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 September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Net sales—Westlake $ 247,887 $ 217,763 $ 708,646 $ 660,022 OpCo declared force majeure events in September 2021 during the Petro 2 facility turnaround, in June 2021 related to OpCo's Petro 1 facility outage, and in February 2021 due to the severe winter storm. As a result of these events, the Partnership updated its estimate of OpCo's 2021 anticipated production as of September 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 $3,045 and $21,465 during the three and nine months ended September 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 September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Feedstock purchased from Westlake and included in cost of sales $ 119,000 $ 60,646 $ 302,095 $ 189,608 Other charges from Westlake and included in cost of sales 35,615 23,166 94,923 71,164 Total $ 154,615 $ 83,812 $ 397,018 $ 260,772 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 September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Services received from Westlake and included in selling, general and administrative expenses $ 6,925 $ 5,679 $ 21,837 $ 16,492 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 September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Goods and services purchased from Westlake and capitalized as assets $ 3,606 $ 404 $ 4,542 $ 1,268 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 $81 and $56 was included in the receivable under the Investment Management Agreement balance at September 30, 2021 and December 31, 2020, respectively. Total interest earned related to the Investment Management Agreement was $81 and $69 for the three months ended September 30, 2021 and 2020, respectively, and $225 and $876 for the nine months ended September 30, 2021 and 2020, respectively. The Partnership's receivable under the Investment Management Agreement was as follows: September 30, December 31, Receivable under the Investment Management Agreement $ 196,252 $ 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 nine months ended September 30, 2021 are scheduled to be received by the Partnership after the end of 2021. The Partnership's accounts receivable from Westlake were as follows: September 30, December 31, Accounts receivable—Westlake $ 57,020 $ 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: September 30, December 31, Accounts payable—Westlake $ 13,259 $ 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 $997 and $407 for the three months ended September 30, 2021 and 2020, respectively, and $2,292 and $1,803 for the nine months ended September 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 September 30, 2021 and 2020 was $2,190 and $2,320, respectively. Interest on related party debt payable balances for the nine months ended September 30, 2021 and 2020 was $6,650 and $9,701, respectively. Interest on related party debt payable is presented as interest expense—Westlake in the consolidated statements of operations. At September 30, 2021 and December 31, 2020, accrued interest on related party debt was $2,193 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: September 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 September 30, 2021 and 2020, Westlake accounted for approximately 84.3% and 93.9%, respectively, of the Partnership's net sales. During the nine months ended September 30, 2021 and 2020, Westlake accounted for approximately 80.1% and 91.5%, respectively, of the Partnership's net sales. |