Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |||
Sep. 30, 2021 | Oct. 22, 2021 | Dec. 31, 2020 | ||
Entity Information [Line Items] | ||||
Document Type | 10-Q | |||
Document Quarterly Report | true | |||
Document Period End Date | Sep. 30, 2021 | |||
Document Transition Report | false | |||
Entity File Number | 001-35764 | |||
Entity Registrant Name | PBF ENERGY INC. | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Tax Identification Number | 45-3763855 | |||
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 Stock | |||
Trading Symbol | PBF | |||
Security Exchange Name | NYSE | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Filer Category | Large Accelerated Filer | |||
Entity Small Business | false | |||
Entity Emerging Growth Company | false | |||
Entity Shell Company | false | |||
Ownership Percentage of Equity Held | [1] | 100.00% | 100.00% | |
Entity Central Index Key | 0001534504 | |||
Amendment Flag | false | |||
Document Fiscal Period Focus | Q3 | |||
Document Fiscal Year Focus | 2021 | |||
Current Fiscal Year End Date | --12-31 | |||
Class A Common Stock [Member] | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding (in shares) | 120,245,509 | |||
Class A Common Stock [Member] | PBF Energy [Member] | ||||
Entity Information [Line Items] | ||||
Ownership Percentage of Equity Held | 99.20% | 99.20% | ||
Class B common stock [Member] | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding (in shares) | 16 | |||
PBF LLC [Member] | ||||
Entity Information [Line Items] | ||||
Entity File Number | 333-206728-02 | |||
Entity Registrant Name | PBF Energy Co LLC | |||
Entity Incorporation, State or Country Code | DE | |||
Entity Tax Identification Number | 61-1622166 | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Filer Category | Non-accelerated Filer | |||
Entity Small Business | false | |||
Entity Emerging Growth Company | false | |||
Entity Shell Company | false | |||
Entity Central Index Key | 0001645026 | |||
PBF LLC [Member] | Class A Common Stock [Member] | ||||
Entity Information [Line Items] | ||||
Entity Common Stock, Shares Outstanding (in shares) | 0 | |||
[1] | Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents (PBFX: $28.6 and $36.3, respectively) | $ 1,472.5 | $ 1,609.5 |
Accounts receivable | 1,056.8 | 512.9 |
Inventories | 2,831.4 | 1,686.2 |
Prepaid and other current assets | 125.8 | 58.8 |
Total current assets | 5,486.5 | 3,867.4 |
Property, plant and equipment, net (PBFX: $798.8 and $820.2, respectively) | 4,846.1 | 4,843.3 |
Lease right of use assets | 720.1 | 916.9 |
Deferred charges and other assets, net | 791.5 | 872.2 |
Total assets | 11,844.2 | 10,499.8 |
Current liabilities: | ||
Accounts payable | 461.2 | 407 |
Accrued expenses | 3,542.6 | 1,911.5 |
Deferred revenue | 42.3 | 47.2 |
Current operating lease liabilities | 64.4 | 78.4 |
Current debt | 89.1 | 7.4 |
Total current liabilities | 4,199.6 | 2,451.5 |
Long-term debt (PBFX: $647.1 and $720.8, respectively) | 4,318 | 4,653.6 |
Deferred tax liabilities | 108.1 | 99.6 |
Long-term operating lease liabilities | 585.7 | 756 |
Long-term financing lease liabilities | 61.4 | 68.3 |
Other long-term liabilities | 249.3 | 268.5 |
Total liabilities | 9,522.1 | 8,297.5 |
Commitments and contingencies (Note 9) | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares outstanding at September 30, 2021 and December 31, 2020 | 0 | 0 |
Treasury stock, at cost | (168.5) | (167.3) |
Additional paid in capital | 2,868 | 2,846.2 |
Retained earnings (Accumulated deficit) | (961.4) | (1,027.1) |
Accumulated other comprehensive loss | (9) | (9.1) |
Total PBF Energy Inc. equity | 1,729.2 | 1,642.8 |
Noncontrolling interest | 592.9 | 559.5 |
Total equity | 2,322.1 | 2,202.3 |
Total liabilities and equity | 11,844.2 | 10,499.8 |
Class A Common Stock [Member] | ||
Current liabilities: | ||
Common stock, value, issued | 0.1 | 0.1 |
Class B common stock [Member] | ||
Current liabilities: | ||
Common stock, value, issued | 0 | 0 |
PBF LLC [Member] | ||
Current assets: | ||
Cash and cash equivalents (PBFX: $28.6 and $36.3, respectively) | 1,470.7 | 1,607.3 |
Accounts receivable | 1,056.8 | 512.9 |
Inventories | 2,831.4 | 1,686.2 |
Prepaid and other current assets | 125.8 | 58.8 |
Total current assets | 5,484.7 | 3,865.2 |
Property, plant and equipment, net (PBFX: $798.8 and $820.2, respectively) | 4,846.1 | 4,843.3 |
Lease right of use assets | 720.1 | 916.9 |
Deferred charges and other assets, net | 791.6 | 872.3 |
Total assets | 11,842.5 | 10,497.7 |
Current liabilities: | ||
Accounts payable | 461.2 | 406.9 |
Accrued expenses | 3,583.1 | 1,951.2 |
Deferred revenue | 42.3 | 47.2 |
Current operating lease liabilities | 64.4 | 78.4 |
Current debt | 89.1 | 7.4 |
Total current liabilities | 4,240.1 | 2,491.1 |
Long-term debt (PBFX: $647.1 and $720.8, respectively) | 4,318 | 4,653.6 |
Affiliate note payable | 375.3 | 376.3 |
Deferred tax liabilities | 23.1 | 38.7 |
Long-term operating lease liabilities | 585.7 | 756 |
Long-term financing lease liabilities | 61.4 | 68.3 |
Other long-term liabilities | 249.3 | 268.5 |
Total liabilities | 9,852.9 | 8,652.5 |
Commitments and contingencies (Note 9) | ||
Treasury stock, at cost | (168.5) | (167.3) |
Retained earnings (Accumulated deficit) | (597) | (690.5) |
Accumulated other comprehensive loss | (6) | (6.1) |
Total PBF Energy Inc. equity | 1,485.5 | 1,374 |
Noncontrolling interest | 499 | 466.1 |
Total equity | 1,984.5 | 1,840.1 |
Total liabilities and equity | 11,842.5 | 10,497.7 |
PBF LLC [Member] | Series B Units [Member] | ||
Current liabilities: | ||
Series B Units, 1,000,000 issued and outstanding, no par or stated value | 5.1 | 5.1 |
PBF LLC [Member] | Series A Units [Member] | ||
Current liabilities: | ||
Common unit, issuance value | 17.8 | 17.6 |
PBF LLC [Member] | Series C Units [Member] | ||
Current liabilities: | ||
Common unit, issuance value | $ 2,239.2 | $ 2,220.3 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Cash and cash equivalents (PBFX: $28.6 and $36.3, respectively) | $ 1,472.5 | $ 1,609.5 |
Property, plant and equipment, net (PBFX: $798.8 and $820.2, respectively) | 4,846.1 | 4,843.3 |
Long-term debt (PBFX: $647.1 and $720.8, respectively) | $ 4,318 | $ 4,653.6 |
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred Stock, Shares Outstanding (in shares) | 0 | 0 |
Treasury stock, shares (in shares) | 6,638,658 | 6,549,449 |
Class A Common Stock [Member] | ||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 1,000,000,000 | 1,000,000,000 |
Common Stock, Shares, Outstanding (in shares) | 120,245,509 | 120,101,641 |
Class B common stock [Member] | ||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized (in shares) | 1,000,000 | 1,000,000 |
Common Stock, Shares, Outstanding (in shares) | 16 | 16 |
Variable Interest Entity, Primary Beneficiary, PBF Logistics LP | ||
Cash and cash equivalents (PBFX: $28.6 and $36.3, respectively) | $ 28.6 | $ 36.3 |
Property, plant and equipment, net (PBFX: $798.8 and $820.2, respectively) | 798.8 | 820.2 |
Long-term debt (PBFX: $647.1 and $720.8, respectively) | 647.1 | 720.8 |
PBF LLC [Member] | ||
Cash and cash equivalents (PBFX: $28.6 and $36.3, respectively) | 1,470.7 | 1,607.3 |
Property, plant and equipment, net (PBFX: $798.8 and $820.2, respectively) | 4,846.1 | 4,843.3 |
Long-term debt (PBFX: $647.1 and $720.8, respectively) | $ 4,318 | $ 4,653.6 |
PBF LLC [Member] | Series B Units [Member] | ||
Common Unit, Outstanding | 1,000,000 | 1,000,000 |
Units Issued (in shares) | 1,000,000 | 1,000,000 |
PBF LLC [Member] | Series A Units [Member] | ||
Common Unit, Outstanding | 994,192 | 970,647 |
Units Issued (in shares) | 994,192 | 970,647 |
PBF LLC [Member] | Series C Units [Member] | ||
Common Unit, Outstanding | 120,266,740 | 120,122,872 |
Units Issued (in shares) | 120,266,740 | 120,122,872 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Revenues | $ 7,186.7 | $ 3,667.5 | $ 19,009.4 | $ 11,460.8 | |
Cost and expenses: | |||||
Cost of products and other | 6,374.7 | 3,378.6 | 16,666.4 | 11,095 | |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 530.5 | 471.9 | 1,495.6 | 1,445.7 | |
Depreciation and amortization expense | 112.8 | 130.3 | 338.5 | 369.3 | |
Cost of sales | 7,018 | 3,980.8 | 18,500.5 | 12,910 | |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 64.1 | 46.6 | 166.9 | 187 | |
Depreciation and amortization expense | 3.4 | 2.7 | 10.1 | 8.4 | |
Change in fair value of contingent consideration | 0.1 | (28.6) | 26.2 | (93.5) | |
Impairment expense | 0 | 7 | 0 | 7 | |
Loss (gain) on sale of assets | 0.2 | 1.7 | (0.4) | (469.4) | |
Total cost and expenses | 7,085.8 | 4,010.2 | 18,703.3 | 12,549.5 | |
Income (loss) from operations | 100.9 | (342.7) | 306.1 | (1,088.7) | |
Other income (expense): | |||||
Interest expense, net | (82) | (70.4) | (243.1) | (185.1) | |
Change in Tax Receivable Agreement liability | 0 | 252.2 | 0 | 240.6 | |
Change in fair value of catalyst obligations | 17.8 | (2.4) | 13.6 | 4.2 | |
Gain (loss) on extinguishment of debt | 60.3 | 0 | 60.3 | (22.2) | |
Other non-service components of net periodic benefit cost | 2 | 1.1 | 5.9 | 3.2 | |
Income (loss) before income taxes | 99 | (162.2) | 142.8 | (1,048) | |
Income tax expense (benefit) | 20.3 | 235.6 | 16.4 | (0.7) | |
Net income (loss) | 78.7 | (397.8) | 126.4 | (1,047.3) | |
Less: net income attributable to noncontrolling interests | 19.6 | 19.4 | 60.7 | 46.7 | |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ 59.1 | $ (417.2) | $ 65.7 | $ (1,094) | |
Weighted-average shares of Class A common stock outstanding | |||||
Basic (in shares) | [1] | 120,268,046 | 119,684,030 | 120,230,369 | 119,561,388 |
Diluted (in shares) | 121,354,089 | 119,684,030 | 121,607,207 | 120,628,237 | |
Net income (loss) available to Class A common stock per share: | |||||
Basic (in dollars per share) | $ 0.49 | $ (3.49) | $ 0.55 | $ (9.15) | |
Diluted (in dollars per share) | $ 0.49 | $ (3.49) | $ 0.54 | $ (9.15) | |
PBF LLC [Member] | |||||
Revenues | $ 7,186.7 | $ 3,667.5 | $ 19,009.4 | $ 11,460.8 | |
Cost and expenses: | |||||
Cost of products and other | 6,374.7 | 3,378.6 | 16,666.4 | 11,095 | |
Operating expenses (excluding depreciation and amortization expense as reflected below) | 530.5 | 471.9 | 1,495.6 | 1,445.7 | |
Depreciation and amortization expense | 112.8 | 130.3 | 338.5 | 369.3 | |
Cost of sales | 7,018 | 3,980.8 | 18,500.5 | 12,910 | |
General and administrative expenses (excluding depreciation and amortization expense as reflected below) | 63.7 | 46.4 | 165.3 | 186.5 | |
Depreciation and amortization expense | 3.4 | 2.7 | 10.1 | 8.4 | |
Change in fair value of contingent consideration | 0.1 | (28.6) | 26.2 | (93.5) | |
Impairment expense | 0 | 7 | 0 | 7 | |
Loss (gain) on sale of assets | 0.2 | 1.7 | (0.4) | (469.4) | |
Total cost and expenses | 7,085.4 | 4,010 | 18,701.7 | 12,549 | |
Income (loss) from operations | 101.3 | (342.5) | 307.7 | (1,088.2) | |
Other income (expense): | |||||
Interest expense, net | (84.8) | (73) | (250.9) | (192.8) | |
Change in fair value of catalyst obligations | 17.8 | (2.4) | 13.6 | 4.2 | |
Gain (loss) on extinguishment of debt | 60.3 | 0 | 60.3 | (22.2) | |
Other non-service components of net periodic benefit cost | 2 | 1.1 | 5.9 | 3.2 | |
Income (loss) before income taxes | 96.6 | (416.8) | 136.6 | (1,295.8) | |
Income tax expense (benefit) | (2) | (1.2) | (16.9) | 8.6 | |
Net income (loss) | 98.6 | (415.6) | 153.5 | (1,304.4) | |
Less: net income attributable to noncontrolling interests | 18.9 | 22.8 | 60 | 60.3 | |
Net income (loss) attributable to PBF Energy Inc. stockholders | $ 79.7 | $ (438.4) | $ 93.5 | $ (1,364.7) | |
[1] | The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.6% estimated annualized statutory corporate tax rate for the three and nine months ended September 30, 2021 and a 26.3% estimated annualized statutory corporate tax rate for the three and nine months ended September 30, 2020), attributable to the converted units. |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Net income (loss) | $ 78.7 | $ (397.8) | $ 126.4 | $ (1,047.3) |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on available for sale securities | 0 | 0.1 | (0.5) | 0.8 |
Net gain (loss) on pension and other post-retirement benefits | 0.2 | 0.2 | 0.6 | (3) |
Total other comprehensive income (loss) | 0.2 | 0.3 | 0.1 | (2.2) |
Comprehensive income (loss) | 78.9 | (397.5) | 126.5 | (1,049.5) |
Less: comprehensive income attributable to noncontrolling interests | 19.6 | 19.4 | 60.7 | 46.7 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 59.3 | (416.9) | 65.8 | (1,096.2) |
PBF LLC [Member] | ||||
Net income (loss) | 98.6 | (415.6) | 153.5 | (1,304.4) |
Other comprehensive income (loss): | ||||
Unrealized gain (loss) on available for sale securities | 0 | 0.1 | (0.5) | 0.8 |
Net gain (loss) on pension and other post-retirement benefits | 0.2 | 0.2 | 0.6 | 0.6 |
Total other comprehensive income (loss) | 0.2 | 0.3 | 0.1 | 1.4 |
Comprehensive income (loss) | 98.8 | (415.3) | 153.6 | (1,303) |
Less: comprehensive income attributable to noncontrolling interests | 18.9 | 22.8 | 60 | 60.3 |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | $ 79.9 | $ (438.1) | $ 93.6 | $ (1,363.3) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Changes in Equity Statement - USD ($) $ in Millions | Total | Class A Common Stock [Member] | Class B common stock [Member] | Common Stock [Member]Class A Common Stock [Member] | Common Stock [Member]Class B common stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] | Noncontrolling Interest [Member] | PBF LLC [Member] | PBF LLC [Member]Common Stock [Member]Series A Units [Member] | PBF LLC [Member]Common Stock [Member]Series C Units [Member] | PBF LLC [Member]Retained Earnings [Member] | PBF LLC [Member]AOCI Attributable to Parent [Member] | PBF LLC [Member]Treasury Stock [Member] | PBF LLC [Member]Noncontrolling Interest [Member] |
Balance, beginning of period (in shares) at Dec. 31, 2019 | 119,804,971 | 20 | 6,424,787 | 1,215,317 | 119,826,202 | ||||||||||||
Balance, beginning of period at Dec. 31, 2019 | $ 3,585.5 | $ 0.1 | $ 0 | $ 2,812.3 | $ 401.2 | $ (8.3) | $ (165.7) | $ 545.9 | $ 3,609.1 | $ 20 | $ 2,189.4 | $ 1,142.4 | $ (9.7) | $ (165.7) | $ 432.7 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Comprehensive income (loss) | (1,049.5) | (1,094) | (2.2) | 46.7 | (1,303) | (1,364.7) | 1.4 | 60.3 | |||||||||
Distributions to PBF Energy Company LLC members | (0.4) | (0.4) | |||||||||||||||
Distributions to PBF Logistics LP public unitholders | (36.9) | (36.9) | |||||||||||||||
Distribution to members | (73.2) | (36.3) | (36.9) | ||||||||||||||
Stock-based compensation expense | 24.6 | 21.4 | 3.2 | 24.6 | $ 21.4 | 3.2 | |||||||||||
Transactions in connection with stock-based compensation plans (in shares) | 166,877 | 9,977 | 166,877 | ||||||||||||||
Transactions in connection with stock-based compensation plans | (0.7) | (0.7) | (0.9) | $ (0.1) | $ (0.8) | ||||||||||||
Dividends | (35.9) | (35.9) | |||||||||||||||
Dividends per common share (in dollars per share) | $ 0.30 | ||||||||||||||||
Exchange of Series A Units (in shares) | 254,647 | (4) | (254,647) | 254,647 | |||||||||||||
Exchange of Series A Units | 0 | 2.3 | (2.3) | $ (2.3) | $ 2.3 | ||||||||||||
Treasury stock purchases (in shares) | 74,900 | (74,900) | (74,900) | ||||||||||||||
Treasury stock purchases | 1.3 | $ (1.3) | $ 1.3 | (1.3) | |||||||||||||
Other | 4.1 | 4.9 | (0.8) | (0.8) | (0.8) | ||||||||||||
Balance, end of period (in shares) at Sep. 30, 2020 | 120,151,595 | 16 | 6,499,687 | 970,647 | 120,172,826 | ||||||||||||
Balance, end of period at Sep. 30, 2020 | 2,490.8 | $ 0.1 | $ 0 | 2,841.5 | (728.7) | (10.5) | $ (167) | 555.4 | 2,255.8 | $ 17.6 | $ 2,213.6 | (258.6) | (8.3) | (167) | 458.5 | ||
Balance, beginning of period (in shares) at Jun. 30, 2020 | 120,032,858 | 17 | 6,455,930 | 975,625 | 120,054,089 | ||||||||||||
Balance, beginning of period at Jun. 30, 2020 | 2,889.7 | $ 0.1 | $ 0 | 2,832.7 | (311.5) | (10.8) | $ (165.7) | 544.9 | 2,672.1 | $ 17.6 | $ 2,204.4 | 179.8 | (8.6) | (165.7) | 444.6 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Comprehensive income (loss) | (397.5) | (417.2) | 0.3 | 19.4 | (415.3) | (438.4) | 0.3 | 22.8 | |||||||||
Distributions to PBF Logistics LP public unitholders | (9.9) | (9.9) | |||||||||||||||
Distribution to members | (9.9) | (9.9) | |||||||||||||||
Stock-based compensation expense | 8.9 | 7.9 | 1 | 8.9 | $ 7.9 | 1 | |||||||||||
Transactions in connection with stock-based compensation plans (in shares) | 157,516 | 157,516 | |||||||||||||||
Exchange of Series A Units (in shares) | 4,978 | (1) | (4,978) | 4,978 | |||||||||||||
Treasury stock purchases (in shares) | 43,757 | (43,757) | (43,757) | ||||||||||||||
Treasury stock purchases | 1.3 | $ (1.3) | $ 1.3 | (1.3) | |||||||||||||
Other | (0.4) | (0.4) | |||||||||||||||
Balance, end of period (in shares) at Sep. 30, 2020 | 120,151,595 | 16 | 6,499,687 | 970,647 | 120,172,826 | ||||||||||||
Balance, end of period at Sep. 30, 2020 | 2,490.8 | $ 0.1 | $ 0 | 2,841.5 | (728.7) | (10.5) | $ (167) | 555.4 | 2,255.8 | $ 17.6 | $ 2,213.6 | (258.6) | (8.3) | (167) | 458.5 | ||
Balance, beginning of period (in shares) at Dec. 31, 2020 | 120,101,641 | 16 | 120,101,641 | 16 | 6,549,449 | 970,647 | 120,122,872 | ||||||||||
Balance, beginning of period at Dec. 31, 2020 | 2,202.3 | $ 0.1 | $ 0 | 2,846.2 | (1,027.1) | (9.1) | $ (167.3) | 559.5 | 1,840.1 | $ 17.6 | $ 2,220.3 | (690.5) | (6.1) | (167.3) | 466.1 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Comprehensive income (loss) | 126.5 | 65.7 | 0.1 | 60.7 | 153.6 | 93.5 | 0.1 | 60 | |||||||||
Distributions to PBF Logistics LP public unitholders | (30) | (30) | |||||||||||||||
Distribution to members | (30) | (30) | |||||||||||||||
Stock-based compensation expense | 22.9 | 18.3 | 4.6 | 22.9 | $ 18.3 | 4.6 | |||||||||||
Transactions in connection with stock-based compensation plans (in shares) | 188,722 | 67,900 | 188,722 | ||||||||||||||
Transactions in connection with stock-based compensation plans | (1.8) | (0.8) | (1) | (1.4) | $ 0.4 | $ (0.8) | (1) | ||||||||||
Exchange of Series A Units (in shares) | 44,355 | (44,355) | 44,355 | ||||||||||||||
Exchange of Series A Units | 0 | 0.2 | (0.2) | $ (0.2) | $ 0.2 | ||||||||||||
Treasury stock purchases (in shares) | 89,209 | (89,209) | (89,209) | ||||||||||||||
Treasury stock purchases | 1.2 | $ (1.2) | $ 1.2 | (1.2) | |||||||||||||
Other | 2.2 | 2.9 | (0.7) | (0.7) | (0.7) | ||||||||||||
Balance, end of period (in shares) at Sep. 30, 2021 | 120,245,509 | 16 | 120,245,509 | 16 | 6,638,658 | 994,192 | 120,266,740 | ||||||||||
Balance, end of period at Sep. 30, 2021 | 2,322.1 | $ 0.1 | $ 0 | 2,868 | (961.4) | (9) | $ (168.5) | 592.9 | 1,984.5 | $ 17.8 | $ 2,239.2 | (597) | (6) | (168.5) | 499 | ||
Balance, beginning of period (in shares) at Jun. 30, 2021 | 120,247,995 | 16 | 6,636,172 | 994,192 | 120,269,226 | ||||||||||||
Balance, beginning of period at Jun. 30, 2021 | 2,246.9 | $ 0.1 | $ 0 | 2,862.5 | (1,020.5) | (9.2) | $ (168.5) | 582.5 | 1,889.4 | $ 17.8 | $ 2,233.7 | (676.7) | (6.2) | (168.5) | 489.3 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||||
Comprehensive income (loss) | 78.9 | 59.1 | 0.2 | 19.6 | 98.8 | 79.7 | 0.2 | 18.9 | |||||||||
Distributions to PBF Logistics LP public unitholders | (10) | (10) | |||||||||||||||
Distribution to members | (10) | (10) | |||||||||||||||
Stock-based compensation expense | 6.3 | 5.5 | 0.8 | 6.3 | $ 5.5 | 0.8 | |||||||||||
Treasury stock purchases (in shares) | (2,486) | (2,486) | (2,486) | ||||||||||||||
Balance, end of period (in shares) at Sep. 30, 2021 | 120,245,509 | 16 | 120,245,509 | 16 | 6,638,658 | 994,192 | 120,266,740 | ||||||||||
Balance, end of period at Sep. 30, 2021 | $ 2,322.1 | $ 0.1 | $ 0 | $ 2,868 | $ (961.4) | $ (9) | $ (168.5) | $ 592.9 | $ 1,984.5 | $ 17.8 | $ 2,239.2 | $ (597) | $ (6) | $ (168.5) | $ 499 |
Condensed Consolidated Statem_4
Condensed Consolidated Statement of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 126.4 | $ (1,047.3) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 361.2 | 391.9 |
Impairment expense | 0 | 7 |
Stock-based compensation | 24.7 | 29.1 |
Change in fair value of catalyst obligations | (13.6) | (4.2) |
Deferred income taxes | 8.5 | (1.1) |
Change in Tax Receivable Agreement liability | 0 | (240.6) |
Non-cash change in inventory repurchase obligations | 46 | (19.1) |
Non-cash lower of cost or market inventory adjustment | (669.6) | 691.5 |
Change in fair value of contingent consideration | 26.2 | (93.5) |
(Gain) loss on extinguishment of debt | (60.3) | 22.2 |
Pension and other post-retirement benefit costs | 38 | 41.5 |
Gain on sale of assets | (0.4) | (469.4) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (543.9) | 370.4 |
Inventories | (475.6) | 169.3 |
Prepaid and other current assets | (67) | (22.8) |
Accounts payable | 34.2 | (398.5) |
Accrued expenses | 1,574.7 | (162.1) |
Deferred revenue | (4.9) | 3.4 |
Other assets and liabilities | (78.9) | (60.3) |
Net cash provided by (used in) operating activities | 325.7 | (792.6) |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (142) | (158) |
Expenditures for deferred turnaround costs | (64.6) | (175.8) |
Expenditures for other assets | (20.6) | (9.7) |
Acquisition of Martinez refinery | 0 | (1,176.2) |
Proceeds from sale of assets | 0 | 529.4 |
Net cash used in investing activities | (227.2) | (990.3) |
Cash flows from financing activities: | ||
Dividend payments | 0 | (35.9) |
Distributions to PBFX public unitholders | (29.3) | (36.2) |
Distributions to members | 0 | (0.4) |
Repayments of debt | (90.9) | |
Proceeds from borrowings | 0 | 1,450 |
Repayments of Lines of Credit | 0 | (550) |
Settlement of precious metal catalyst obligations | (18.5) | (8.8) |
Proceeds From Sale Leaseback Transaction, Financing Activities | 0 | 51.9 |
Payments on financing leases | (10.7) | (8.9) |
Proceeds from insurance premium financing | 7 | 12.7 |
Payments of contingent consideration | (12.2) | 0 |
Deferred financing costs and other | 0.3 | (30.9) |
Net cash (used in) provided by financing activities | (235.5) | 2,250.6 |
Net (decrease) increase in cash and cash equivalents | (137) | 467.7 |
Cash and cash equivalents, beginning of period | 1,609.5 | 814.9 |
Cash and cash equivalents, end of period | 1,472.5 | 1,282.6 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 65 | 23.5 |
Assets acquired or remeasured under operating and financing leases | (126.5) | 690.7 |
