively, and reflected in other charges from Westlake that are included in cost of sales. OpCo has two site lease agreements with Westlake, each of which has a term of 50 years. Pursuant to the site lease agreements, OpCo pays Westlake one dollar per site per year. Debt Payable to Related Parties See Note 9 for a description of related party debt payable balances. Interest on related party debt payable balances for the three months ended June 30, 2021 and 2020 was $2,224 and $3,431, respectively. Interest on related party debt payable is presented as interest expense—Westlake in the consolidated statements of operations. At June 30, 2021 and December 31, 2020, accrued interest on related party debt was $2,224 and $2,336, respectively, and is reflected as a component of accrued liabilities in the consolidated balance sheets. Debt payable to related parties was as follows: June 30, December 31, Long-term debt payable to Westlake $ 399,674 $ 399,674 Major Customer and Concentration of Credit Risk During the three months ended June 30, 2021 and 2020, Westlake accounted for approximately 74.8% and 95.4%, respectively, of the Partnership's net sales. During the six months ended June 30, 2021 and 2020, Westlake accounted for approximately 78.0% and 90.4%, respectively, of the Partnership's net sales. Other See Note 7 above for an additional related party transaction. |