Fair value of the Martinez Contingent Consideration at acquisition | 0 | 77.3 |
Cash paid during the period for: | ||
Interest (net of capitalized interest of $5.5 million and $10.0 million in 2021 and 2020, respectively) | 196.6 | 113.8 |
Capitalized interest | 5.5 | 10 |
Income taxes | 5.3 | 1.5 |
Collins Pipeline Company And T&M Terminal Company [Member] | ||
Cash flows from financing activities: | ||
Distributions to members | (0.7) | 0 |
2025 Senior Secured Notes [Member] | ||
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 0 | 1,000 |
2028 Senior Notes | ||
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 0 | 1,000 |
Repayments of debt | (69.7) | 0 |
2023 Senior Notes [Member] | ||
Cash flows from financing activities: | ||
Repayments of debt | 0 | (517.5) |
PBFX Revolving Credit Facility [Member] | ||
Cash flows from financing activities: | ||
Proceeds from borrowings | 0 | 100 |
Repayments of Lines of Credit | (75) | (170) |
Rail Term Loan [Member] | ||
Cash flows from financing activities: | ||
Repayments of debt | (5.5) | (5.4) |
2025 Senior Notes [Member] | ||
Cash flows from financing activities: | ||
Repayments of debt | (21.2) | 0 |
PBF LLC [Member] | ||
Cash flows from operating activities: | ||
Net income (loss) | 153.5 | (1,304.4) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 361.2 | 391.9 |
Impairment expense | 0 | 7 |
Stock-based compensation | 24.7 | 29.1 |
Change in fair value of catalyst obligations | (13.6) | (4.2) |
Deferred income taxes | (15.6) | 8.6 |
Non-cash change in inventory repurchase obligations | 46 | (19.1) |
Non-cash lower of cost or market inventory adjustment | (669.6) | 691.5 |
Change in fair value of contingent consideration | 26.2 | (93.5) |
(Gain) loss on extinguishment of debt | (60.3) | 22.2 |
Pension and other post-retirement benefit costs | 38 | 41.5 |
Gain on sale of assets | (0.4) | (469.4) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (543.9) | 369.4 |
Inventories | (475.6) | 169.3 |
Prepaid and other current assets | (67) | (22.8) |
Accounts payable | 34.2 | (398.5) |
Accrued expenses | 1,575.6 | (153.4) |
Deferred revenue | (4.9) | 3.4 |
Other assets and liabilities | (78.9) | (61) |
Net cash provided by (used in) operating activities | 329.6 | (792.4) |
Cash flows from investing activities: | ||
Expenditures for property, plant and equipment | (142) | (158) |
Expenditures for deferred turnaround costs | (64.6) | (175.8) |
Expenditures for other assets | (20.6) | (9.7) |
Acquisition of Martinez refinery | 0 | (1,176.2) |
Proceeds from sale of assets | 0 | 529.4 |
Net cash used in investing activities | (227.2) | (990.3) |
Cash flows from financing activities: | ||
Dividend payments | 0 | (36.3) |
Distributions to PBFX public unitholders | (29.3) | (36.2) |
Proceeds from borrowings | 0 | 1,450 |
Repayments of Lines of Credit | 0 | (550) |
Settlement of precious metal catalyst obligations | (18.5) | (8.8) |
Payments on financing leases | (10.7) | (8.9) |
Proceeds from insurance premium financing | 7 | 12.7 |
Payments of contingent consideration | (12.2) | 0 |
Deferred financing costs and other | (2.2) | (31.1) |
Affiliate note payable with PBF Energy Inc. | (1) | (0.5) |
Net cash (used in) provided by financing activities | (239) | 2,249.9 |
Net (decrease) increase in cash and cash equivalents | (136.6) | 467.2 |
Cash and cash equivalents, beginning of period | 1,607.3 | 813.7 |
Cash and cash equivalents, end of period | 1,470.7 | 1,280.9 |
Non-cash activities: | ||
Accrued and unpaid capital expenditures | 65 | 23.5 |
Assets acquired or remeasured under operating and financing leases | (126.5) | 690.7 |
Fair value of the Martinez Contingent Consideration at acquisition | 0 | 77.3 |
Cash paid during the period for: | ||
Interest (net of capitalized interest of $5.5 million and $10.0 million in 2021 and 2020, respectively) | 196.6 | 113.8 |
Capitalized interest | 5.5 | 10 |
Income taxes | 1.8 | 0.6 |
PBF LLC [Member] | Collins Pipeline Company And T&M Terminal Company [Member] | ||
Cash flows from financing activities: | ||
Distributions to members | (0.7) | 0 |
PBF LLC [Member] | 2025 Senior Secured Notes [Member] | ||
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 0 | 1,000 |
PBF LLC [Member] | 2028 Senior Notes | ||
Cash flows from financing activities: | ||
Proceeds from issuance of long-term debt | 0 | 1,000 |
Repayments of debt | (69.7) | 0 |
PBF LLC [Member] | 2023 Senior Notes [Member] | ||
Cash flows from financing activities: | ||
Repayments of debt | 0 | (517.5) |
PBF LLC [Member] | PBFX Revolving Credit Facility [Member] | ||
Cash flows from financing activities: | ||
Proceeds from borrowings | 0 | 100 |
Repayments of Lines of Credit | (75) | (170) |
PBF LLC [Member] | Rail Term Loan [Member] | ||
Cash flows from financing activities: | ||
Repayments of debt | (5.5) | (5.4) |
PBF LLC [Member] | 2025 Senior Notes [Member] | ||
Cash flows from financing activities: | ||
Repayments of debt | $ (21.2) | $ 0 |
DESCRIPTION OF THE BUSINESS AND
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 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 Description of the Business PBF Energy Inc. (“PBF Energy”) was formed as a Delaware corporation on November 7, 2011 and is the sole managing member of PBF Energy Company LLC (“PBF LLC”), a Delaware limited liability company, with a controlling interest in PBF LLC and its subsidiaries. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries and records a noncontrolling interest in its Condensed Consolidated Financial Statements representing the economic interests of PBF LLC’s members other than PBF Energy (refer to “Note 11 - Equity”). PBF Energy holds a 99.2% economic interest in PBF LLC as of September 30, 2021 through its ownership of PBF LLC Series C Units, which are held solely by PBF Energy. Holders of PBF LLC Series A Units, which are held by parties other than PBF Energy (“the members of PBF LLC other than PBF Energy”), hold the remaining 0.8% economic interest in PBF LLC. The PBF LLC Series C Units rank on parity with the PBF LLC Series A Units as to distribution rights, voting rights and rights upon liquidation, winding up or dissolution. In addition, the amended and restated limited liability company agreement of PBF LLC provides that any PBF LLC Series A Units acquired by PBF Energy will automatically be reclassified as PBF LLC Series C Units in connection with such acquisition. As of September 30, 2021, PBF Energy held 120,266,740 PBF LLC Series C Units and the members of PBF LLC other than PBF Energy held 994,192 PBF LLC Series A Units. PBF LLC, together with its consolidated subsidiaries, owns and operates oil refineries and related facilities in North America. PBF Holding Company LLC (“PBF Holding”) is a wholly-owned subsidiary of PBF LLC. PBF Investments LLC, Toledo Refining Company LLC, Paulsboro Refining Company LLC (“PRC”), Delaware City Refining Company LLC (“DCR”), Chalmette Refining, L.L.C. (“Chalmette Refining”), PBF Energy Western Region LLC, Torrance Refining Company LLC, Torrance Logistics Company LLC and Martinez Refining Company LLC are PBF LLC’s principal operating subsidiaries and are all wholly-owned subsidiaries of PBF Holding. Discussions or areas of the Notes to Condensed Consolidated Financial Statements that either apply only to PBF Energy or PBF LLC are clearly noted in such footnotes. As of September 30, 2021, PBF LLC also held a 47.9% limited partner interest in PBF Logistics LP (“PBFX”), a publicly-traded master limited partnership (“MLP”) (refer to “Note 2 - PBF Logistics LP”). PBF Logistics GP LLC (“PBF GP”) owns the noneconomic general partner interest and serves as the general partner of PBFX and is wholly-owned by PBF LLC. PBF Energy, through its ownership of PBF LLC, consolidates the financial results of PBFX and its subsidiaries and records a noncontrolling interest in its consolidated financial statements representing the economic interests of PBFX’s unitholders other than PBF LLC (refer to “Note 11 - Equity”). Collectively, PBF Energy and its consolidated subsidiaries, including PBF LLC, PBF Holding, PBF GP and PBFX are referred to hereinafter as the “Company” unless the context otherwise requires. Substantially all of the Company’s operations are in the United States. The Company operates in two reportable business segments: Refining and Logistics. The Company’s oil refineries are all engaged in the refining of crude oil and other feedstocks into petroleum products, and are aggregated into the Refining segment. PBFX is a publicly traded MLP that was formed to operate logistics assets such as crude oil and refined petroleum products terminals, pipelines and storage facilities. The Logistics segment consists solely of PBFX’s operations. To generate earnings and cash flows from operations, the Company is primarily dependent upon processing crude oil and selling refined petroleum products at margins sufficient to cover fixed and variable costs and other expenses. Crude oil and refined petroleum products are commodities; and factors that are largely out of the Company’s control can cause prices to vary over time. The resulting potential margin volatility can have a material effect on the Company’s financial position, earnings and cash flows. Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited Condensed Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim Condensed Consolidated Financial Statements should be read in conjunction with the PBF Energy and PBF LLC financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2020. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the full year. Reclassification As of September 30, 2021, Transactions in connection with stock-based compensation plans, previously disclosed as either Exercise of warrants and options or Taxes paid for net settlement of equity-based compensation, in the Condensed Consolidated Statement of Changes in Equity, are now disclosed together within one line item in the Condensed Consolidated Statement of Changes in Equity. Certain of these amounts previously reported in the Company's Condensed Consolidated Financial Statements and the respective notes for prior periods have been reclassified to conform to the 2021 presentation. COVID-19 and Market Developments The impact of the unprecedented global health and economic crisis sparked by the novel coronavirus (“COVID-19”) pandemic, Delta variant and other variants thereof, and related adverse impact on economic and commercial activity resulted in a significant reduction in demand for refined petroleum and petrochemical products starting in the first quarter of 2020. This significant demand reduction has had an adverse impact on the Company’s results of operations and liquidity position. Demand for these products, however, has started to recover throughout the three and nine months ended September 30, 2021 in connection with the lifting or easing of restrictions by many governmental authorities in response to decreasing COVID-19 infection rates and the distribution of COVID-19 vaccines. The Company has adjusted throughput rates across its entire refining system to correlate with the gradual increases in demand, while still running below historic levels. It is impossible to estimate the duration or significance of the financial impact that will result from the COVID-19 pandemic. However, the extent of the impact of the COVID-19 pandemic on the Company’s business, financial condition, results of operations and liquidity will depend largely on future developments, including the duration of the outbreak, particularly within the geographic areas where the Company operates, the effectiveness of vaccine programs, and the related impact on overall economic activity, all of which cannot be predicted with certainty at this time. East Coast Refining Reconfiguration On December 31, 2020, the Company reconfigured the Delaware City and Paulsboro refineries temporarily idling certain of its major processing units at the Paulsboro refinery, in order to operate the two refineries as one functional unit referred to as the “East Coast Refining System”. The reconfiguration process resulted in lower overall throughput and inventory levels in addition to decreases in capital and operating costs. Recently Issued Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the effects of reference rate reform on financial reporting”. The amendments in this ASU 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 relationship and other transactions affected by the expected market transition from London Interbank Offered Rate and other interbank rates. The amendments in this ASU 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 the ASU. The Company does not expect that the adoption of this guidance will have a material impact on its Consolidated Financial Statements and related disclosures. |
PBF LOGISITICS LP
PBF LOGISITICS LP | 9 Months Ended |
Sep. 30, 2021 | |
PBF LOGISTICS LP [Abstract] | |
PBF LOGISTICS LP | PBF LOGISTICS LP PBFX is a fee-based, growth-oriented, publicly traded Delaware MLP formed by PBF Energy to own or lease, operate, develop and acquire crude oil and refined petroleum products terminals, pipelines, storage facilities and similar logistics assets. PBFX engages in the processing of crude oil and the receiving, handling, storage and transferring of crude oil, refined products, natural gas and intermediates from sources located throughout the United States and Canada for PBF Energy in support of its refineries, as well as for third-party customers. As of September 30, 2021, a substantial majority of PBFX’s revenues are derived from long-term, fee-based commercial agreements with PBF Holding, which include minimum volume commitments for receiving, handling, storing and transferring crude oil, refined products and natural gas. PBF Energy also has agreements with PBFX that establish fees for certain general and administrative services and operational and maintenance services provided by PBF Holding to PBFX. These transactions, other than those with third parties, are eliminated by PBF Energy and PBF LLC in consolidation. PBFX, a variable interest entity, is consolidated by PBF Energy through its ownership of PBF LLC. PBF LLC, through its ownership of PBF GP, has the sole ability to direct the activities of PBFX that most significantly impact its economic performance. PBF LLC is considered to be the primary beneficiary of PBFX for accounting purposes. As of September 30, 2021, PBF LLC held a 47.9% limited partner interest in PBFX (consisting of 29,953,631 common units) with the remaining 52.1% limited partner interest held by the public unitholders. PBF LLC also indirectly owns a non-economic general partner interest in PBFX through its wholly-owned subsidiary, PBF GP, the general partner of PBFX. |
ACQUISITIONS
ACQUISITIONS | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
ACQUISITIONS | ACQUISITIONS Martinez Acquisition On February 1, 2020, the Company acquired from Equilon Enterprises LLC d/b/a Shell Oil Products US (the "Seller"), the Martinez refinery and related logistics assets (collectively, the "Martinez Acquisition"), pursuant to a sale and purchase agreement dated June 11, 2019 (the “Sale and Purchase Agreement”). The Martinez refinery, located in Martinez, California, is a high-conversion, dual-coking facility that is strategically positioned in Northern California and provides for operating and commercial synergies with the Torrance refinery located in Southern California. In addition to refining assets, the Martinez Acquisition includes a number of onsite logistics assets, including a deep-water marine facility, product distribution terminals and refinery crude and product storage facilities. The aggregate purchase price for the Martinez Acquisition was $1,253.4 million, including final working capital of $216.1 million and the Martinez Contingent Consideration, as defined below. The transaction was financed through a combination of cash on hand, including proceeds from the $1.0 billion in aggregate principal amount of 6.0% senior unsecured notes due 2028 (the “2028 Senior Notes”), and borrowings under PBF Holding’s asset-based revolving credit agreement (the “Revolving Credit Facility”). The Company accounted for the Martinez Acquisition as a business combination under GAAP whereby it recognizes assets acquired and liabilities assumed in an acquisition at their estimated fair values as of the date of acquisition. The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: (in millions) Purchase Price Gross purchase price $ 960.0 Working capital, including post close adjustments 216.1 Contingent consideration (a) 77.3 Total consideration $ 1,253.4 ___________________ (a) The Martinez Acquisition included an obligation for the Company to make post-closing earn-out payments to the Seller based on certain earnings thresholds of the Martinez refinery (as set forth in the Sale and Purchase Agreement), for a period of up to four years following the acquisition closing date (the “Martinez Contingent Consideration”). The Company recorded the Martinez Contingent Consideration based on its estimated fair value of $77.3 million at the acquisition date, which was recorded within “Other long-term liabilities” within the Condensed Consolidated Balance Sheets. Subsequent changes in the fair value of the Martinez Contingent Consideration are recorded in the Condensed Consolidated Statement of Operations. The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: (in millions) Fair Value Allocation Inventories $ 224.1 Prepaid and other current assets 5.4 Property, plant and equipment 987.9 Operating lease right of use assets (a) 7.8 Financing lease right of use assets (a) 63.5 Deferred charges and other assets, net 63.7 Accrued expenses (1.4) Current operating lease liabilities (1.9) Current financing lease liabilities (b) (6.0) Long-term operating lease liabilities (5.9) Long-term financing lease liabilities (57.5) Other long-term liabilities - Environmental obligation (26.3) Fair value of net assets acquired $ 1,253.4 ____________________________ (a) Operating and Financing lease right of use assets are recorded in Lease right of use assets within the Condensed Consolidated Balance Sheets. (b) Current financing lease liabilities are recorded in Accrued expenses within the Condensed Consolidated Balance Sheets. The Company’s Condensed Consolidated Financial Statements for the nine months ended September 30, 2021 include the results of operations of the Martinez refinery and related logistics assets subsequent to the Martinez Acquisition whereas the same period in 2020 includes the results of operations of such assets from the date of the Martinez Acquisition on February 1, 2020 to September 30, 2020. On an unaudited pro-forma basis, the revenues and net income (loss) of the Company, assuming the acquisition had occurred on January 1, 2019, are shown below. The unaudited pro-forma information does not purport to present what the Company’s actual results would have been had the Martinez Acquisition occurred on January 1, 2019, nor is the financial information indicative of the results of future operations. The unaudited pro-forma financial information includes the depreciation and amortization expense related to the Martinez Acquisition and interest expense associated with the related financing. Nine Months Ended September 30, 2020 (Unaudited, in millions) PBF Energy Pro-forma revenues $ 11,824.6 Pro-forma net loss attributable to PBF Energy Inc. stockholders (1,125.0) PBF LLC Pro-forma revenues $ 11,824.6 Pro-forma net loss attributable to PBF LLC (1,396.0) |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES | 9 Months Ended |
Sep. 30, 2021 | |
Credit Loss [Abstract] | |
CURRENT EXPECTED CREDIT LOSSES | CURRENT EXPECTED CREDIT LOSSES Credit Losses The Company has exposure to credit losses primarily through its sales of refined products. The Company evaluates creditworthiness on an individual customer basis. The Company 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 Company 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 Company may require security in the form of letters of credit or cash payments in advance of product delivery for certain customers that are deemed higher risk. The Company’s payment terms on its trade receivables are relatively short, generally 30 days or less for a substantial majority of its refined products. As a result, the Company’s collection risk is mitigated to a certain extent by the fact that sales are collected in a relatively short period of time, allowing for the ability to reduce exposure on defaults if collection issues are identified. Notwithstanding, the Company 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 COVID-19 pandemic and related governmental responses, the Company has been performing ongoing credit reviews of its customers including monitoring for any negative credit events such as customer bankruptcy or insolvency events. As a result, the Company has adjusted payment terms or limited available trade credit for certain customers, as well as for customers within industries that are deemed to be at higher risk. The Company 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, 2021 or December 31, 2020. |
INVENTORIES
INVENTORIES | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories consisted of the following: September 30, 2021 (in millions) Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,277.7 $ — $ 1,277.7 Refined products and blendstocks 1,059.0 355.5 1,414.5 Warehouse stock and other 139.2 — 139.2 $ 2,475.9 $ 355.5 $ 2,831.4 Lower of cost or market adjustment — — — Total inventories $ 2,475.9 $ 355.5 $ 2,831.4 December 31, 2020 (in millions) Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,018.9 $ — $ 1,018.9 Refined products and blendstocks 933.7 266.5 1,200.2 Warehouse stock and other 136.7 — 136.7 $ 2,089.3 $ 266.5 $ 2,355.8 Lower of cost or market adjustment (572.4) (97.2) (669.6) Total inventories $ 1,516.9 $ 169.3 $ 1,686.2 Inventory under the amended and restated inventory intermediation agreements with J. Aron & Company, a subsidiary of The Goldman Sachs Group, Inc. (“J. Aron”) (as amended and restated from time to time, the “Inventory Intermediation Agreements”), includes crude oil, intermediate and certain finished products (the “J. Aron Products”) purchased or produced by the Paulsboro and Delaware City refineries, and sold to counterparties in connection with such agreements. As of September 30, 2021, this inventory is held in the Company’s storage tanks at the Delaware City and Paulsboro refineries and at a PBFX storage facility (collectively, the “J. Aron Storage Tanks”). At September 30, 2021 the replacement value of inventories exceeded the last-in, first-out carrying value. During the nine months ended September 30, 2021, the Company recorded an adjustment to value its inventories to the lower of cost or market which increased income from operations by $669.6 million, reflecting no lower of cost or market (“LCM”) inventory reserve at September 30, 2021 in comparison with an LCM inventory reserve of $669.6 million at December 31, 2020. During the three months ended September 30, 2020, the Company recorded an adjustment to value its inventories to the lower of cost or market which increased income from operations by $9.9 million, reflecting the net change in the LCM inventory reserve from $1,103.0 million at June 30, 2020 to $1,093.1 million at September 30, 2020. During the nine months ended September 30, 2020, the Company recorded an adjustment to value its inventories to the lower of cost or market which decreased income from operations by $691.5 million, reflecting the net change in the LCM inventory reserve from $401.6 million at December 31, 2019 to $1,093.1 million at September 30, 2020. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 9 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | ACCRUED EXPENSES Accrued expenses consisted of the following: PBF Energy (in millions) September 30, 2021 December 31, 2020 Inventory-related accruals $ 1,408.6 $ 695.0 Renewable energy credit and emissions obligations (a) 1,308.8 528.1 Inventory intermediation agreements (b) 290.9 225.8 Excise and sales tax payable 120.6 120.1 Accrued interest 79.2 46.1 Accrued transportation costs 77.7 72.1 Accrued utilities 62.8 58.6 Accrued salaries and benefits 48.6 42.2 Accrued refinery maintenance and support costs 47.1 35.7 Accrued capital expenditures 27.8 15.0 Environmental liabilities 12.9 11.8 Current finance lease liabilities 10.6 14.4 Customer deposits 4.1 4.0 Contingent consideration 2.5 12.1 Other 40.4 30.5 Total accrued expenses $ 3,542.6 $ 1,911.5 PBF LLC (in millions) September 30, 2021 December 31, 2020 Inventory-related accruals $ 1,408.6 $ 695.0 Renewable energy credit and emissions obligations (a) 1,308.8 528.1 Inventory intermediation agreements (b) 290.9 225.8 Accrued interest 124.8 83.8 Excise and sales tax payable 120.6 120.1 Accrued transportation costs 77.7 72.1 Accrued utilities 62.8 58.6 Accrued salaries and benefits 48.6 42.2 Accrued refinery maintenance and support costs 47.1 35.7 Accrued capital expenditures 27.8 15.0 Environmental liabilities 12.9 11.8 Current finance lease liabilities 10.6 14.4 Customer deposits 4.1 4.0 Contingent consideration 2.5 12.1 Other 35.3 32.5 Total accrued expenses $ 3,583.1 $ 1,951.2 ______________________ (a) The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel Standard. The Company’s overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by Environmental Protection Agency. To the degree the Company is unable to blend the required amount of biofuels to satisfy its RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. In addition, the Company is subject to obligations to comply with federal and state legislative and regulatory measures, including regulations in the state of California pursuant to Assembly Bill 32 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain our facilities as well as to implement and manage new emission controls and programs. Renewable energy credit and emissions obligations fluctuate with the volume of applicable product sales and timing of credit purchases. Renewable energy credit and emissions obligations are categorized as Level 2, and are measured at fair value based on quoted prices from an independent pricing service. (b) The Company has the obligation to repurchase the J. Aron Products that are held in its J. Aron Storage Tanks in accordance with the Inventory Intermediation Agreements with J. Aron. As of September 30, 2021 and December 31, 2020, a liability is recognized for the Inventory Intermediation Agreements and is recorded at market price for the J. Aron owned inventory held in the Company’s J. Aron Storage Tanks under the Inventory Intermediation Agreements, with any change in the market price being recorded in Cost of products and other. |
CREDIT FACILITIES AND DEBT
CREDIT FACILITIES AND DEBT | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
CREDIT FACILITIES AND DEBT | CREDIT FACILITIES AND DEBT Debt outstanding consists of the following: (in millions) September 30, 2021 December 31, 2020 2025 Senior Secured Notes $ 1,250.0 $ 1,250.0 2028 Senior Notes 882.3 1,000.0 2025 Senior Notes 690.0 725.0 PBFX 2023 Senior Notes 525.0 525.0 Revolving Credit Facility 900.0 900.0 PBFX Revolving Credit Facility 125.0 200.0 PBF Rail Term Loan 1.9 7.4 Catalyst financing arrangements 70.4 102.5 4,444.6 4,709.9 Less—Current debt (89.1) (7.4) Unamortized premium 1.6 2.2 Unamortized deferred financing costs (39.1) (51.1) Long-term debt $ 4,318.0 $ 4,653.6 Extinguishment of Debt During the three months ended September 30, 2021, the Company made a number of open market repurchases of its 2028 Senior Notes and its 7.25% senior unsecured notes due 2025 (the “2025 Senior Notes”) that resulted in the extinguishment of $117.7 million in principal of the 2028 Senior Notes and $35.0 million in principal of the 2025 Senior Notes. Total cash consideration paid to repurchase the principal amount outstanding of the 2028 Senior Notes and the 2025 Senior Notes, excluding accrued interest, totaled $90.9 million and the Company recognized a $60.3 million gain on the extinguishment of debt during the three and nine months ended September 30, 2021. |
AFFILIATE NOTE PAYABLE - PBF LL
AFFILIATE NOTE PAYABLE - PBF LLC | 9 Months Ended |
Sep. 30, 2021 | |
AFFILIATE NOTE PAYABLE - PBF LLC [Abstract] | |
AFFILIATE NOTE PAYABLE - PBF LLC | AFFILIATE NOTE PAYABLE - PBF LLCAs of September 30, 2021 and December 31, 2020, PBF LLC had an outstanding note payable with PBF Energy for an aggregate principal amount of $375.3 million and $376.3 million, respectively. The note payable has a maturity date of April 2030, an annual interest rate of 2.5% and may be prepaid in whole or in part at any time, at the option of PBF LLC without penalty or premium. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES In the ordinary conduct of the Company’s business, the Company is from time to time subject to lawsuits, investigations and claims, including class action proceedings, mass tort actions, tort actions, environmental claims and employee-related matters. The outcome of these matters cannot always be predicted accurately, but the Company accrues liabilities for these matters if the Company has determined that it is probable a loss has been incurred and the loss can be reasonably estimated. For such ongoing matters for which we have not recorded a liability but losses are reasonably possible, we are unable to estimate a range of possible losses at this time due to various reasons that may include but are not limited to, matters being in an early stage and not fully developed through pleadings, discovery or court proceedings, number of potential claimants being unknown or uncertainty regarding a number of different factors underlying the potential claims. However, the ultimate resolution of one or more of these contingencies could result in an adverse outcome that may have a material effect on our financial position, results of operations or cash flows. Environmental Matters The Company’s refineries, pipelines and related operations 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 (including in response to the potential impacts of climate change), waste management and the characteristics and the compositions of fuels. Compliance with existing and anticipated laws and regulations can increase the overall cost of operating the refineries, including remediation, operating costs and capital costs to construct, maintain and upgrade equipment and facilities. These laws and permits raise potential exposure to future claims and lawsuits involving environmental and safety matters which could include soil and water contamination, air pollution, personal injury and property damage allegedly caused by substances which the Company manufactured, handled, used, released or disposed of, transported, or that relate to pre-existing conditions for which the Company has assumed responsibility. The Company believes that its current operations are in compliance with existing environmental and safety requirements. However, there have been and will continue to be ongoing discussions about environmental and safety matters between the Company and federal and state authorities, including notices of violations, citations and other enforcement actions, some of which have resulted or may result in changes to operating procedures and in capital expenditures. While it is often difficult to quantify future environmental or safety related expenditures, the Company anticipates that continuing capital investments and changes in operating procedures will be required for the foreseeable future to comply with existing and new requirements, as well as evolving interpretations and more strict enforcement of existing laws and regulations. In connection with the acquisition of the Torrance refinery and related logistics assets, the Company assumed certain pre-existing environmental liabilities totaling $109.0 million as of September 30, 2021 ($113.7 million as of December 31, 2020), related to certain environmental remediation obligations to address existing soil and groundwater contamination and monitoring activities and other clean-up activities, which reflects the current estimated cost of the remediation obligations. The current portion of the environmental liability is recorded in Accrued expenses and the non-current portion is recorded in Other long-term liabilities. The aggregate environmental liability reflected in the Company’s Condensed Consolidated Balance Sheets was $148.1 million and $153.7 million at September 30, 2021 and December 31, 2020, respectively, of which $135.2 million and $141.9 million, respectively, were classified as Other long-term liabilities. These liabilities include remediation and monitoring costs expected to be incurred over an extended period of time. Estimated liabilities could increase in the future when the results of ongoing investigations become known, are considered probable and can be reasonably estimated. Contingent Consideration In connection with the Martinez Acquisition, the Sale and Purchase Agreement includes an earn-out provision based on certain earnings thresholds of the Martinez refinery. Pursuant to the agreement, the Company will make payments to the Seller based on future earnings at the Martinez refinery in excess of certain thresholds, as defined in the agreement, for a period of up to four years following the acquisition closing date. The Company recorded the acquisition date fair value of the earn-out provision as contingent consideration within “Other long-term liabilities” within the Company’s Condensed Consolidated Balance Sheets. Subsequent changes in the fair value of the Martinez Contingent Consideration are recorded in the Condensed Consolidated Statement of Operations. The value of the Martinez Contingent Consideration was estimated to be $23.6 million as of September 30, 2021 and zero as of December 31, 2020, representing anticipated future earn-out payments, if any. In connection with the PBFX acquisition of CPI Operations LLC from Crown Point International LLC (“Crown Point”) in October 2018, the purchase and sale agreement between PBFX 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 “PBFX Contingent Consideration”). PBFX 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 PBFX Contingent Consideration recorded was $2.5 million and $12.1 million as of September 30, 2021 and December 31, 2020, respectively. The PBFX Contingent Consideration is included in “Accrued expenses” within the Company’s Condensed Consolidated Balance Sheets. Tax Receivable Agreement PBF Energy entered into a tax receivable agreement with the PBF LLC Series A and PBF LLC Series B unitholders (the “Tax Receivable Agreement”) that provides for the payment by PBF Energy to such persons of an amount equal to 85% of the amount of the benefits, if any, that PBF Energy is deemed to realize as a result of (i) increases in tax basis, as described below, and (ii) certain other tax benefits related to entering into the Tax Receivable Agreement, including tax benefits attributable to payments under the Tax Receivable Agreement. For purposes of the Tax Receivable Agreement, the benefits deemed realized by PBF Energy will be computed by comparing the actual income tax liability of PBF Energy (calculated with certain assumptions) to the amount of such taxes that PBF Energy would have been required to pay had there been no increase to the tax basis of the assets of PBF LLC as a result of purchases or exchanges of PBF LLC Series A Units for shares of PBF Energy Class A common stock and had PBF Energy not entered into the Tax Receivable Agreement. The term of the Tax Receivable Agreement will continue until all such tax benefits have been utilized or expire unless: (i) PBF Energy exercises its right to terminate the Tax Receivable Agreement, (ii) PBF Energy breaches any of its material obligations under the Tax Receivable Agreement or (iii) certain changes of control occur, in which case all obligations under the Tax Receivable Agreement will generally be accelerated and due as calculated under certain assumptions. The payment obligations under the Tax Receivable Agreement are obligations of PBF Energy and not of PBF LLC, PBF Holding or PBFX. In general, PBF Energy expects to obtain funding for these annual payments from PBF LLC, primarily through tax distributions, which PBF LLC makes on a pro-rata basis to its owners. Such owners include PBF Energy, which holds a 99.2% interest in PBF LLC as of September 30, 2021 (99.2% as of December 31, 2020). PBF LLC generally obtains funding to pay its tax distributions by causing PBF Holding to distribute cash to PBF LLC and from distributions it receives from PBFX. The Company did not record a Tax Receivable Agreement liability as of September 30, 2021 or December 31, 2020, reflecting the estimate of the undiscounted amounts that PBF Energy expects to pay under the agreement, net of the impact of a deferred tax asset valuation allowance recognized in accordance with FASB Accounting Standards Codification (“ASC”) 740, Income Taxes . As future taxable income is recognized, increases in our Tax Receivable Agreement liability may be necessary in conjunction with the remeasurement of deferred tax assets. Refer to “Note 15 - Income Taxes” for more details. |
LEASES
LEASES | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
LEASES | LEASES The Company leases office space, office equipment, refinery support facilities and equipment, railcars and other logistics assets primarily under non-cancelable operating leases, with terms typically ranging from one The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of a finance or operating lease. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of the Company’s leases do not provide a readily determinable implicit rate. Therefore, the Company must discount lease payments based on an estimate of its incremental borrowing rate. For substantially all classes of underlying assets, the Company has elected the practical expedient not to separate lease and non-lease components, which allows for combining the components if certain criteria are met. For certain leases of refinery support facilities the Company accounts for the non-lease service component separately. There are no material residual value guarantees associated with any of the Company’s leases. There are no significant restrictions or covenants included in the Company’s lease agreements other than those that are customary in such arrangements. Certain of the Company’s leases, primarily for the Company’s commercial and logistics asset classes, include provisions for variable payments. These variable payments are typically determined based on a measure of throughput or actual days the asset has operated during the contract term or another measure of usage and are not included in the initial measurement of lease liabilities and right of use assets. Lease Position as of September 30, 2021 and December 31, 2020 The table below provides the lease related assets and liabilities recorded on the Company’s Condensed Consolidated Balance Sheets for the periods presented: (in millions) Classification on the Balance Sheet September 30, 2021 December 31, 2020 Assets Operating lease assets Lease right of use assets $ 651.4 $ 836.5 Finance lease assets Lease right of use assets 68.7 80.4 Total lease right of use assets $ 720.1 $ 916.9 Liabilities Current liabilities: Operating lease liabilities Current operating lease liabilities $ 64.4 $ 78.4 Finance lease liabilities Accrued expenses 10.6 14.4 Noncurrent liabilities: Operating lease liabilities Long-term operating lease liabilities 585.7 756.0 Finance lease liabilities Long-term financing lease liabilities 61.4 68.3 Total lease liabilities $ 722.1 $ 917.1 Lease Costs The table below provides certain information related to costs for the Company’s leases for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, Lease Costs (in millions) 2021 2020 2021 2020 Components of total lease costs: Finance lease costs Amortization of lease right of use assets $ 3.9 $ 3.7 $ 11.7 $ 10.2 Interest on lease liabilities 1.0 1.1 3.2 3.1 Operating lease costs 42.0 47.1 128.8 117.4 Short-term lease costs 15.5 23.1 44.0 71.7 Variable lease costs 2.7 2.7 7.5 9.6 Total lease costs $ 65.1 $ 77.7 $ 195.2 $ 212.0 Other Information The table below provides supplemental cash flow information related to leases for the periods presented (in millions): Nine Months Ended September 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 128.1 $ 118.3 Operating cash flows for finance leases 3.2 3.1 Financing cash flows for finance leases 10.7 8.9 Supplemental non-cash changes to lease liabilities from obtaining or remeasuring right of use assets $ (126.5) $ 690.7 Lease Term and Discount Rate The table below presents certain information related to the weighted average remaining lease term and weighted average discount rate for the Company’s leases as of September 30, 2021: Weighted average remaining lease term - operating leases 13.4 years Weighted average remaining lease term - finance leases 6.7 years Weighted average discount rate - operating leases 15.5 % Weighted average discount rate - finance leases 5.6 % Undiscounted Cash Flows The table below reconciles the fixed component of the undiscounted cash flows for each of the periods presented to the lease liabilities recorded on the Condensed Consolidated Balance Sheets as of September 30, 2021: Amounts due within twelve months of September 30, (in millions) Finance Leases Operating Leases 2021 $ 14.3 $ 154.2 2022 12.8 133.6 2023 12.8 114.9 2024 11.8 108.6 2025 11.1 97.4 Thereafter 23.4 876.5 Total minimum lease payments 86.2 1,485.2 Less: effect of discounting 14.2 835.1 Present value of future minimum lease payments 72.0 650.1 Less: current obligations under leases 10.6 64.4 Long-term lease obligations $ 61.4 $ 585.7 |
EQUITY
EQUITY | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interest [Abstract] | |
EQUITY | EQUITY Noncontrolling Interest in PBF LLC PBF Energy is the sole managing member of, and has a controlling interest in, PBF LLC. As the sole managing member of PBF LLC, PBF Energy operates and controls all of the business and affairs of PBF LLC and its subsidiaries. PBF Energy’s equity interest in PBF LLC was approximately 99.2% as of both September 30, 2021 and December 31, 2020. PBF Energy consolidates the financial results of PBF LLC and its subsidiaries, and records a noncontrolling interest for the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the Condensed Consolidated Statements of Operations includes the portion of net income or loss attributable to the economic interest in PBF Energy held by the members of PBF LLC other than PBF Energy. Noncontrolling interest on the Condensed Consolidated Balance Sheets reflects the portion of net assets of PBF Energy attributable to the members of PBF LLC other than PBF Energy. The noncontrolling interest ownership percentages in PBF LLC as of December 31, 2020 and September 30, 2021 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2020 970,647 120,101,641 121,072,288 0.8% 99.2% 100.0% September 30, 2021 994,192 120,245,509 121,239,701 0.8% 99.2% 100.0% —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. Noncontrolling Interest in PBFX PBF LLC held a 47.9% limited partner interest in PBFX with the remaining 52.1% limited partner interest owned by the public common unitholders as of September 30, 2021. PBF LLC is also the sole member of PBF GP, the general partner of PBFX. PBF Energy, through its ownership of PBF LLC, consolidates the financial results of PBFX, and records a noncontrolling interest for the economic interest in PBFX held by the public common unitholders. Noncontrolling interest on the Condensed Consolidated Statements of Operations includes the portion of net income or loss attributable to the economic interest in PBFX held by the public common unitholders of PBFX other than PBF Energy (through its ownership in PBF LLC). Noncontrolling interest on the Condensed Consolidated Balance Sheets includes the portion of net assets of PBFX attributable to the public common unitholders of PBFX. The noncontrolling interest ownership percentages in PBFX as of December 31, 2020 and September 30, 2021 are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC Total December 31, 2020 32,411,207 29,953,631 62,364,838 52.0% 48.0% 100.0% September 30, 2021 32,563,506 29,953,631 62,517,137 52.1% 47.9% 100.0% Noncontrolling Interest in PBF Holding In connection with the acquisition of the Chalmette refinery, PBF Holding records noncontrolling interests in two subsidiaries of Chalmette Refining. PBF Holding, through Chalmette Refining, owns an 80% ownership interest in both Collins Pipeline Company and T&M Terminal Company. In the three and nine months ended September 30, 2021 the Company recorded noncontrolling interest in the (losses) earnings of these subsidiaries of $(0.1) million and $2.3 million, respectively. In the three and nine months ended September 30, 2020 the Company recorded noncontrolling interest in the earnings of these subsidiaries of less than $0.1 million. Changes in Equity and Noncontrolling Interests The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the nine months ended September 30, 2021 and 2020, respectively: PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2021 $ 1,642.8 $ 93.4 $ 10.6 $ 455.5 $ 2,202.3 Comprehensive income 65.8 0.7 2.3 57.7 126.5 Dividends and distributions — — (0.7) (30.0) (30.7) Stock-based compensation 18.3 — — 4.6 22.9 Transactions in connection with stock-based compensation plans (0.8) — — (1.0) (1.8) Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock 0.2 (0.2) — — — Other 2.9 — — — 2.9 Balance at September 30, 2021 $ 1,729.2 $ 93.9 $ 12.2 $ 486.8 $ 2,322.1 PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2020 $ 3,039.6 $ 113.2 $ 10.9 $ 421.8 $ 3,585.5 Comprehensive income (loss) (1,096.2) (13.6) (0.1) 60.4 (1,049.5) Dividends and distributions (35.9) (0.4) — (36.9) (73.2) Stock-based compensation 21.4 — — 3.2 24.6 Transactions in connection with stock-based compensation plans (0.7) — — — (0.7) Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock 2.3 (2.3) — — — Other 4.9 — — (0.8) 4.1 Balance at September 30, 2020 $ 1,935.4 $ 96.9 $ 10.8 $ 447.7 $ 2,490.8 The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the nine months ended September 30, 2021 and 2020, respectively: PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2021 $ 1,374.0 $ 10.6 $ 455.5 $ 1,840.1 Comprehensive income 93.6 2.3 57.7 153.6 Dividends and distributions — (0.7) (30.0) (30.7) Stock-based compensation 18.3 — 4.6 22.9 Transactions in connection with stock-based compensation plans (0.4) — (1.0) (1.4) Balance at September 30, 2021 $ 1,485.5 $ 12.2 $ 486.8 $ 1,984.5 PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2020 $ 3,176.4 $ 10.9 $ 421.8 $ 3,609.1 Comprehensive income (loss) (1,363.3) (0.1) 60.4 (1,303.0) Dividends and distributions (36.3) — (36.9) (73.2) Stock-based compensation 21.4 — 3.2 24.6 Transactions in connection with stock-based compensation plans (0.9) — — (0.9) Other — — (0.8) (0.8) Balance at September 30, 2020 $ 1,797.3 $ 10.8 $ 447.7 $ 2,255.8 |
DIVIDENDS AND DISTRIBUTIONS
DIVIDENDS AND DISTRIBUTIONS | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
DIVIDENDS AND DISTRIBUTIONS | DIVIDENDS AND DISTRIBUTIONS On March 30, 2020, PBF Energy announced that it had suspended its quarterly dividend of $0.30 per share on its Class A common stock as part of its strategic plan to respond to the impact of the COVID-19 outbreak. As a result, there were no dividends or distributions for the three or nine months ended September 30, 2021. With respect to distributions paid during the nine months ended September 30, 2021, PBFX paid a distribution on outstanding common units of $0.30 per unit on March 17, 2021, $0.30 per unit on May 27, 2021 and $0.30 on August 26, 2021, of which $27.0 million was distributed to PBF LLC and the balance was distributed to its public unitholders. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Sep. 30, 2021 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Effective February 1, 2020, the Company amended the PBF Energy Pension Plan to, among other things, incorporate into the plan all employees who became employed at the Company’s Martinez, California location on February 1, 2020, in connection with the Martinez Acquisition. The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: (in millions) Three Months Ended September 30, Nine Months Ended September 30, Pension Benefits 2021 2020 2021 2020 Components of net periodic benefit cost: Service cost $ 14.4 $ 15.0 $ 43.1 $ 43.9 Interest cost 1.3 1.8 4.0 5.3 Expected return on plan assets (3.6) (3.2) (10.7) (9.4) Amortization of prior service cost and actuarial loss 0.1 0.1 0.1 0.2 Net periodic benefit cost $ 12.2 $ 13.7 $ 36.5 $ 40.0 (in millions) Three Months Ended September 30, Nine Months Ended September 30, Post-Retirement Medical Plan 2021 2020 2021 2020 Components of net periodic benefit cost: Service cost $ 0.3 $ 0.3 $ 0.8 $ 0.8 Interest cost 0.1 0.1 0.2 0.3 Amortization of prior service cost and actuarial loss 0.1 0.1 0.5 0.4 Net periodic benefit cost $ 0.5 $ 0.5 $ 1.5 $ 1.5 |
REVENUES
REVENUES | 9 Months Ended |
Sep. 30, 2021 | |
REVENUE [Abstract] | |
REVENUES | REVENUES In accordance with FASB ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), revenue is recognized when control of the promised goods or services is transferred to the Company’s customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. As described in “Note 18 - Segment Information”, the Company’s business consists of the Refining segment and Logistics segment. The following table provides information relating to the Company’s revenues for each product or group of similar products or services by segment for the periods presented. Three Months Ended September 30, (in millions) 2021 2020 Refining Segment: Gasoline and distillates $ 6,143.4 $ 3,121.8 Feedstocks and other 380.3 196.4 Asphalt and blackoils 329.2 206.5 Chemicals 240.7 81.7 Lubricants 79.7 42.8 Total 7,173.3 3,649.2 Logistics Segment: Logistics 88.9 89.0 Total revenues prior to eliminations 7,262.2 3,738.2 Elimination of intercompany revenues (75.5) (70.7) Total Revenues $ 7,186.7 $ 3,667.5 Nine Months Ended September 30, (in millions) 2021 2020 Refining Segment: Gasoline and distillates $ 16,364.1 $ 9,728.1 Feedstocks and other 883.2 723.0 Asphalt and blackoils 843.0 577.6 Chemicals 665.8 240.0 Lubricants 213.6 139.6 Total 18,969.7 11,408.3 Logistics Segment: Logistics 266.2 271.2 Total revenues prior to eliminations 19,235.9 11,679.5 Elimination of intercompany revenues (226.5) (218.7) Total Revenues $ 19,009.4 $ 11,460.8 The majority of the Company’s revenues are generated from the sale of refined petroleum products reported in the Refining segment. These revenues are largely based on the current spot (market) prices of the products sold, which represent consideration specifically allocable to the products being sold on a given day, and the Company recognizes those revenues upon delivery and transfer of title to the products to our customers. The time at which delivery and transfer of title occurs is the point when the Company’s control of the products is transferred to the Company’s customers and when its performance obligation to its customers is fulfilled. Delivery and transfer of title are specifically agreed to between the Company and customers within the contracts. The Refining segment also has contracts which contain fixed pricing, tiered pricing, minimum volume features with makeup periods, or other factors that have not materially been affected by ASC 606 . The Company’s Logistics segment revenues are generated by charging fees for crude oil and refined products terminaling, storage and pipeline services based on the greater of contractual minimum volume commitments, as applicable, or the delivery of actual volumes based on contractual rates applied to throughput or storage volumes. A majority of the Company’s logistics revenues are generated by intercompany transactions and are eliminated in consolidation. Deferred Revenue The Company records deferred revenue when cash payments are received or are due in advance of performance, including amounts which are refundable. Deferred revenue was $42.3 million and $47.2 million as of September 30, 2021 and December 31, 2020, respectively. Fluctuations in the deferred revenue balance are primarily driven by the timing and extent of cash payments received or due in advance of satisfying the Company’s performance obligations. The Company’s payment terms vary by type and location of customers and the products offered. The period between invoicing and when payment is due is not significant (i.e. generally within two months). For certain products or services and customer types, the Company requires payment before the products or services are delivered to the customer. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES PBF Energy is required to file federal and applicable state corporate income tax returns and recognize income taxes on its pre-tax income (loss), which to-date has consisted primarily of its share of PBF LLC’s pre-tax income (loss) (approximately 99.2% as of both September 30, 2021 and December 31, 2020). PBF LLC is organized as a limited liability company and PBFX is an MLP, both of which are treated as “flow-through” entities for federal income tax purposes and therefore are not subject to income taxes apart from the income tax attributable to the two subsidiaries acquired in connection with the acquisition of Chalmette Refining and PBF Holding’s wholly-owned Canadian subsidiary, PBF Energy Limited, that are treated as C-Corporations for income tax purposes, with the tax provision calculated based on the effective tax rate for the periods presented. Valuation Allowance Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of existing deferred tax assets. Negative evidence evaluated as part of this assessment includes cumulative losses incurred over a three-year period. Such objective evidence could limit PBF Energy’s ability to consider other subjective evidence, such as PBF Energy’s projections for future taxable income as market conditions, commodity prices and demand for refined petroleum products normalize. On the basis of this evaluation, a valuation allowance was recorded to recognize only the portion of deferred tax assets that are more likely than not to be realized. The amount of the deferred tax assets considered realizable, however, could be adjusted if estimates of future taxable income during the carryforward period are reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as PBF Energy’s projections for future taxable income. The reported income tax provision in the PBF Energy Condensed Consolidated Statements of Operations consists of the following: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2021 2020 2021 2020 Current income tax expense $ 8.3 $ — $ 7.9 $ 0.4 Deferred income tax expense (benefit) 12.0 235.6 8.5 (1.1) Total income tax expense (benefit) $ 20.3 $ 235.6 $ 16.4 $ (0.7) The income tax provision is based on earnings (losses) before taxes attributable to PBF Energy and excludes earnings before taxes attributable to noncontrolling interests as such interests are generally not subject to income taxes except as noted above. PBF Energy’s effective income tax rate for the three and nine months ended September 30, 2021, was 25.6% and 20.0%, respectively. PBF Energy’s effective income tax rate for the three and nine months ended September 30, 2020, was (129.7)% and 0.1%, respectively. PBF Energy’s effective income tax rate for the three and nine months ended September 30, 2021, including the impact of income attributable to noncontrolling interests of $19.6 million and $60.7 million, respectively, was 20.5% and 11.5%, respectively. PBF Energy’s effective income tax rate for the three and nine months ended September 30, 2020, including the impact of income attributable to noncontrolling interests of $19.4 million and $46.7 million, respectively, was (145.3)% and 0.1%, respectively. For the three and nine months ended September 30, 2021, the difference between the United States statutory rate and PBF Energy’s effective tax rate was primarily attributable to the changes in the deferred tax asset valuation allowance noted above. The reported income tax provision in the PBF LLC Condensed Consolidated Statements of Operations consists of the following: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2021 2020 2021 2020 Current income tax benefit $ (0.2) $ — $ (1.3) $ — Deferred income tax (benefit) expense (1.8) (1.2) (15.6) 8.6 Total income tax (benefit) expense $ (2.0) $ (1.2) $ (16.9) $ 8.6 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE MEASUREMENTS | FAIR VALUE MEASUREMENTS The tables below present information about the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of September 30, 2021 and December 31, 2020. The Company has elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. The Company has posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. The Company has no derivative contracts that are subject to master netting arrangements that are reflected gross on the Condensed Consolidated Balance Sheets. As of September 30, 2021 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 362.4 $ — $ — $ 362.4 N/A $ 362.4 Commodity contracts 46.5 1.2 — 47.7 (47.7) — Liabilities: Commodity contracts 88.1 — — 88.1 (47.7) 40.4 Catalyst obligations — 70.4 — 70.4 — 70.4 Renewable energy credit and emissions obligations — 1,308.8 — 1,308.8 — 1,308.8 Contingent consideration obligations — — 26.2 26.2 — 26.2 Derivatives included with inventory intermediation agreement obligations — (34.7) — (34.7) — (34.7) As of December 31, 2020 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 411.6 $ — $ — $ 411.6 N/A $ 411.6 Commodity contracts 2.5 3.5 — 6.0 (6.0) — Derivatives included with inventory intermediation agreement obligations — 11.3 — 11.3 — 11.3 Liabilities: Commodity contracts 2.3 6.7 — 9.0 (6.0) 3.0 Catalyst obligations — 102.5 — 102.5 — 102.5 Renewable energy credit and emissions obligations — 528.1 — 528.1 — 528.1 Contingent consideration obligations — — 12.1 12.1 — 12.1 The valuation methods used to measure financial instruments at fair value are as follows: • Money market funds categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted market prices and included within Cash and cash equivalents. • The commodity contracts categorized in Level 1 of the fair value hierarchy are measured at fair value based on quoted prices in an active market. The commodity contracts categorized in Level 2 of the fair value hierarchy are measured at fair value using a market approach based upon future commodity prices for similar instruments quoted in active markets. • The derivatives included with inventory intermediation agreement obligations and the catalyst obligations are categorized in Level 2 of the fair value hierarchy and are measured at fair value using a market approach based upon commodity prices for similar instruments quoted in active markets. • Renewable energy credit and emissions obligations primarily represent our liability for the purchase of (i) biofuel credits (primarily RINs in the U.S.) needed to satisfy our obligation to blend biofuels into the products we produce and (ii) emission credits under the AB 32 and similar programs (collectively, the cap-and-trade systems). To the degree we are unable to blend biofuels (such as ethanol and biodiesel) at percentages required under the biofuel programs, we must purchase biofuel credits to comply with these programs. Under the cap-and-trade systems, we must purchase emission credits to comply with these systems. The liability for environmental credits is based on our deficit for such credits as of the balance sheet date, if any, after considering any credits acquired or under contract, and is equal to the product of the credits deficit and the market price of these credits as of the balance sheet date. The environmental credit obligations are categorized in Level 2 of the fair value hierarchy and are measured at fair value using a market approach based on quoted prices from an independent pricing service. • When applicable, commodity contracts categorized in Level 3 of the fair value hierarchy consist of commodity price swap contracts that relate to forecasted purchases of crude oil for which quoted forward market prices are not readily available due to market illiquidity. The forward prices used to value these swaps are derived using broker quotes, prices from other third-party sources and other available market based data. • The contingent consideration obligations at September 30, 2021 and December 31, 2020 are categorized in Level 3 of the fair value hierarchy and are estimated using discounted cash flow models based on management’s estimate of the future cash flows related to the earn-out periods. Non-qualified pension plan assets are measured at fair value using a market approach based on published net asset values of mutual funds as a practical expedient. As of September 30, 2021 and December 31, 2020, $20.9 million and $21.2 million, respectively, were included within Deferred charges and other assets, net for these non-qualified pension plan assets. The table below summarizes the changes in fair value measurements categorized in Level 3 of the fair value hierarchy, which primarily includes the change in estimated future earnings related to both the Martinez Contingent Consideration and the PBFX Contingent Consideration: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2021 2020 2021 2020 Balance at beginning of period $ 26.1 $ 40.3 $ 12.1 $ 26.1 Additions — — — 77.3 Accretion on discounted liabilities — 1.0 — 3.8 Settlements — 0.3 (12.1) 0.7 Unrealized loss (gain) included in earnings 0.1 (29.1) 26.2 (95.4) Balance at end of period $ 26.2 $ 12.5 $ 26.2 $ 12.5 There were no transfers between levels during the three and nine months ended September 30, 2021 or the three and nine months ended September 30, 2020. Fair value of debt The table below summarizes the carrying value and fair value of debt as of September 30, 2021 and December 31, 2020. September 30, 2021 December 31, 2020 (in millions) Carrying value Fair Carrying value Fair 2025 Senior Secured Notes (a) $ 1,250.0 $ 1,119.5 $ 1,250.0 $ 1,232.9 2028 Senior Notes (a) 882.3 559.6 1,000.0 562.5 2025 Senior Notes (a) 690.0 453.6 725.0 475.3 PBFX 2023 Senior Notes (a) 525.0 511.4 525.0 503.0 Revolving Credit Facility (b) 900.0 900.0 900.0 900.0 PBFX Revolving Credit Facility (b) 125.0 125.0 200.0 200.0 PBF Rail Term Loan (b) 1.9 1.9 7.4 7.4 Catalyst financing arrangements (c) 70.4 70.4 102.5 102.5 4,444.6 3,741.4 4,709.9 3,983.6 Less - Current debt (89.1) (89.1) (7.4) (7.4) Unamortized premium 1.6 n/a 2.2 n/a Less - Unamortized deferred financing costs (39.1) n/a (51.1) n/a Long-term debt $ 4,318.0 $ 3,652.3 $ 4,653.6 $ 3,976.2 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes. (b) The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. |
DERIVATIVES
DERIVATIVES | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES | DERIVATIVES The Company uses derivative instruments to mitigate certain exposures to commodity price risk. The Company entered into the Inventory Intermediation Agreements that contain purchase obligations for certain volumes of crude oil, intermediates and refined products. The purchase obligations related to crude oil, intermediates and refined products under these agreements are derivative instruments that have been designated as fair value hedges in order to hedge the commodity price volatility of certain refinery inventory. The fair value of these purchase obligation derivatives is based on market prices of the underlying crude oil, intermediates and refined products. The level of activity for these derivatives is based on the level of operating inventories. As of September 30, 2021 and December 31, 2020, there were no barrels of crude oil and feedstocks outstanding under these derivative instruments designated as fair value hedges. As of September 30, 2021, there were 2,679,289 barrels of intermediates and refined products (2,604,736 barrels at December 31, 2020) outstanding under these derivative instruments designated as fair value hedges. These volumes represent the notional value of the contract. The Company also enters into economic hedges primarily consisting of commodity derivative contracts that are not designated as hedges and are used to manage price volatility in certain crude oil and feedstock inventories as well as crude oil, feedstock, and refined product sales or purchases. The objective in entering into economic hedges is consistent with the objectives discussed above for fair value hedges. As of September 30, 2021, there were 18,057,000 barrels of crude oil and 5,033,400 barrels of refined products (7,183,000 and 2,810,000, respectively, as of December 31, 2020), outstanding under short and long term commodity derivative contracts not designated as hedges representing the notional value of the contracts. The Company also uses derivative instruments to mitigate the risk associated with the price of credits needed to comply with various governmental and regulatory environmental compliance programs. For such contracts that represent derivatives, the Company elects the normal purchase normal sale exception under ASC 815, Derivatives and Hedging , and therefore does not record them at fair value. The following tables provide information regarding the fair values of derivative instruments as of September 30, 2021 and December 31, 2020, and the line items in the Condensed Consolidated Balance Sheets in which fair values are reflected. Description Balance Sheet Location Fair Value (in millions) Derivatives designated as hedging instruments: September 30, 2021: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ (34.7) December 31, 2020: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 11.3 Derivatives not designated as hedging instruments: September 30, 2021: Commodity contracts Accounts receivable $ (40.4) December 31, 2020: Commodity contracts Accounts receivable $ (3.0) The following table provides information regarding gains or losses recognized in income on derivative instruments and the line items in the Condensed Consolidated Statements of Operations in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) (in millions) Derivatives designated as hedging instruments: For the three months ended September 30, 2021: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (3.8) For the three months ended September 30, 2020: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (6.6) For the nine months ended September 30, 2021: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (46.0) For the nine months ended September 30, 2020: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ 19.1 Derivatives not designated as hedging instruments: For the three months ended September 30, 2021: Commodity contracts Cost of products and other $ (33.2) For the three months ended September 30, 2020: Commodity contracts Cost of products and other $ (9.1) For the nine months ended September 30, 2021: Commodity contracts Cost of products and other $ (67.7) For the nine months ended September 30, 2020: Commodity contracts Cost of products and other $ 55.9 Hedged items designated in fair value hedges: For the three months ended September 30, 2021: Crude oil, intermediate and refined product inventory Cost of products and other $ 3.8 For the three months ended September 30, 2020: Crude oil, intermediate and refined product inventory Cost of products and other $ 6.6 For the nine months ended September 30, 2021: Crude oil, intermediate and refined product inventory Cost of products and other $ 46.0 For the nine months ended September 30, 2020: Crude oil, intermediate and refined product inventory Cost of products and other $ (19.1) The Company had no ineffectiveness related to fair value hedges for the three and nine months ended September 30, 2021 or the three and nine months ended September 30, 2020. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | SEGMENT INFORMATION The Company’s operations are organized into two reportable segments, Refining and Logistics. Operations that are not included in the Refining or Logistics segments are included in Corporate. Intersegment transactions are eliminated in the Condensed Consolidated Financial Statements and are included in the Eliminations column below. Refining The Company’s Refining segment includes the operations of its six refineries, including certain related logistics assets that are not owned by PBFX. The Company’s refineries are located in Delaware City, Delaware, Paulsboro, New Jersey, Toledo, Ohio, Chalmette, Louisiana, Torrance, California and Martinez, California. The refineries produce unbranded transportation fuels, heating oil, petrochemical feedstocks, lubricants and other petroleum products in the United States. The Company purchases crude oil, other feedstocks and blending components from various third-party suppliers. The Company sells products throughout the Northeast, Midwest, Gulf Coast and West Coast of the United States, as well as in other regions of the United States, Canada and Mexico, and is able to ship products to other international destinations. Logistics The Company’s Logistics segment is comprised of PBFX, a publicly-traded MLP, formed to own or lease, operate, develop and acquire crude oil and refined petroleum products terminals, pipelines, storage facilities and similar logistics assets. PBFX’s assets primarily consist of rail and truck terminals and unloading racks, tank farms and pipelines that were acquired from or contributed by PBF LLC and are located at, or nearby, the Company’s refineries. PBFX provides various rail, truck and marine terminaling services, pipeline transportation services and storage services to PBF Holding and/or its subsidiaries and third-party customers through fee-based commercial agreements. PBFX currently does not generate significant third-party revenues and intersegment related-party revenues are eliminated in consolidation. From a PBF Energy and PBF LLC perspective, the Company’s chief operating decision maker evaluates the Logistics segment as a whole without regard to any of PBFX’s individual operating segments. The Company evaluates the performance of its segments based primarily on income from operations. Income from operations includes those revenues and expenses that are directly attributable to management of the respective segment. The Logistics segment’s revenues include intersegment transactions with the Company’s Refining segment at prices the Company believes are substantially equivalent to the prices that could have been negotiated with unaffiliated parties with respect to similar services. Activities of the Company’s business that are not included in the two operating segments are included in Corporate. Such activities consist primarily of corporate staff operations and other items that are not specific to the normal operations of the two operating segments. The Company does not allocate non-operating income and expense items, including income taxes, to the individual segments. The Refining segment’s operating subsidiaries and PBFX are primarily pass-through entities with respect to income taxes. Total assets of each segment consist of property, plant and equipment, inventories, cash and cash equivalents, accounts receivable and other assets directly associated with the segment’s operations. Corporate assets consist primarily of non-operating property, plant and equipment and other assets not directly related to the Company’s refinery or logistics operations. Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three and nine months ended September 30, 2021 and September 30, 2020 are presented below. In connection with certain contributions by PBF LLC to PBFX, the accompanying segment information is retrospectively adjusted to include the historical results of those assets in the Logistics segment for all periods presented prior to such contributions, as applicable. Three Months Ended September 30, 2021 PBF Energy - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 7,173.3 $ 88.9 $ — $ (75.5) $ 7,186.7 Depreciation and amortization expense 103.0 9.8 3.4 — 116.2 Income (loss) from operations 116.7 47.1 (62.9) — 100.9 Interest expense, net 3.7 10.4 67.9 — 82.0 Capital expenditures 83.1 3.4 1.1 — 87.6 Three Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 3,649.2 $ 89.0 $ — $ (70.7) $ 3,667.5 Depreciation and amortization expense 115.9 14.4 2.7 — 133.0 Income (loss) from operations (367.0) 55.6 (31.3) — (342.7) Interest expense, net (0.8) 11.5 59.7 — 70.4 Capital expenditures 53.0 1.7 2.0 — 56.7 Nine Months Ended September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 18,969.7 $ 266.2 $ — $ (226.5) $ 19,009.4 Depreciation and amortization expense 310.0 28.5 10.1 — 348.6 Income (loss) from operations 349.4 142.8 (186.1) — 306.1 Interest expense, net 7.2 31.8 204.1 — 243.1 Capital expenditures 216.4 6.9 3.9 — 227.2 Nine Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 11,408.3 $ 271.2 $ — $ (218.7) $ 11,460.8 Depreciation and amortization expense 332.4 36.9 8.4 — 377.7 Income (loss) from operations (1,138.8) 153.4 (103.3) — (1,088.7) Interest expense, net 0.7 37.0 147.4 — 185.1 Capital expenditures (1) 1,500.9 9.6 9.2 — 1,519.7 Balance at September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 10,947.4 $ 910.6 $ 49.4 $ (63.2) $ 11,844.2 Balance at December 31, 2020 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 9,565.0 $ 933.6 $ 54.4 $ (53.2) $ 10,499.8 Three Months Ended September 30, 2021 PBF LLC - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 7,173.3 $ 88.9 $ — $ (75.5) $ 7,186.7 Depreciation and amortization expense 103.0 9.8 3.4 — 116.2 Income (loss) from operations 116.7 47.1 (62.5) — 101.3 Interest expense, net 3.7 10.4 70.7 — 84.8 Capital expenditures 83.1 3.4 1.1 — 87.6 Three Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 3,649.2 $ 89.0 $ — $ (70.7) $ 3,667.5 Depreciation and amortization expense 115.9 14.4 2.7 — 133.0 Income (loss) from operations (367.0) 55.6 (31.1) — (342.5) Interest expense, net (0.8) 11.5 62.3 — 73.0 Capital expenditures 53.0 1.7 2.0 — 56.7 Nine Months Ended September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 18,969.7 $ 266.2 $ — $ (226.5) $ 19,009.4 Depreciation and amortization expense 310.0 28.5 10.1 — 348.6 Income (loss) from operations 349.4 142.8 (184.5) — 307.7 Interest expense, net 7.2 31.8 211.9 — 250.9 Capital expenditures 216.4 6.9 3.9 — 227.2 Nine Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 11,408.3 $ 271.2 $ — $ (218.7) $ 11,460.8 Depreciation and amortization expense 332.4 36.9 8.4 — 377.7 Income (loss) from operations (1,138.8) 153.4 (102.8) — (1,088.2) Interest expense, net 0.7 37.0 155.1 — 192.8 Capital expenditures (1) 1,500.9 9.6 9.2 — 1,519.7 Balance at September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 10,947.4 $ 910.6 $ 47.7 $ (63.2) $ 11,842.5 Balance at December 31, 2020 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 9,565.0 $ 933.6 $ 52.3 $ (53.2) $ 10,497.7 _____________________________ (1) The Refining segment includes capital expenditures of $1,176.2 million for the acquisition of the Martinez refinery in the first quarter of 2020. |
NET INCOME (LOSS) PER SHARE OF
NET INCOME (LOSS) PER SHARE OF PBF ENERGY | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE OF PBF ENERGY | NET INCOME (LOSS) PER SHARE OF PBF ENERGY The Company grants certain equity-based compensation awards to employees and non-employee directors that are considered to be participating securities. Due to the presence of participating securities, the Company has calculated net income (loss) per share of PBF Energy Class A common stock using the two-class method. The following table sets forth the computation of basic and diluted net income (loss) per share of PBF Energy Class A common stock attributable to PBF Energy for the periods presented: (in millions, except share and per share amounts) Three Months Ended September 30, Nine Months Ended September 30, Basic Earnings Per Share: 2021 2020 2021 2020 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ 59.1 $ (417.2) $ 65.7 $ (1,094.0) Less: Income allocated to participating securities — — — 0.1 Income (loss) available to PBF Energy Inc. stockholders - basic $ 59.1 $ (417.2) $ 65.7 $ (1,094.1) Denominator for basic net income (loss) per Class A common share - weighted average shares 120,268,046 119,684,030 120,230,369 119,561,388 Basic net income (loss) attributable to PBF Energy per Class A common share $ 0.49 $ (3.49) $ 0.55 $ (9.15) Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ 59.1 $ (417.2) $ 65.7 $ (1,094.1) Plus: Net income (loss) attributable to noncontrolling interest (1) 0.7 — 0.7 (13.6) Less: Income tax (expense) benefit on net income (loss) attributable to noncontrolling interest (1) (0.2) — (0.2) 3.6 Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ 59.6 $ (417.2) $ 66.2 $ (1,104.1) Denominator: (1) Denominator for basic net income (loss) per PBF Energy Class A common share-weighted average shares 120,268,046 119,684,030 120,230,369 119,561,388 Effect of dilutive securities: (2) Conversion of PBF LLC Series A Units 994,192 — 989,314 1,066,849 Common stock equivalents 91,851 — 387,524 — Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares 121,354,089 119,684,030 121,607,207 120,628,237 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per PBF Energy Class A common share $ 0.49 $ (3.49) $ 0.54 $ (9.15) ___________________________________________ |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 20. SUBSEQUENT EVENTS PBFX Distributions On October 28, 2021, the Board of Directors of PBF GP announced a distribution of $0.30 per unit on outstanding common units of PBFX. The distribution is payable on November 30, 2021 to PBFX unitholders of record at the close of business on November 12, 2021. Inventory Intermediation Agreement On October 25, 2021, PBF Holding and its subsidiaries, DCR, PRC and Chalmette Refining (collectively, the “PBF Entities”), entered into a third amended and restated inventory intermediation agreement (the “Third Inventory Intermediation Agreement”) with J. Aron, pursuant to which the terms of the existing Inventory Intermediation Agreements were amended and restated in their entirely, including, among other things, pricing and an extension of terms. The Third Inventory Intermediation Agreement extends the term to December 31, 2024, which term may be further extended by mutual consent of the parties to December 31, 2025. Pursuant to the Third Inventory Intermediation Agreement, J. Aron will continue to purchase and hold title to the J. Aron Products purchased or produced by the Paulsboro and Delaware City refineries (and, at the election of the PBF Entities, the Chalmette refinery) (the "Refineries") and delivered into storage tanks at the Refineries (the "Storage Tanks"). Furthermore, J. Aron agrees to sell the J. Aron Products back to PRC and DCR (and, at the election of the PBF Entities, Chalmette Refining) as the J. Aron Products are discharged out of the Storage Tanks. J. Aron has the right to store the J. Aron Products purchased in tanks under the Third Inventory Intermediation Agreement and will retain these storage rights for the term of the agreements. The Company intends to utilize the crude oil and will market and sell the refined products independently to third parties. Extinguishment of Debt In October 2021, the Company repurchased an additional $76.3 million of outstanding 2028 Senior Notes and 2025 Senior Notes for cash consideration of approximately $55.9 million. These notes are reflected as Current debt on the Condensed Consolidated Balance Sheet and were repurchased using cash on hand at September 30, 2021. The related gain on extinguishment of approximately $20.0 million will be recognized in the fourth quarter of 2021 in the Condensed Consolidated Statement of Operations. |
DESCRIPTION OF THE BUSINESS A_2
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited condensed consolidated financial information furnished herein reflects all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, considered necessary for a fair presentation of the financial position and the results of operations and cash flows of the Company for the periods presented. All intercompany accounts and transactions have been eliminated in consolidation. These unaudited Condensed Consolidated Financial Statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. These interim Condensed Consolidated Financial Statements should be read in conjunction with the PBF Energy and PBF LLC financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2020. The results of operations for the three and nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the full year. |
Reclassification | ReclassificationAs of September 30, 2021, Transactions in connection with stock-based compensation plans, previously disclosed as either Exercise of warrants and options or Taxes paid for net settlement of equity-based compensation, in the Condensed Consolidated Statement of Changes in Equity, are now disclosed together within one line item in the Condensed Consolidated Statement of Changes in Equity. Certain of these amounts previously reported in the Company's Condensed Consolidated Financial Statements and the respective notes for prior periods have been reclassified to conform to the 2021 presentation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the effects of reference rate reform on financial reporting”. The amendments in this ASU 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 relationship and other transactions affected by the expected market transition from London Interbank Offered Rate and other interbank rates. The amendments in this ASU 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 the ASU. The Company does not expect that the adoption of this guidance will have a material impact on its Consolidated Financial Statements and related disclosures. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Business Combination, Consideration Transferred, Working Capital Adjustments [Table Text Block] | The total purchase consideration and the fair values of the assets and liabilities at the acquisition date were as follows: (in millions) Purchase Price Gross purchase price $ 960.0 Working capital, including post close adjustments 216.1 Contingent consideration (a) 77.3 Total consideration $ 1,253.4 ___________________ |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the final amounts recognized for assets acquired and liabilities assumed as of the acquisition date: (in millions) Fair Value Allocation Inventories $ 224.1 Prepaid and other current assets 5.4 Property, plant and equipment 987.9 Operating lease right of use assets (a) 7.8 Financing lease right of use assets (a) 63.5 Deferred charges and other assets, net 63.7 Accrued expenses (1.4) Current operating lease liabilities (1.9) Current financing lease liabilities (b) (6.0) Long-term operating lease liabilities (5.9) Long-term financing lease liabilities (57.5) Other long-term liabilities - Environmental obligation (26.3) Fair value of net assets acquired $ 1,253.4 ____________________________ (a) Operating and Financing lease right of use assets are recorded in Lease right of use assets within the Condensed Consolidated Balance Sheets. |
Business Acquisition, Pro Forma Information [Table Text Block] | Nine Months Ended September 30, 2020 (Unaudited, in millions) PBF Energy Pro-forma revenues $ 11,824.6 Pro-forma net loss attributable to PBF Energy Inc. stockholders (1,125.0) PBF LLC Pro-forma revenues $ 11,824.6 Pro-forma net loss attributable to PBF LLC (1,396.0) |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventories consisted of the following: September 30, 2021 (in millions) Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,277.7 $ — $ 1,277.7 Refined products and blendstocks 1,059.0 355.5 1,414.5 Warehouse stock and other 139.2 — 139.2 $ 2,475.9 $ 355.5 $ 2,831.4 Lower of cost or market adjustment — — — Total inventories $ 2,475.9 $ 355.5 $ 2,831.4 December 31, 2020 (in millions) Titled Inventory Inventory Intermediation Agreements Total Crude oil and feedstocks $ 1,018.9 $ — $ 1,018.9 Refined products and blendstocks 933.7 266.5 1,200.2 Warehouse stock and other 136.7 — 136.7 $ 2,089.3 $ 266.5 $ 2,355.8 Lower of cost or market adjustment (572.4) (97.2) (669.6) Total inventories $ 1,516.9 $ 169.3 $ 1,686.2 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Schedule of accrued expenses | Accrued expenses consisted of the following: PBF Energy (in millions) September 30, 2021 December 31, 2020 Inventory-related accruals $ 1,408.6 $ 695.0 Renewable energy credit and emissions obligations (a) 1,308.8 528.1 Inventory intermediation agreements (b) 290.9 225.8 Excise and sales tax payable 120.6 120.1 Accrued interest 79.2 46.1 Accrued transportation costs 77.7 72.1 Accrued utilities 62.8 58.6 Accrued salaries and benefits 48.6 42.2 Accrued refinery maintenance and support costs 47.1 35.7 Accrued capital expenditures 27.8 15.0 Environmental liabilities 12.9 11.8 Current finance lease liabilities 10.6 14.4 Customer deposits 4.1 4.0 Contingent consideration 2.5 12.1 Other 40.4 30.5 Total accrued expenses $ 3,542.6 $ 1,911.5 |
PBF LLC [Member] | |
Schedule of accrued expenses | PBF LLC (in millions) September 30, 2021 December 31, 2020 Inventory-related accruals $ 1,408.6 $ 695.0 Renewable energy credit and emissions obligations (a) 1,308.8 528.1 Inventory intermediation agreements (b) 290.9 225.8 Accrued interest 124.8 83.8 Excise and sales tax payable 120.6 120.1 Accrued transportation costs 77.7 72.1 Accrued utilities 62.8 58.6 Accrued salaries and benefits 48.6 42.2 Accrued refinery maintenance and support costs 47.1 35.7 Accrued capital expenditures 27.8 15.0 Environmental liabilities 12.9 11.8 Current finance lease liabilities 10.6 14.4 Customer deposits 4.1 4.0 Contingent consideration 2.5 12.1 Other 35.3 32.5 Total accrued expenses $ 3,583.1 $ 1,951.2 |
CREDIT FACILITIES AND DEBT (Tab
CREDIT FACILITIES AND DEBT (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Summary of long-term debt outstanding | Debt outstanding consists of the following: (in millions) September 30, 2021 December 31, 2020 2025 Senior Secured Notes $ 1,250.0 $ 1,250.0 2028 Senior Notes 882.3 1,000.0 2025 Senior Notes 690.0 725.0 PBFX 2023 Senior Notes 525.0 525.0 Revolving Credit Facility 900.0 900.0 PBFX Revolving Credit Facility 125.0 200.0 PBF Rail Term Loan 1.9 7.4 Catalyst financing arrangements 70.4 102.5 4,444.6 4,709.9 Less—Current debt (89.1) (7.4) Unamortized premium 1.6 2.2 Unamortized deferred financing costs (39.1) (51.1) Long-term debt $ 4,318.0 $ 4,653.6 Extinguishment of Debt During the three months ended September 30, 2021, the Company made a number of open market repurchases of its 2028 Senior Notes and its 7.25% senior unsecured notes due 2025 (the “2025 Senior Notes”) that resulted in the extinguishment of $117.7 million in principal of the 2028 Senior Notes and $35.0 million in principal of the 2025 Senior Notes. Total cash consideration paid to repurchase the principal amount outstanding of the 2028 Senior Notes and the 2025 Senior Notes, excluding accrued interest, totaled $90.9 million and the Company recognized a $60.3 million gain on the extinguishment of debt during the three and nine months ended September 30, 2021. |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Assets and Liabilities, Lessee [Table Text Block] | The table below provides the lease related assets and liabilities recorded on the Company’s Condensed Consolidated Balance Sheets for the periods presented: (in millions) Classification on the Balance Sheet September 30, 2021 December 31, 2020 Assets Operating lease assets Lease right of use assets $ 651.4 $ 836.5 Finance lease assets Lease right of use assets 68.7 80.4 Total lease right of use assets $ 720.1 $ 916.9 Liabilities Current liabilities: Operating lease liabilities Current operating lease liabilities $ 64.4 $ 78.4 Finance lease liabilities Accrued expenses 10.6 14.4 Noncurrent liabilities: Operating lease liabilities Long-term operating lease liabilities 585.7 756.0 Finance lease liabilities Long-term financing lease liabilities 61.4 68.3 Total lease liabilities $ 722.1 $ 917.1 |
Lease, Cost [Table Text Block] | The table below provides certain information related to costs for the Company’s leases for the periods presented: Three Months Ended September 30, Nine Months Ended September 30, Lease Costs (in millions) 2021 2020 2021 2020 Components of total lease costs: Finance lease costs Amortization of lease right of use assets $ 3.9 $ 3.7 $ 11.7 $ 10.2 Interest on lease liabilities 1.0 1.1 3.2 3.1 Operating lease costs 42.0 47.1 128.8 117.4 Short-term lease costs 15.5 23.1 44.0 71.7 Variable lease costs 2.7 2.7 7.5 9.6 Total lease costs $ 65.1 $ 77.7 $ 195.2 $ 212.0 |
Cash Flow, Lessee [Table Text Block] | The table below provides supplemental cash flow information related to leases for the periods presented (in millions): Nine Months Ended September 30, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 128.1 $ 118.3 Operating cash flows for finance leases 3.2 3.1 Financing cash flows for finance leases 10.7 8.9 Supplemental non-cash changes to lease liabilities from obtaining or remeasuring right of use assets $ (126.5) $ 690.7 Lease Term and Discount Rate The table below presents certain information related to the weighted average remaining lease term and weighted average discount rate for the Company’s leases as of September 30, 2021: Weighted average remaining lease term - operating leases 13.4 years Weighted average remaining lease term - finance leases 6.7 years Weighted average discount rate - operating leases 15.5 % Weighted average discount rate - finance leases 5.6 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | The table below reconciles the fixed component of the undiscounted cash flows for each of the periods presented to the lease liabilities recorded on the Condensed Consolidated Balance Sheets as of September 30, 2021: Amounts due within twelve months of September 30, (in millions) Finance Leases Operating Leases 2021 $ 14.3 $ 154.2 2022 12.8 133.6 2023 12.8 114.9 2024 11.8 108.6 2025 11.1 97.4 Thereafter 23.4 876.5 Total minimum lease payments 86.2 1,485.2 Less: effect of discounting 14.2 835.1 Present value of future minimum lease payments 72.0 650.1 Less: current obligations under leases 10.6 64.4 Long-term lease obligations $ 61.4 $ 585.7 |
EQUITY (Tables)
EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Noncontrolling Interest [Line Items] | |
Schedule of Stockholders Equity | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF Energy for the nine months ended September 30, 2021 and 2020, respectively: PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2021 $ 1,642.8 $ 93.4 $ 10.6 $ 455.5 $ 2,202.3 Comprehensive income 65.8 0.7 2.3 57.7 126.5 Dividends and distributions — — (0.7) (30.0) (30.7) Stock-based compensation 18.3 — — 4.6 22.9 Transactions in connection with stock-based compensation plans (0.8) — — (1.0) (1.8) Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock 0.2 (0.2) — — — Other 2.9 — — — 2.9 Balance at September 30, 2021 $ 1,729.2 $ 93.9 $ 12.2 $ 486.8 $ 2,322.1 PBF Energy (in millions) PBF Energy Inc. Equity Noncontrolling Noncontrolling Noncontrolling Total Equity Balance at January 1, 2020 $ 3,039.6 $ 113.2 $ 10.9 $ 421.8 $ 3,585.5 Comprehensive income (loss) (1,096.2) (13.6) (0.1) 60.4 (1,049.5) Dividends and distributions (35.9) (0.4) — (36.9) (73.2) Stock-based compensation 21.4 — — 3.2 24.6 Transactions in connection with stock-based compensation plans (0.7) — — — (0.7) Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock 2.3 (2.3) — — — Other 4.9 — — (0.8) 4.1 Balance at September 30, 2020 $ 1,935.4 $ 96.9 $ 10.8 $ 447.7 $ 2,490.8 |
PBF LLC [Member] | |
Noncontrolling Interest [Line Items] | |
Schedule of noncontrolling interest | The noncontrolling interest ownership percentages in PBF LLC as of December 31, 2020 and September 30, 2021 are calculated as follows: Holders of PBF LLC Series A Units Outstanding Shares of PBF Energy Class A Common Stock Total * December 31, 2020 970,647 120,101,641 121,072,288 0.8% 99.2% 100.0% September 30, 2021 994,192 120,245,509 121,239,701 0.8% 99.2% 100.0% —————————— * Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
Schedule of Stockholders Equity | The following tables summarize the changes in equity for the controlling and noncontrolling interests of PBF LLC for the nine months ended September 30, 2021 and 2020, respectively: PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2021 $ 1,374.0 $ 10.6 $ 455.5 $ 1,840.1 Comprehensive income 93.6 2.3 57.7 153.6 Dividends and distributions — (0.7) (30.0) (30.7) Stock-based compensation 18.3 — 4.6 22.9 Transactions in connection with stock-based compensation plans (0.4) — (1.0) (1.4) Balance at September 30, 2021 $ 1,485.5 $ 12.2 $ 486.8 $ 1,984.5 PBF LLC (in millions) PBF Energy Company LLC Equity Noncontrolling Interest in PBF Holding Noncontrolling Total Equity Balance at January 1, 2020 $ 3,176.4 $ 10.9 $ 421.8 $ 3,609.1 Comprehensive income (loss) (1,363.3) (0.1) 60.4 (1,303.0) Dividends and distributions (36.3) — (36.9) (73.2) Stock-based compensation 21.4 — 3.2 24.6 Transactions in connection with stock-based compensation plans (0.9) — — (0.9) Other — — (0.8) (0.8) Balance at September 30, 2020 $ 1,797.3 $ 10.8 $ 447.7 $ 2,255.8 |
PBF Logistics LP [Member] | |
Noncontrolling Interest [Line Items] | |
Schedule of noncontrolling interest | The noncontrolling interest ownership percentages in PBFX as of December 31, 2020 and September 30, 2021 are calculated as follows: Units of PBFX Held by the Public Units of PBFX Held by PBF LLC Total December 31, 2020 32,411,207 29,953,631 62,364,838 52.0% 48.0% 100.0% September 30, 2021 32,563,506 29,953,631 62,517,137 52.1% 47.9% 100.0% |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract] | |
Schedule of net periodic benefit cost | The components of net periodic benefit cost related to the Company’s defined benefit plans consisted of the following: (in millions) Three Months Ended September 30, Nine Months Ended September 30, Pension Benefits 2021 2020 2021 2020 Components of net periodic benefit cost: Service cost $ 14.4 $ 15.0 $ 43.1 $ 43.9 Interest cost 1.3 1.8 4.0 5.3 Expected return on plan assets (3.6) (3.2) (10.7) (9.4) Amortization of prior service cost and actuarial loss 0.1 0.1 0.1 0.2 Net periodic benefit cost $ 12.2 $ 13.7 $ 36.5 $ 40.0 (in millions) Three Months Ended September 30, Nine Months Ended September 30, Post-Retirement Medical Plan 2021 2020 2021 2020 Components of net periodic benefit cost: Service cost $ 0.3 $ 0.3 $ 0.8 $ 0.8 Interest cost 0.1 0.1 0.2 0.3 Amortization of prior service cost and actuarial loss 0.1 0.1 0.5 0.4 Net periodic benefit cost $ 0.5 $ 0.5 $ 1.5 $ 1.5 |
REVENUES (Tables)
REVENUES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
REVENUE [Abstract] | |
Revenue from External Customers by Products and Services [Table Text Block] | The following table provides information relating to the Company’s revenues for each product or group of similar products or services by segment for the periods presented. Three Months Ended September 30, (in millions) 2021 2020 Refining Segment: Gasoline and distillates $ 6,143.4 $ 3,121.8 Feedstocks and other 380.3 196.4 Asphalt and blackoils 329.2 206.5 Chemicals 240.7 81.7 Lubricants 79.7 42.8 Total 7,173.3 3,649.2 Logistics Segment: Logistics 88.9 89.0 Total revenues prior to eliminations 7,262.2 3,738.2 Elimination of intercompany revenues (75.5) (70.7) Total Revenues $ 7,186.7 $ 3,667.5 Nine Months Ended September 30, (in millions) 2021 2020 Refining Segment: Gasoline and distillates $ 16,364.1 $ 9,728.1 Feedstocks and other 883.2 723.0 Asphalt and blackoils 843.0 577.6 Chemicals 665.8 240.0 Lubricants 213.6 139.6 Total 18,969.7 11,408.3 Logistics Segment: Logistics 266.2 271.2 Total revenues prior to eliminations 19,235.9 11,679.5 Elimination of intercompany revenues (226.5) (218.7) Total Revenues $ 19,009.4 $ 11,460.8 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Summary of the income tax provision | The reported income tax provision in the PBF Energy Condensed Consolidated Statements of Operations consists of the following: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2021 2020 2021 2020 Current income tax expense $ 8.3 $ — $ 7.9 $ 0.4 Deferred income tax expense (benefit) 12.0 235.6 8.5 (1.1) Total income tax expense (benefit) $ 20.3 $ 235.6 $ 16.4 $ (0.7) |
PBF LLC [Member] | |
Summary of the income tax provision | The reported income tax provision in the PBF LLC Condensed Consolidated Statements of Operations consists of the following: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2021 2020 2021 2020 Current income tax benefit $ (0.2) $ — $ (1.3) $ — Deferred income tax (benefit) expense (1.8) (1.2) (15.6) 8.6 Total income tax (benefit) expense $ (2.0) $ (1.2) $ (16.9) $ 8.6 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The tables below present information about the Company’s financial assets and liabilities measured and recorded at fair value on a recurring basis and indicate the fair value hierarchy of the inputs utilized to determine the fair values as of September 30, 2021 and December 31, 2020. The Company has elected to offset the fair value amounts recognized for multiple derivative contracts executed with the same counterparty; however, fair value amounts by hierarchy level are presented on a gross basis in the tables below. The Company has posted cash margin with various counterparties to support hedging and trading activities. The cash margin posted is required by counterparties as collateral deposits and cannot be offset against the fair value of open contracts except in the event of default. The Company has no derivative contracts that are subject to master netting arrangements that are reflected gross on the Condensed Consolidated Balance Sheets. As of September 30, 2021 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 362.4 $ — $ — $ 362.4 N/A $ 362.4 Commodity contracts 46.5 1.2 — 47.7 (47.7) — Liabilities: Commodity contracts 88.1 — — 88.1 (47.7) 40.4 Catalyst obligations — 70.4 — 70.4 — 70.4 Renewable energy credit and emissions obligations — 1,308.8 — 1,308.8 — 1,308.8 Contingent consideration obligations — — 26.2 26.2 — 26.2 Derivatives included with inventory intermediation agreement obligations — (34.7) — (34.7) — (34.7) As of December 31, 2020 Fair Value Hierarchy Total Gross Fair Value Effect of Counter-party Netting Net Carrying Value on Balance Sheet (in millions) Level 1 Level 2 Level 3 Assets: Money market funds $ 411.6 $ — $ — $ 411.6 N/A $ 411.6 Commodity contracts 2.5 3.5 — 6.0 (6.0) — Derivatives included with inventory intermediation agreement obligations — 11.3 — 11.3 — 11.3 Liabilities: Commodity contracts 2.3 6.7 — 9.0 (6.0) 3.0 Catalyst obligations — 102.5 — 102.5 — 102.5 Renewable energy credit and emissions obligations — 528.1 — 528.1 — 528.1 Contingent consideration obligations — — 12.1 12.1 — 12.1 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | The table below summarizes the changes in fair value measurements categorized in Level 3 of the fair value hierarchy, which primarily includes the change in estimated future earnings related to both the Martinez Contingent Consideration and the PBFX Contingent Consideration: Three Months Ended September 30, Nine Months Ended September 30, (in millions) 2021 2020 2021 2020 Balance at beginning of period $ 26.1 $ 40.3 $ 12.1 $ 26.1 Additions — — — 77.3 Accretion on discounted liabilities — 1.0 — 3.8 Settlements — 0.3 (12.1) 0.7 Unrealized loss (gain) included in earnings 0.1 (29.1) 26.2 (95.4) Balance at end of period $ 26.2 $ 12.5 $ 26.2 $ 12.5 |
Schedule of Fair value of Debt | The table below summarizes the carrying value and fair value of debt as of September 30, 2021 and December 31, 2020. September 30, 2021 December 31, 2020 (in millions) Carrying value Fair Carrying value Fair 2025 Senior Secured Notes (a) $ 1,250.0 $ 1,119.5 $ 1,250.0 $ 1,232.9 2028 Senior Notes (a) 882.3 559.6 1,000.0 562.5 2025 Senior Notes (a) 690.0 453.6 725.0 475.3 PBFX 2023 Senior Notes (a) 525.0 511.4 525.0 503.0 Revolving Credit Facility (b) 900.0 900.0 900.0 900.0 PBFX Revolving Credit Facility (b) 125.0 125.0 200.0 200.0 PBF Rail Term Loan (b) 1.9 1.9 7.4 7.4 Catalyst financing arrangements (c) 70.4 70.4 102.5 102.5 4,444.6 3,741.4 4,709.9 3,983.6 Less - Current debt (89.1) (89.1) (7.4) (7.4) Unamortized premium 1.6 n/a 2.2 n/a Less - Unamortized deferred financing costs (39.1) n/a (51.1) n/a Long-term debt $ 4,318.0 $ 3,652.3 $ 4,653.6 $ 3,976.2 (a) The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes. (b) The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. |
DERIVATIVES (Tables)
DERIVATIVES (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Fair Value of Derivative Instruments | The following tables provide information regarding the fair values of derivative instruments as of September 30, 2021 and December 31, 2020, and the line items in the Condensed Consolidated Balance Sheets in which fair values are reflected. Description Balance Sheet Location Fair Value (in millions) Derivatives designated as hedging instruments: September 30, 2021: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ (34.7) December 31, 2020: Derivatives included with the inventory intermediation agreement obligations Accrued expenses $ 11.3 Derivatives not designated as hedging instruments: September 30, 2021: Commodity contracts Accounts receivable $ (40.4) December 31, 2020: Commodity contracts Accounts receivable $ (3.0) |
Schedule of Derivative Instruments, Gain (Loss) Recognized in Income | The following table provides information regarding gains or losses recognized in income on derivative instruments and the line items in the Condensed Consolidated Statements of Operations in which such gains and losses are reflected. Description Location of Gain or (Loss) Recognized in Income on Derivatives Gain or (Loss) (in millions) Derivatives designated as hedging instruments: For the three months ended September 30, 2021: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (3.8) For the three months ended September 30, 2020: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (6.6) For the nine months ended September 30, 2021: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ (46.0) For the nine months ended September 30, 2020: Derivatives included with the inventory intermediation agreement obligations Cost of products and other $ 19.1 Derivatives not designated as hedging instruments: For the three months ended September 30, 2021: Commodity contracts Cost of products and other $ (33.2) For the three months ended September 30, 2020: Commodity contracts Cost of products and other $ (9.1) For the nine months ended September 30, 2021: Commodity contracts Cost of products and other $ (67.7) For the nine months ended September 30, 2020: Commodity contracts Cost of products and other $ 55.9 Hedged items designated in fair value hedges: For the three months ended September 30, 2021: Crude oil, intermediate and refined product inventory Cost of products and other $ 3.8 For the three months ended September 30, 2020: Crude oil, intermediate and refined product inventory Cost of products and other $ 6.6 For the nine months ended September 30, 2021: Crude oil, intermediate and refined product inventory Cost of products and other $ 46.0 For the nine months ended September 30, 2020: Crude oil, intermediate and refined product inventory Cost of products and other $ (19.1) |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information | Disclosures regarding the Company’s reportable segments with reconciliations to consolidated totals for the three and nine months ended September 30, 2021 and September 30, 2020 are presented below. In connection with certain contributions by PBF LLC to PBFX, the accompanying segment information is retrospectively adjusted to include the historical results of those assets in the Logistics segment for all periods presented prior to such contributions, as applicable. Three Months Ended September 30, 2021 PBF Energy - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 7,173.3 $ 88.9 $ — $ (75.5) $ 7,186.7 Depreciation and amortization expense 103.0 9.8 3.4 — 116.2 Income (loss) from operations 116.7 47.1 (62.9) — 100.9 Interest expense, net 3.7 10.4 67.9 — 82.0 Capital expenditures 83.1 3.4 1.1 — 87.6 Three Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 3,649.2 $ 89.0 $ — $ (70.7) $ 3,667.5 Depreciation and amortization expense 115.9 14.4 2.7 — 133.0 Income (loss) from operations (367.0) 55.6 (31.3) — (342.7) Interest expense, net (0.8) 11.5 59.7 — 70.4 Capital expenditures 53.0 1.7 2.0 — 56.7 Nine Months Ended September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 18,969.7 $ 266.2 $ — $ (226.5) $ 19,009.4 Depreciation and amortization expense 310.0 28.5 10.1 — 348.6 Income (loss) from operations 349.4 142.8 (186.1) — 306.1 Interest expense, net 7.2 31.8 204.1 — 243.1 Capital expenditures 216.4 6.9 3.9 — 227.2 Nine Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 11,408.3 $ 271.2 $ — $ (218.7) $ 11,460.8 Depreciation and amortization expense 332.4 36.9 8.4 — 377.7 Income (loss) from operations (1,138.8) 153.4 (103.3) — (1,088.7) Interest expense, net 0.7 37.0 147.4 — 185.1 Capital expenditures (1) 1,500.9 9.6 9.2 — 1,519.7 Balance at September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 10,947.4 $ 910.6 $ 49.4 $ (63.2) $ 11,844.2 Balance at December 31, 2020 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 9,565.0 $ 933.6 $ 54.4 $ (53.2) $ 10,499.8 Three Months Ended September 30, 2021 PBF LLC - (in millions) Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 7,173.3 $ 88.9 $ — $ (75.5) $ 7,186.7 Depreciation and amortization expense 103.0 9.8 3.4 — 116.2 Income (loss) from operations 116.7 47.1 (62.5) — 101.3 Interest expense, net 3.7 10.4 70.7 — 84.8 Capital expenditures 83.1 3.4 1.1 — 87.6 Three Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 3,649.2 $ 89.0 $ — $ (70.7) $ 3,667.5 Depreciation and amortization expense 115.9 14.4 2.7 — 133.0 Income (loss) from operations (367.0) 55.6 (31.1) — (342.5) Interest expense, net (0.8) 11.5 62.3 — 73.0 Capital expenditures 53.0 1.7 2.0 — 56.7 Nine Months Ended September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 18,969.7 $ 266.2 $ — $ (226.5) $ 19,009.4 Depreciation and amortization expense 310.0 28.5 10.1 — 348.6 Income (loss) from operations 349.4 142.8 (184.5) — 307.7 Interest expense, net 7.2 31.8 211.9 — 250.9 Capital expenditures 216.4 6.9 3.9 — 227.2 Nine Months Ended September 30, 2020 Refining Logistics Corporate Eliminations Consolidated Total Revenues $ 11,408.3 $ 271.2 $ — $ (218.7) $ 11,460.8 Depreciation and amortization expense 332.4 36.9 8.4 — 377.7 Income (loss) from operations (1,138.8) 153.4 (102.8) — (1,088.2) Interest expense, net 0.7 37.0 155.1 — 192.8 Capital expenditures (1) 1,500.9 9.6 9.2 — 1,519.7 Balance at September 30, 2021 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 10,947.4 $ 910.6 $ 47.7 $ (63.2) $ 11,842.5 Balance at December 31, 2020 Refining Logistics Corporate Eliminations Consolidated Total Total assets $ 9,565.0 $ 933.6 $ 52.3 $ (53.2) $ 10,497.7 _____________________________ (1) The Refining segment includes capital expenditures of $1,176.2 million for the acquisition of the Martinez refinery in the first quarter of 2020. |
NET INCOME (LOSS) PER SHARE O_2
NET INCOME (LOSS) PER SHARE OF PBF ENERGY (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income per common share | The following table sets forth the computation of basic and diluted net income (loss) per share of PBF Energy Class A common stock attributable to PBF Energy for the periods presented: (in millions, except share and per share amounts) Three Months Ended September 30, Nine Months Ended September 30, Basic Earnings Per Share: 2021 2020 2021 2020 Allocation of earnings: Net income (loss) attributable to PBF Energy Inc. stockholders $ 59.1 $ (417.2) $ 65.7 $ (1,094.0) Less: Income allocated to participating securities — — — 0.1 Income (loss) available to PBF Energy Inc. stockholders - basic $ 59.1 $ (417.2) $ 65.7 $ (1,094.1) Denominator for basic net income (loss) per Class A common share - weighted average shares 120,268,046 119,684,030 120,230,369 119,561,388 Basic net income (loss) attributable to PBF Energy per Class A common share $ 0.49 $ (3.49) $ 0.55 $ (9.15) Diluted Earnings Per Share: Numerator: Income (loss) available to PBF Energy Inc. stockholders - basic $ 59.1 $ (417.2) $ 65.7 $ (1,094.1) Plus: Net income (loss) attributable to noncontrolling interest (1) 0.7 — 0.7 (13.6) Less: Income tax (expense) benefit on net income (loss) attributable to noncontrolling interest (1) (0.2) — (0.2) 3.6 Numerator for diluted net income (loss) per PBF Energy Class A common share - net income (loss) attributable to PBF Energy Inc. stockholders (1) $ 59.6 $ (417.2) $ 66.2 $ (1,104.1) Denominator: (1) Denominator for basic net income (loss) per PBF Energy Class A common share-weighted average shares 120,268,046 119,684,030 120,230,369 119,561,388 Effect of dilutive securities: (2) Conversion of PBF LLC Series A Units 994,192 — 989,314 1,066,849 Common stock equivalents 91,851 — 387,524 — Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares 121,354,089 119,684,030 121,607,207 120,628,237 Diluted net income (loss) attributable to PBF Energy Inc. stockholders per PBF Energy Class A common share $ 0.49 $ (3.49) $ 0.54 $ (9.15) ___________________________________________ |
DESCRIPTION OF THE BUSINESS A_3
DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION (Details) | 9 Months Ended | ||
Sep. 30, 2021reportable_segmentshares | Dec. 31, 2020shares | ||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | [1] | 100.00% | 100.00% |
Shares, outstanding (in shares) | [1] | 121,239,701 | 121,072,288 |
Ownership percentage | 100.00% | 100.00% | |
Number of reportable segments | reportable_segment | 2 | ||
Limited Partner [Member] | PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Ownership percentage | 47.90% | 48.00% | |
Series A Units [Member] | PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | 0.80% | 0.80% | |
Shares, outstanding (in shares) | 994,192 | 970,647 | |
Series C Units [Member] | PBF LLC [Member] | |||
Description of Business [Line Items] | |||
Shares, outstanding (in shares) | 120,266,740 | ||
PBF Energy [Member] | Class A Common Stock [Member] | |||
Description of Business [Line Items] | |||
Percentage of ownership in PBF LLC | 99.20% | 99.20% | |
Shares, outstanding (in shares) | 120,245,509 | 120,101,641 | |
[1] | Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
PBF LOGISTICS LP (Details)
PBF LOGISTICS LP (Details) - shares | Sep. 30, 2021 | Dec. 31, 2020 |
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | 100.00% |
Common Units [Member] | ||
Variable Interest Entity [Line Items] | ||
Units outstanding (in shares) | 62,517,137 | 62,364,838 |
Common Units [Member] | Public Unit Holders [Member] | ||
Variable Interest Entity [Line Items] | ||
Units outstanding (in shares) | 32,563,506 | 32,411,207 |
Common Units [Member] | PBF LLC [Member] | ||
Variable Interest Entity [Line Items] | ||
Units outstanding (in shares) | 29,953,631 | 29,953,631 |
Limited Partner [Member] | Public Unit Holders [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 52.10% | 52.00% |
Limited Partner [Member] | PBF LLC [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 47.90% | 48.00% |
ACQUISITIONS (Additional Inform
ACQUISITIONS (Additional Information) (Details) - USD ($) $ in Millions | Feb. 01, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jan. 24, 2020 | |
Business Acquisition [Line Items] | |||||||
Business Combination, Acquisition Related Costs | $ 0 | $ 0.2 | $ 0 | $ 11 | |||
2028 Senior Notes | |||||||
Business Acquisition [Line Items] | |||||||
Long-term Debt | $ 1,000 | ||||||
Interest rate | 6.00% | ||||||
Martinez Acquistion [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Business Combination, Consideration Transferred | $ 1,253.4 | ||||||
Working capital, including post close adjustments | $ 216.1 | ||||||
Term of Agreement | 4 years | ||||||
Contingent consideration | [1] | $ 77.3 | |||||
[1] | The Martinez Acquisition included an obligation for the Company to make post-closing earn-out payments to the Seller based on certain earnings thresholds of the Martinez refinery (as set forth in the Sale and Purchase Agreement), for a period of up to four years following the acquisition closing date (the “Martinez Contingent Consideration”). The Company recorded the Martinez Contingent Consideration based on its estimated fair value of $77.3 million at the acquisition date, which was recorded within “Other long-term liabilities” within the Condensed Consolidated Balance Sheets. Subsequent changes in the fair value of the Martinez Contingent Consideration are recorded in the Condensed Consolidated Statement of Operations. |
ACQUISITIONS (Purchase Price) (
ACQUISITIONS (Purchase Price) (Details) - USD ($) $ in Millions | Feb. 01, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||||
Gross purchase price | $ 0 | $ 1,176.2 | ||
Martinez Acquistion [Member] | ||||
Business Acquisition [Line Items] | ||||
Gross purchase price | $ 960 | |||
Working capital, including post close adjustments | 216.1 | |||
Contingent consideration | [1] | 77.3 | ||
Total consideration | $ 1,253.4 | |||
[1] | The Martinez Acquisition included an obligation for the Company to make post-closing earn-out payments to the Seller based on certain earnings thresholds of the Martinez refinery (as set forth in the Sale and Purchase Agreement), for a period of up to four years following the acquisition closing date (the “Martinez Contingent Consideration”). The Company recorded the Martinez Contingent Consideration based on its estimated fair value of $77.3 million at the acquisition date, which was recorded within “Other long-term liabilities” within the Condensed Consolidated Balance Sheets. Subsequent changes in the fair value of the Martinez Contingent Consideration are recorded in the Condensed Consolidated Statement of Operations. |
ACQUISITIONS (Assets and Liabil
ACQUISITIONS (Assets and Liabilities Acquired) (Details) - Martinez Acquistion [Member] $ in Millions | Feb. 01, 2020USD ($) | |
Business Acquisition [Line Items] | ||
Inventories | $ 224.1 | |
Prepaid and other current assets | 5.4 | |
Property, plant and equipment | 987.9 | |
Operating lease right of use assets | 7.8 | [1] |
Financing lease right of use assets | 63.5 | [1] |
Deferred charges and other assets, net | 63.7 | |
Accrued expenses | (1.4) | |
Current operating lease liabilities | (1.9) | |
Current financing lease liabilities | (6) | [2] |
Long-term operating lease liabilities | (5.9) | |
Long-term financing lease liabilities | (57.5) | |
Other long-term liabilities - Environmental obligation | (26.3) | |
Fair value of net assets acquired | $ 1,253.4 | |
[1] | Operating and Financing lease right of use assets are recorded in Lease right of use assets within the Condensed Consolidated Balance Sheets. | |
[2] | Current financing lease liabilities are recorded in Accrued expenses within the Condensed Consolidated Balance Sheets. |
ACQUISITIONS (Pro Forma Informa
ACQUISITIONS (Pro Forma Information) (Details) - Martinez Acquistion [Member] $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Business Acquisition [Line Items] | |
Pro-forma revenues | $ 11,824.6 |
Pro-forma net loss | (1,125) |
PBF LLC [Member] | |
Business Acquisition [Line Items] | |
Pro-forma revenues | 11,824.6 |
Pro-forma net loss | $ (1,396) |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES (Additional Information) (Details) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Credit Loss [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | |
Inventory [Line Items] | |||||||
Crude oil and feedstocks | $ 1,277.7 | $ 1,277.7 | $ 1,018.9 | ||||
Refined products and blendstocks | 1,414.5 | 1,414.5 | 1,200.2 | ||||
Warehouse stock and other | 139.2 | 139.2 | 136.7 | ||||
Inventory, Gross | 2,831.4 | 2,831.4 | 2,355.8 | ||||
Lower of cost or market adjustment | 0 | 0 | (669.6) | ||||
Total inventories | 2,831.4 | 2,831.4 | 1,686.2 | ||||
Income (loss) from operations | 100.9 | $ (342.7) | 306.1 | $ (1,088.7) | |||
Titled Inventory [Member] | |||||||
Inventory [Line Items] | |||||||
Crude oil and feedstocks | 1,277.7 | 1,277.7 | 1,018.9 | ||||
Refined products and blendstocks | 1,059 | 1,059 | 933.7 | ||||
Warehouse stock and other | 139.2 | 139.2 | 136.7 | ||||
Inventory, Gross | 2,475.9 | 2,475.9 | 2,089.3 | ||||
Lower of cost or market adjustment | 0 | 0 | (572.4) | ||||
Total inventories | 2,475.9 | 2,475.9 | 1,516.9 | ||||
Inventory Supply and Offtake Arrangements [Member] | |||||||
Inventory [Line Items] | |||||||
Crude oil and feedstocks | 0 | 0 | 0 | ||||
Refined products and blendstocks | 355.5 | 355.5 | 266.5 | ||||
Warehouse stock and other | 0 | 0 | 0 | ||||
Inventory, Gross | 355.5 | 355.5 | 266.5 | ||||
Lower of cost or market adjustment | 0 | 0 | (97.2) | ||||
Total inventories | 355.5 | 355.5 | 169.3 | ||||
Scenario, Adjustment [Member] | |||||||
Inventory [Line Items] | |||||||
Lower of cost or market adjustment | $ 0 | (1,093.1) | 0 | (1,093.1) | $ (669.6) | $ (1,103) | $ (401.6) |
Income (loss) from operations | $ 9.9 | $ 669.6 | $ 691.5 |
ACCRUED EXPENSES (Details)
ACCRUED EXPENSES (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | |
Accrued Expenses: | |||
Inventory-related accruals | $ 1,408.6 | $ 695 | |
Renewable energy credit and emissions obligations | [1] | 1,308.8 | 528.1 |
Inventory intermediation agreements | [2] | 290.9 | 225.8 |
Excise and sales tax payable | 120.6 | 120.1 | |
Accrued interest | 79.2 | 46.1 | |
Accrued transportation costs | 77.7 | 72.1 | |
Accrued utilities | 62.8 | 58.6 | |
Accrued salaries and benefits | 48.6 | 42.2 | |
Accrued refinery maintenance and support costs | 47.1 | 35.7 | |
Customer deposits | 4.1 | 4 | |
Accrued capital expenditures | 27.8 | 15 | |
Environmental liabilities | 12.9 | 11.8 | |
Current finance lease liabilities | 10.6 | 14.4 | |
Contingent consideration | 2.5 | 12.1 | |
Other | 40.4 | 30.5 | |
Total accrued expenses | 3,542.6 | 1,911.5 | |
PBF LLC [Member] | |||
Accrued Expenses: | |||
Inventory-related accruals | 1,408.6 | 695 | |
Renewable energy credit and emissions obligations | [1] | 1,308.8 | 528.1 |
Inventory intermediation agreements | [2] | 290.9 | 225.8 |
Excise and sales tax payable | 120.6 | 120.1 | |
Accrued interest | 124.8 | 83.8 | |
Accrued transportation costs | 77.7 | 72.1 | |
Accrued utilities | 62.8 | 58.6 | |
Accrued salaries and benefits | 48.6 | 42.2 | |
Accrued refinery maintenance and support costs | 47.1 | 35.7 | |
Customer deposits | 4.1 | 4 | |
Accrued capital expenditures | 27.8 | 15 | |
Environmental liabilities | 12.9 | 11.8 | |
Current finance lease liabilities | 10.6 | 14.4 | |
Contingent consideration | 2.5 | 12.1 | |
Other | 35.3 | 32.5 | |
Total accrued expenses | $ 3,583.1 | $ 1,951.2 | |
[1] | The Company is subject to obligations to purchase Renewable Identification Numbers (“RINs”) required to comply with the Renewable Fuel Standard. The Company’s overall RINs obligation is based on a percentage of domestic shipments of on-road fuels as established by Environmental Protection Agency. To the degree the Company is unable to blend the required amount of biofuels to satisfy its RINs obligation, RINs must be purchased on the open market to avoid penalties and fines. The Company records its RINs obligation on a net basis in Accrued expenses when its RINs liability is greater than the amount of RINs earned and purchased in a given period and in Prepaid and other current assets when the amount of RINs earned and purchased is greater than the RINs liability. In addition, the Company is subject to obligations to comply with federal and state legislative and regulatory measures, including regulations in the state of California pursuant to Assembly Bill 32 (“AB 32”), to address environmental compliance and greenhouse gas and other emissions. These requirements include incremental costs to operate and maintain our facilities as well as to implement and manage new emission controls and programs. Renewable energy credit and emissions obligations fluctuate with the volume of applicable product sales and timing of credit purchases. Renewable energy credit and emissions obligations are categorized as Level 2, and are measured at fair value based on quoted prices from an independent pricing service. | ||
[2] | The Company has the obligation to repurchase the J. Aron Products that are held in its J. Aron Storage Tanks in accordance with the Inventory Intermediation Agreements with J. Aron. As of September 30, 2021 and December 31, 2020, a liability is recognized for the Inventory Intermediation Agreements and is recorded at market price for the J. Aron owned inventory held in the Company’s J. Aron Storage Tanks under the Inventory Intermediation Agreements, with any change in the market price being recorded in Cost of products and other. |
CREDIT FACILIITIES AND DEBT (De
CREDIT FACILIITIES AND DEBT (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jan. 24, 2020 | May 30, 2017 | |
Repayments of Long-term Debt | $ 90.9 | |||||
Gain (loss) on extinguishment of debt | $ 60.3 | $ 0 | 60.3 | $ (22.2) | ||
2028 Senior Notes | ||||||
Interest rate | 6.00% | |||||
Extinguishment of Debt, Amount | 117.7 | |||||
Repayments of Long-term Debt | 69.7 | 0 | ||||
2025 Senior Notes [Member] | ||||||
Interest rate | 7.25% | |||||
Extinguishment of Debt, Amount | $ 35 | |||||
Repayments of Long-term Debt | $ 21.2 | $ 0 |
CREDIT FACILITIES AND DEBT (Sum
CREDIT FACILITIES AND DEBT (Summary of Long-Term Debt) (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | |
Debt Instrument [Line Items] | |||
Long-term Debt, Gross | $ 4,444.6 | $ 4,709.9 | |
Current debt | (89.1) | (7.4) | |
Unamortized premium | 1.6 | 2.2 | |
Unamortized deferred financing costs | (39.1) | (51.1) | |
Long-term debt excluding current maturities, Carrying value | 4,318 | 4,653.6 | |
Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | [1] | 900 | 900 |
Revolving Credit Facility [Member] | PBF Logistics LP [Member] | |||
Debt Instrument [Line Items] | |||
Long-term line of credit | [1] | 125 | 200 |
2025 Senior Secured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [2] | 1,250 | 1,250 |
2028 Senior Notes | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [2] | 882.3 | 1,000 |
2025 Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [2] | 690 | 725 |
PBFX Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | 525 | 525 | |
PBFX Senior Notes [Member] | PBF Logistics LP [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [2] | 525 | 525 |
Notes Payable to Banks [Member] | PBF Rail Logistics Company LLC [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [1] | 1.9 | 7.4 |
Catalyst Obligation [Member] | |||
Debt Instrument [Line Items] | |||
Long-term Debt | [3] | $ 70.4 | $ 102.5 |
[1] | The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. | ||
[2] | The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes. | ||
[3] | Catalyst financing arrangements are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst repurchase obligations as the Company’s liability is directly impacted by the change in fair value of the underlying catalyst. |
AFFILIATE NOTE PAYABLE - PBF _2
AFFILIATE NOTE PAYABLE - PBF LLC (Additional Information) (Details) - PBF LLC [Member] - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Affiliate note payable | $ 375.3 | $ 376.3 |
Notes Payable, Other Payables [Member] | ||
Debt Instrument [Line Items] | ||
Interest rate | 2.50% | 2.50% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Additional Information) (Details) - USD ($) $ in Millions | Feb. 01, 2020 | Oct. 01, 2018 | Sep. 30, 2021 | Dec. 31, 2020 | |
Loss Contingencies [Line Items] | |||||
Environmental liability | $ 148.1 | $ 153.7 | |||
Percent of tax benefit received from increases in tax basis paid to stockholders | 85.00% | ||||
Percentage of ownership in PBF LLC | [1] | 100.00% | 100.00% | ||
Martinez Acquistion [Member] | |||||
Loss Contingencies [Line Items] | |||||
Term of Agreement | 4 years | ||||
Business Combination, Contingent Consideration, Liability | $ 23.6 | $ 0 | |||
East Coast Storage Assets Acquisition [Member] | |||||
Loss Contingencies [Line Items] | |||||
Term of Agreement | 3 years | ||||
Business Combination, Contingent Consideration, Liability | $ 2.5 | $ 12.1 | |||
PBF Energy [Member] | Class A Common Stock [Member] | |||||
Loss Contingencies [Line Items] | |||||
Percentage of ownership in PBF LLC | 99.20% | 99.20% | |||
Environmental Issue [Member] | Torrance Refinery [Member] | |||||
Loss Contingencies [Line Items] | |||||
Environmental liability | $ 109 | $ 113.7 | |||
Other Noncurrent Liabilities [Member] | |||||
Loss Contingencies [Line Items] | |||||
Environmental liability | $ 135.2 | $ 141.9 | |||
[1] | Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
Leases - Narrative (Details)
Leases - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2021USD ($) | |
Water Treatment Equipment Lease | |
Lessee, Lease, Description [Line Items] | |
Lessee, Lease Not Yet Commenced, Term of Contract | 15 years |
Lessee, Lease Not Yet Commenced, Liability | $ 34.1 |
Mildew Catalyst Lease | |
Lessee, Lease, Description [Line Items] | |
Lessee, Lease Not Yet Commenced, Term of Contract | 7 years |
Lessee, Lease Not Yet Commenced, Liability | $ 24.2 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Term of Contract | 1 year |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Lessee, Operating Lease, Term of Contract | 20 years |
Leases - Lease Assets and Liabi
Leases - Lease Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating Lease, Right-of-Use Asset | $ 651.4 | $ 836.5 |
Finance Lease, Right-of-Use Asset | 68.7 | 80.4 |
Total lease right of use assets | 720.1 | 916.9 |
Current operating lease liabilities | 64.4 | 78.4 |
Less: current obligations under leases | 10.6 | 14.4 |
Long-term operating lease liabilities | 585.7 | 756 |
Long-term financing lease liabilities | 61.4 | 68.3 |
Total lease liabilities | $ 722.1 | $ 917.1 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Leases - Lease Assets and Liabilities [Abstract] | ||||
Amortization of lease right of use assets | $ 3.9 | $ 3.7 | $ 11.7 | $ 10.2 |
Interest on lease liabilities | 1 | 1.1 | 3.2 | 3.1 |
Operating lease costs | 42 | 47.1 | 128.8 | 117.4 |
Short-term lease costs | 15.5 | 23.1 | 44 | 71.7 |
Variable lease costs | 2.7 | 2.7 | 7.5 | 9.6 |
Total lease costs | $ 65.1 | $ 77.7 | $ 195.2 | $ 212 |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow and Other Information (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Leases - Supplemental Cash Flow and Other Information [Abstract] | ||
Operating cash flows for operating leases | $ 128.1 | $ 118.3 |
Operating cash flows for finance leases | 3.2 | 3.1 |
Financing cash flows for finance leases | 10.7 | 8.9 |
Supplemental non-cash changes to lease liabilities from obtaining or remeasuring right of use assets | $ (126.5) | $ 690.7 |
Weighted average remaining lease term - operating leases | 13 years 4 months 24 days | |
Weighted average remaining lease term - finance leases | 6 years 8 months 12 days | |
Weighted average discount rate - operating leases | 15.50% | |
Weighted average discount rate - finance leases | 5.60% |
Leases - Maturity of Lease Liab
Leases - Maturity of Lease Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Finance Leases | ||
2021 | $ 14.3 | |
2022 | 12.8 | |
2023 | 12.8 | |
2024 | 11.8 | |
2025 | 11.1 | |
Thereafter | 23.4 | |
Total minimum lease payments | 86.2 | |
Less: effect of discounting | 14.2 | |
Present value of future minimum lease payments | 72 | |
Less: current obligations under leases | 10.6 | $ 14.4 |
Long-term financing lease liabilities | 61.4 | 68.3 |
Operating Leases | ||
2021 | 154.2 | |
2022 | 133.6 | |
2023 | 114.9 | |
2024 | 108.6 | |
2025 | 97.4 | |
Thereafter | 876.5 | |
Total minimum lease payments | 1,485.2 | |
Less: effect of discounting | 835.1 | |
Present value of future minimum lease payments | 650.1 | |
Less: current obligations under leases | 64.4 | 78.4 |
Long-term lease obligations | $ 585.7 | $ 756 |
EQUITY (Noncontrolling Interest
EQUITY (Noncontrolling Interest) (Details) $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)subsidiary | Sep. 30, 2020USD ($) | Dec. 31, 2020 | Nov. 01, 2015 | ||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | $ 2,246.9 | $ 2,889.7 | $ 2,202.3 | $ 3,585.5 | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 59.3 | (416.9) | 65.8 | (1,096.2) | |||
Less: comprehensive income attributable to noncontrolling interests | 19.6 | 19.4 | 60.7 | 46.7 | |||
Comprehensive income (loss) | 78.9 | (397.5) | 126.5 | (1,049.5) | |||
Dividends and Distributions | (30.7) | (73.2) | |||||
Stock-based compensation | 22.9 | 24.6 | |||||
Transactions in connection with stock-based compensation plans | (1.8) | (0.7) | |||||
Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | 0 | |||||
Other | 2.9 | 4.1 | |||||
Balance, end of period | $ 2,322.1 | 2,490.8 | $ 2,322.1 | 2,490.8 | |||
Percentage of ownership in PBF LLC | [1] | 100.00% | 100.00% | 100.00% | |||
Ownership percentage | 100.00% | 100.00% | 100.00% | ||||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 19.6 | 19.4 | $ 60.7 | 46.7 | |||
PBF Energy [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 1,642.8 | 3,039.6 | |||||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 65.8 | (1,096.2) | |||||
Dividends and Distributions | 0 | (35.9) | |||||
Stock-based compensation | 18.3 | 21.4 | |||||
Transactions in connection with stock-based compensation plans | (0.8) | (0.7) | |||||
Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0.2 | 2.3 | |||||
Other | 2.9 | 4.9 | |||||
Balance, end of period | 1,729.2 | 1,935.4 | 1,729.2 | 1,935.4 | |||
Noncontrolling Interest - PBF LLC [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 93.4 | 113.2 | |||||
Less: comprehensive income attributable to noncontrolling interests | 0.7 | (13.6) | |||||
Dividends and Distributions | 0 | (0.4) | |||||
Stock-based compensation | 0 | 0 | |||||
Transactions in connection with stock-based compensation plans | 0 | 0 | |||||
Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | (0.2) | (2.3) | |||||
Other | 0 | 0 | |||||
Balance, end of period | 93.9 | 96.9 | 93.9 | 96.9 | |||
Noncontrolling Interest - PBF Holding [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 10.6 | 10.9 | |||||
Less: comprehensive income attributable to noncontrolling interests | 2.3 | (0.1) | |||||
Dividends and Distributions | (0.7) | 0 | |||||
Stock-based compensation | 0 | 0 | |||||
Transactions in connection with stock-based compensation plans | 0 | 0 | |||||
Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | 0 | |||||
Other | 0 | 0 | |||||
Balance, end of period | 12.2 | 10.8 | 12.2 | 10.8 | |||
Noncontrolling Interest - PBF Logistics LP [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 455.5 | 421.8 | |||||
Less: comprehensive income attributable to noncontrolling interests | 57.7 | 60.4 | |||||
Dividends and Distributions | (30) | (36.9) | |||||
Stock-based compensation | 4.6 | 3.2 | |||||
Transactions in connection with stock-based compensation plans | (1) | 0 | |||||
Exchanges of PBF Energy Company LLC Series A Units for PBF Energy Class A common stock | 0 | 0 | |||||
Other | 0 | (0.8) | |||||
Balance, end of period | 486.8 | 447.7 | 486.8 | 447.7 | |||
PBF LLC [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 1,889.4 | 2,672.1 | 1,840.1 | 3,609.1 | |||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 79.9 | (438.1) | 93.6 | (1,363.3) | |||
Less: comprehensive income attributable to noncontrolling interests | 18.9 | 22.8 | 60 | 60.3 | |||
Comprehensive income (loss) | 98.8 | (415.3) | 153.6 | (1,303) | |||
Dividends and Distributions | (30.7) | (73.2) | |||||
Stock-based compensation | 22.9 | 24.6 | |||||
Transactions in connection with stock-based compensation plans | (1.4) | (0.9) | |||||
Other | (0.8) | ||||||
Balance, end of period | 1,984.5 | 2,255.8 | 1,984.5 | 2,255.8 | |||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | 18.9 | 22.8 | 60 | 60.3 | |||
PBF LLC [Member] | PBF Energy [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 1,374 | 3,176.4 | |||||
Comprehensive Income (Loss), Net of Tax, Attributable to Parent | 93.6 | (1,363.3) | |||||
Dividends and Distributions | 0 | (36.3) | |||||
Stock-based compensation | 18.3 | 21.4 | |||||
Transactions in connection with stock-based compensation plans | (0.4) | (0.9) | |||||
Other | 0 | ||||||
Balance, end of period | 1,485.5 | 1,797.3 | 1,485.5 | 1,797.3 | |||
PBF LLC [Member] | Noncontrolling Interest - PBF Holding [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 10.6 | 10.9 | |||||
Less: comprehensive income attributable to noncontrolling interests | 2.3 | (0.1) | |||||
Dividends and Distributions | (0.7) | 0 | |||||
Stock-based compensation | 0 | 0 | |||||
Transactions in connection with stock-based compensation plans | 0 | 0 | |||||
Other | 0 | ||||||
Balance, end of period | 12.2 | 10.8 | 12.2 | 10.8 | |||
PBF LLC [Member] | Noncontrolling Interest - PBF Logistics LP [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Balance, beginning of period | 455.5 | 421.8 | |||||
Less: comprehensive income attributable to noncontrolling interests | 57.7 | 60.4 | |||||
Dividends and Distributions | (30) | (36.9) | |||||
Stock-based compensation | 4.6 | 3.2 | |||||
Transactions in connection with stock-based compensation plans | (1) | 0 | |||||
Other | (0.8) | ||||||
Balance, end of period | 486.8 | 447.7 | $ 486.8 | 447.7 | |||
Chalmette Refining [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Number Of Subsidiaries | subsidiary | 2 | ||||||
Chalmette Refining [Member] | T&M Terminal Company [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Noncontrolling interest, ownership percentage | 80.00% | ||||||
Chalmette Refining [Member] | Collins Pipeline Company [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Noncontrolling interest, ownership percentage | 80.00% | ||||||
Collins Pipeline Company And T&M Terminal Company [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ (0.1) | $ 0.1 | $ 2.3 | $ 0.1 | |||
Limited Partner [Member] | PBF LLC [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Ownership percentage | 47.90% | 47.90% | 48.00% | ||||
Limited Partner [Member] | Public Unit Holders [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Ownership percentage | 52.10% | 52.10% | 52.00% | ||||
PBF Energy [Member] | Class A Common Stock [Member] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||||
Percentage of ownership in PBF LLC | 99.20% | 99.20% | 99.20% | ||||
[1] | Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
EQUITY (Ownership Percentage) (
EQUITY (Ownership Percentage) (Details) - shares | Sep. 30, 2021 | Dec. 31, 2020 | |
Noncontrolling Interest [Line Items] | |||
Shares, outstanding (in shares) | [1] | 121,239,701 | 121,072,288 |
Percentage of ownership in PBF LLC | [1] | 100.00% | 100.00% |
Ownership percentage | 100.00% | 100.00% | |
PBF LLC [Member] | Limited Partner [Member] | |||
Noncontrolling Interest [Line Items] | |||
Ownership percentage | 47.90% | 48.00% | |
PBF Logistics LP [Member] | |||
Noncontrolling Interest [Line Items] | |||
Partners' Capital Account, Units, Conversion Ratio To Common Units (in shares) | 1 | 1 | |
Public Unit Holders [Member] | Limited Partner [Member] | |||
Noncontrolling Interest [Line Items] | |||
Ownership percentage | 52.10% | 52.00% | |
Series A Units [Member] | PBF LLC [Member] | |||
Noncontrolling Interest [Line Items] | |||
Shares, outstanding (in shares) | 994,192 | 970,647 | |
Percentage of ownership in PBF LLC | 0.80% | 0.80% | |
Units outstanding (in shares) | 994,192 | 970,647 | |
Class A Common Stock [Member] | PBF Energy [Member] | |||
Noncontrolling Interest [Line Items] | |||
Shares, outstanding (in shares) | 120,245,509 | 120,101,641 | |
Percentage of ownership in PBF LLC | 99.20% | 99.20% | |
Common Units [Member] | |||
Noncontrolling Interest [Line Items] | |||
Units outstanding (in shares) | 62,517,137 | 62,364,838 | |
Common Units [Member] | PBF LLC [Member] | |||
Noncontrolling Interest [Line Items] | |||
Units outstanding (in shares) | 29,953,631 | 29,953,631 | |
Common Units [Member] | Public Unit Holders [Member] | |||
Noncontrolling Interest [Line Items] | |||
Units outstanding (in shares) | 32,563,506 | 32,411,207 | |
[1] | Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
DIVIDENDS AND DISTRIBUTIONS (Ad
DIVIDENDS AND DISTRIBUTIONS (Additional Information) (Details) - USD ($) $ / shares in Units, $ in Millions | Aug. 26, 2021 | May 27, 2021 | Mar. 17, 2021 | Mar. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Class A Common Stock [Member] | |||||||
Distribution Made to Member or Limited Partner [Line Items] | |||||||
Dividends per common share (in dollars per share) | $ 0.30 | ||||||
PBF Energy [Member] | Class A Common Stock [Member] | |||||||
Distribution Made to Member or Limited Partner [Line Items] | |||||||
Dividends per common share (in dollars per share) | $ 0 | $ 0 | |||||
PBF Energy [Member] | Class A Common Stock [Member] | COVID-19 Pandemic [Member] | |||||||
Distribution Made to Member or Limited Partner [Line Items] | |||||||
Dividends per common share, suspended (in dollars per share) | $ 0.30 | ||||||
PBF Logistics LP [Member] | |||||||
Distribution Made to Member or Limited Partner [Line Items] | |||||||
Distribution made to partner (in dollars per share) | $ 0.30 | $ 0.30 | $ 0.30 | ||||
PBF LLC [Member] | PBF Logistics LP [Member] | |||||||
Distribution Made to Member or Limited Partner [Line Items] | |||||||
Distribution made to partners | $ 27 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Pension Plan, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 14.4 | $ 15 | $ 43.1 | $ 43.9 |
Interest cost | 1.3 | 1.8 | 4 | 5.3 |
Expected return on plan assets | (3.6) | (3.2) | (10.7) | (9.4) |
Amortization of prior service cost and actuarial loss | 0.1 | 0.1 | 0.1 | 0.2 |
Net periodic benefit cost | 12.2 | 13.7 | 36.5 | 40 |
Post Retirement Medical Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0.3 | 0.3 | 0.8 | 0.8 |
Interest cost | 0.1 | 0.1 | 0.2 | 0.3 |
Amortization of prior service cost and actuarial loss | 0.1 | 0.1 | 0.5 | 0.4 |
Net periodic benefit cost | $ 0.5 | $ 0.5 | $ 1.5 | $ 1.5 |
REVENUES (Details)
REVENUES (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Revenues | $ 7,186.7 | $ 3,667.5 | $ 19,009.4 | $ 11,460.8 | |
Deferred revenue | 42.3 | 42.3 | $ 47.2 | ||
Intersegment Eliminations [Member] | |||||
Revenues | (75.5) | (70.7) | (226.5) | (218.7) | |
Refining Group [Member] | |||||
Revenues | 7,173.3 | 3,649.2 | 18,969.7 | 11,408.3 | |
PBF Logistics LP [Member] | |||||
Revenues | 88.9 | 89 | 266.2 | 271.2 | |
Prior to elimination [Member] | |||||
Revenues | 7,262.2 | 3,738.2 | 19,235.9 | 11,679.5 | |
Gasoline and distillates | Refining Group [Member] | |||||
Revenues | 6,143.4 | 3,121.8 | 16,364.1 | 9,728.1 | |
Feedstocks and other | Refining Group [Member] | |||||
Revenues | 380.3 | 196.4 | 883.2 | 723 | |
Asphalt and blackoils | Refining Group [Member] | |||||
Revenues | 329.2 | 206.5 | 843 | 577.6 | |
Chemicals | Refining Group [Member] | |||||
Revenues | 240.7 | 81.7 | 665.8 | 240 | |
Lubricants | Refining Group [Member] | |||||
Revenues | $ 79.7 | $ 42.8 | $ 213.6 | $ 139.6 |
INCOME TAXES (Details)
INCOME TAXES (Details) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)subsidiary | Sep. 30, 2020USD ($) | Dec. 31, 2020 | ||
Income Taxes [Line Items] | ||||||
Percentage of ownership in PBF LLC | [1] | 100.00% | 100.00% | 100.00% | ||
Number Of Subsidiaries Acquired | subsidiary | 2 | |||||
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount [Abstract] | ||||||
Current income tax expense | $ 8,300,000 | $ 0 | $ 7,900,000 | $ 400,000 | ||
Deferred income tax expense (benefit) | 12,000,000 | 235,600,000 | 8,500,000 | (1,100,000) | ||
Income tax expense (benefit) | $ 20,300,000 | $ 235,600,000 | $ 16,400,000 | $ (700,000) | ||
Effective tax rate | 25.60% | (129.70%) | 20.00% | 0.10% | ||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 19,600,000 | $ 19,400,000 | $ 60,700,000 | $ 46,700,000 | ||
Noncontrolling interests, as a percent | 20.50% | (145.30%) | 11.50% | 0.10% | ||
Uncertain tax position | $ 0 | $ 0 | ||||
PBF Energy [Member] | Class A Common Stock [Member] | ||||||
Income Taxes [Line Items] | ||||||
Percentage of ownership in PBF LLC | 99.20% | 99.20% | 99.20% | |||
PBF LLC [Member] | ||||||
Effective Income Tax Rate Reconciliation, Other Reconciling Items, Amount [Abstract] | ||||||
Current income tax expense | $ (200,000) | $ 0 | $ (1,300,000) | $ 0 | ||
Deferred income tax expense (benefit) | (1,800,000) | (1,200,000) | (15,600,000) | 8,600,000 | ||
Income tax expense (benefit) | (2,000,000) | (1,200,000) | (16,900,000) | 8,600,000 | ||
Income (Loss) Attributable to Noncontrolling Interest, before Tax | $ 18,900,000 | $ 22,800,000 | $ 60,000,000 | $ 60,300,000 | ||
[1] | Assumes all of the holders of PBF LLC Series A Units exchange their PBF LLC Series A Units for shares of PBF Energy’s Class A common stock on a one-for-one basis. |
FAIR VALUE MEASUREMENTS (Measur
FAIR VALUE MEASUREMENTS (Measured on Recurring Basis) (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Defined Benefit Plan, Plan Assets, Amount | $ 20.9 | $ 21.2 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 88.1 | 9 |
Derivative liability, effect of counter-party netting | (47.7) | (6) |
Derivative Liability | 40.4 | 3 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 88.1 | 2.3 |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | 6.7 |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | 0 |
Catalyst Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 70.4 | 102.5 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Catalyst Obligation [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Catalyst Obligation [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 70.4 | 102.5 |
Catalyst Obligation [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Renewable Energy Credit and Emissions Obligation | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 1,308.8 | 528.1 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Renewable Energy Credit and Emissions Obligation | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Renewable Energy Credit and Emissions Obligation | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 1,308.8 | 528.1 |
Renewable Energy Credit and Emissions Obligation | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Contingent Consideration [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 26.2 | 12.1 |
Derivative liability, effect of counter-party netting | 0 | 0 |
Contingent Consideration [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Contingent Consideration [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 0 | 0 |
Contingent Consideration [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Obligations, Fair Value Disclosure | 26.2 | 12.1 |
Inventory Intermediation Agreement Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | (34.7) | |
Derivative liability, effect of counter-party netting | 0 | |
Derivative Liability | (34.7) | |
Inventory Intermediation Agreement Obligation [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | |
Inventory Intermediation Agreement Obligation [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | (34.7) | |
Inventory Intermediation Agreement Obligation [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative liability, gross carrying value | 0 | |
Money market funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 362.4 | 411.6 |
Money market funds [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 362.4 | 411.6 |
Money market funds [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Money market funds [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Commodity contract [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 47.7 | 6 |
Derivative assets, effect of counter-party netting | (47.7) | (6) |
Derivative assets, net carrying value | 0 | 0 |
Commodity contract [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 46.5 | 2.5 |
Commodity contract [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 1.2 | 3.5 |
Commodity contract [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | $ 0 | 0 |
Inventory Intermediation Agreement Obligation [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 11.3 | |
Derivative assets, effect of counter-party netting | 0 | |
Derivative assets, net carrying value | 11.3 | |
Inventory Intermediation Agreement Obligation [Member] | Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 0 | |
Inventory Intermediation Agreement Obligation [Member] | Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | 11.3 | |
Inventory Intermediation Agreement Obligation [Member] | Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative assets, gross carrying value | $ 0 |
FAIR VALUE MEASUREMENTS (Change
FAIR VALUE MEASUREMENTS (Change in Fair Value at Level 3) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||||
Transfers into Level 3 | $ 0 | $ 0 | $ 0 | $ 0 |
Fair Value, Measurement with Unobservable Inputs Reconciliation, Liability, Transfers out of Level 3 | 0 | 0 | 0 | 0 |
Contingent Consideration [Member] | ||||
Change in Fair Value Measurement Categorized in Level 3 [Roll Forward] | ||||
Balance at beginning of period | 26,100,000 | 40,300,000 | 12,100,000 | 26,100,000 |
Additions | 0 | 0 | 0 | 77,300,000 |
Accretion on discounted liabilities | 0 | 1,000,000 | 0 | 3,800,000 |
Settlements | 0 | 300,000 | (12,100,000) | 700,000 |
Unrealized loss (gain) included in earnings | 100,000 | (29,100,000) | 26,200,000 | (95,400,000) |
Balance at end of period | $ 26,200,000 | $ 12,500,000 | $ 26,200,000 | $ 12,500,000 |
FAIR VALUE MEASUREMENTS (Fair V
FAIR VALUE MEASUREMENTS (Fair Value and Carrying Value of Debt) (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 | |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, Fair value | $ 3,741.4 | $ 3,983.6 | |
Long-term Debt, Gross | 4,444.6 | 4,709.9 | |
Current maturities, Carrying value | (89.1) | (7.4) | |
Current maturities, Fair value | (89.1) | (7.4) | |
Unamortized premium | 1.6 | 2.2 | |
Unamortized deferred financing costs | (39.1) | (51.1) | |
Long-term debt excluding current maturities, Carrying value | 4,318 | 4,653.6 | |
Long-term debt excluding current maturities, Fair value | 3,652.3 | 3,976.2 | |
2025 Senior Secured Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 1,250 | 1,250 |
Long-term debt, Fair value | [1] | 1,119.5 | 1,232.9 |
2028 Senior Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 882.3 | 1,000 |
Long-term debt, Fair value | [1] | 559.6 | 562.5 |
2025 Senior Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 690 | 725 |
Long-term debt, Fair value | [1] | 453.6 | 475.3 |
PBFX Senior Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | 525 | 525 | |
Catalyst Obligation [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [2] | 70.4 | 102.5 |
Long-term debt, Fair value | [2] | 70.4 | 102.5 |
PBF Rail Logistics Company LLC [Member] | Notes Payable to Banks [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [3] | 1.9 | 7.4 |
Long-term debt, Fair value | [3] | 1.9 | 7.4 |
PBF Logistics LP [Member] | PBFX Senior Notes [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term Debt | [1] | 525 | 525 |
Long-term debt, Fair value | [1] | 511.4 | 503 |
Revolving Credit Facility [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term line of credit | [3] | 900 | 900 |
Line of credit, Fair value | [3] | 900 | 900 |
Revolving Credit Facility [Member] | PBF Logistics LP [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term line of credit | [3] | 125 | 200 |
Line of credit, Fair value | [3] | $ 125 | $ 200 |
[1] | The estimated fair value, categorized as a Level 2 measurement, was calculated based on the present value of future expected payments utilizing implied current market interest rates based on quoted prices of the outstanding senior notes. | ||
[2] | Catalyst financing arrangements are valued using a market approach based upon commodity prices for similar instruments quoted in active markets and are categorized as a Level 2 measurement. The Company has elected the fair value option for accounting for its catalyst repurchase obligations as the Company’s liability is directly impacted by the change in fair value of the underlying catalyst. | ||
[3] | The estimated fair value approximates carrying value, categorized as a Level 2 measurement, as these borrowings bear interest based upon short-term floating market interest rates. |
DERIVATIVES (Additional Informa
DERIVATIVES (Additional Information) (Details) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021USD ($)bbl | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)bbl | Sep. 30, 2020USD ($) | Dec. 31, 2020bbl | |
Derivative [Line Items] | |||||
Loss on fair value hedge ineffectiveness | $ | $ 0 | $ 0 | $ 0 | $ 0 | |
Crude Oil and Feedstock Inventory [Member] | Fair Value Hedging [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 0 | 0 | 0 | ||
Intermediates and Refined Products Inventory [Member] | Fair Value Hedging [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 2,679,289 | 2,679,289 | 2,604,736 | ||
Crude Oil Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 18,057,000 | 18,057,000 | 7,183,000 | ||
Refined Product Commodity Contract [Member] | Not Designated as Hedging Instrument [Member] | |||||
Derivative [Line Items] | |||||
Derivative, notional amount, volume | 5,033,400 | 5,033,400 | 2,810,000 |
DERIVATIVES (Fair Value of Deri
DERIVATIVES (Fair Value of Derivative Instruments) (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | Accrued Expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ (34.7) | $ 11.3 |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Accounts Receivable | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset/(Liability) | $ (40.4) | $ (3) |
DERIVATIVES (Gain (Loss) Recogn
DERIVATIVES (Gain (Loss) Recognized in Income) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain (Loss) on Fair Value Hedge Ineffectiveness, Net | $ 0 | $ 0 | $ 0 | $ 0 |
Designated as Hedging Instrument [Member] | Inventory Intermediation Agreement Obligation [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | (3,800,000) | (6,600,000) | (46,000,000) | 19,100,000 |
Designated as Hedging Instrument [Member] | Intermediates and Refined Products Inventory [Member] | Cost of Sales [Member] | Fair Value Hedging [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | 3,800,000 | 6,600,000 | 46,000,000 | (19,100,000) |
Not Designated as Hedging Instrument [Member] | Commodity Contract [Member] | Cost of Sales [Member] | ||||
Derivative Instruments, Gain (Loss) [Line Items] | ||||
Gain or (Loss) Recognized in Income on Derivatives | $ (33,200,000) | $ (9,100,000) | $ (67,700,000) | $ 55,900,000 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021USD ($)refinery | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)reportable_segmentrefinerysegment | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | ||
Segment Reporting Information [Line Items] | ||||||
Number of reportable segments | reportable_segment | 2 | |||||
Number Of Operating Refineries | refinery | 6 | 6 | ||||
Number of Operating Segments | segment | 2 | |||||
Revenues | $ 7,186.7 | $ 3,667.5 | $ 19,009.4 | $ 11,460.8 | ||
Cost, Depreciation, Amortization and Depletion | 116.2 | 133 | 348.6 | 377.7 | ||
Income (loss) from operations | 100.9 | (342.7) | 306.1 | (1,088.7) | ||
Interest expense, net | 82 | 70.4 | 243.1 | 185.1 | ||
Capital Expenditures | 87.6 | 56.7 | 227.2 | 1,519.7 | ||
Assets | 11,844.2 | 11,844.2 | $ 10,499.8 | |||
Acquisition of Martinez refinery | 0 | (1,176.2) | ||||
Intersegment Eliminations [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | (75.5) | (70.7) | (226.5) | (218.7) | ||
Cost, Depreciation, Amortization and Depletion | 0 | 0 | 0 | 0 | ||
Income (loss) from operations | 0 | 0 | 0 | 0 | ||
Interest expense, net | 0 | 0 | 0 | 0 | ||
Capital Expenditures | 0 | 0 | 0 | 0 | ||
Assets | (63.2) | (63.2) | (53.2) | |||
Refining Group [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 7,173.3 | 3,649.2 | 18,969.7 | 11,408.3 | ||
Cost, Depreciation, Amortization and Depletion | 103 | 115.9 | 310 | 332.4 | ||
Income (loss) from operations | 116.7 | (367) | 349.4 | (1,138.8) | ||
Interest expense, net | 3.7 | (0.8) | 7.2 | 0.7 | ||
Capital Expenditures | 83.1 | 53 | 216.4 | 1,500.9 | [1] | |
Assets | 10,947.4 | 10,947.4 | 9,565 | |||
PBF Logistics LP [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 88.9 | 89 | 266.2 | 271.2 | ||
Cost, Depreciation, Amortization and Depletion | 9.8 | 14.4 | 28.5 | 36.9 | ||
Income (loss) from operations | 47.1 | 55.6 | 142.8 | 153.4 | ||
Interest expense, net | 10.4 | 11.5 | 31.8 | 37 | ||
Capital Expenditures | 3.4 | 1.7 | 6.9 | 9.6 | ||
Assets | 910.6 | 910.6 | 933.6 | |||
Corporate Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 0 | 0 | 0 | 0 | ||
Cost, Depreciation, Amortization and Depletion | 3.4 | 2.7 | 10.1 | 8.4 | ||
Income (loss) from operations | (62.9) | (31.3) | (186.1) | (103.3) | ||
Interest expense, net | 67.9 | 59.7 | 204.1 | 147.4 | ||
Capital Expenditures | 1.1 | 2 | 3.9 | 9.2 | ||
Assets | 49.4 | 49.4 | 54.4 | |||
PBF LLC [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 7,186.7 | 3,667.5 | 19,009.4 | 11,460.8 | ||
Cost, Depreciation, Amortization and Depletion | 116.2 | 133 | 348.6 | 377.7 | ||
Income (loss) from operations | 101.3 | (342.5) | 307.7 | (1,088.2) | ||
Interest expense, net | 84.8 | 73 | 250.9 | 192.8 | ||
Capital Expenditures | 87.6 | 56.7 | 227.2 | 1,519.7 | ||
Assets | 11,842.5 | 11,842.5 | 10,497.7 | |||
Acquisition of Martinez refinery | 0 | (1,176.2) | ||||
PBF LLC [Member] | Intersegment Eliminations [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | (75.5) | (70.7) | (226.5) | (218.7) | ||
Cost, Depreciation, Amortization and Depletion | 0 | 0 | 0 | 0 | ||
Income (loss) from operations | 0 | 0 | 0 | 0 | ||
Interest expense, net | 0 | 0 | 0 | 0 | ||
Capital Expenditures | 0 | 0 | 0 | 0 | ||
Assets | (63.2) | (63.2) | (53.2) | |||
PBF LLC [Member] | Refining Group [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 7,173.3 | 3,649.2 | 18,969.7 | 11,408.3 | ||
Cost, Depreciation, Amortization and Depletion | 103 | 115.9 | 310 | 332.4 | ||
Income (loss) from operations | 116.7 | (367) | 349.4 | (1,138.8) | ||
Interest expense, net | 3.7 | (0.8) | 7.2 | 0.7 | ||
Capital Expenditures | 83.1 | 53 | 216.4 | 1,500.9 | [1] | |
Assets | 10,947.4 | 10,947.4 | 9,565 | |||
PBF LLC [Member] | PBF Logistics LP [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 88.9 | 89 | 266.2 | 271.2 | ||
Cost, Depreciation, Amortization and Depletion | 9.8 | 14.4 | 28.5 | 36.9 | ||
Income (loss) from operations | 47.1 | 55.6 | 142.8 | 153.4 | ||
Interest expense, net | 10.4 | 11.5 | 31.8 | 37 | ||
Capital Expenditures | 3.4 | 1.7 | 6.9 | 9.6 | ||
Assets | 910.6 | 910.6 | 933.6 | |||
PBF LLC [Member] | Corporate Segment [Member] | ||||||
Segment Reporting Information [Line Items] | ||||||
Revenues | 0 | 0 | 0 | 0 | ||
Cost, Depreciation, Amortization and Depletion | 3.4 | 2.7 | 10.1 | 8.4 | ||
Income (loss) from operations | (62.5) | (31.1) | (184.5) | (102.8) | ||
Interest expense, net | 70.7 | 62.3 | 211.9 | 155.1 | ||
Capital Expenditures | 1.1 | $ 2 | 3.9 | $ 9.2 | ||
Assets | $ 47.7 | $ 47.7 | $ 52.3 | |||
[1] | The Refining segment includes capital expenditures of $1,176.2 million for the acquisition of the Martinez refinery in the first quarter of 2020. |
NET INCOME (LOSS) PER SHARE O_3
NET INCOME (LOSS) PER SHARE OF PBF ENERGY (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | ||
Basic Earnings Per Share: | |||||
Net income attributable to PBF Energy | $ 59.1 | $ (417.2) | $ 65.7 | $ (1,094) | |
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | $ 0 | $ 0 | $ 0 | $ 0.1 | |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | [1] | 120,268,046 | 119,684,030 | 120,230,369 | 119,561,388 |
Basic net income attributable to PBF Energy per Class A common share (in usd per share) | $ 0.49 | $ (3.49) | $ 0.55 | $ (9.15) | |
Net Income (Loss) Available to Common Stockholders, Basic | $ 59.1 | $ (417.2) | $ 65.7 | $ (1,094.1) | |
Diluted Earnings Per Share: | |||||
Plus: Net income attributable to noncontrolling interest | [1] | 0.7 | 0 | 0.7 | (13.6) |
Less: Income tax on net income attributable to noncontrolling interest | [1] | (0.2) | 0 | (0.2) | 3.6 |
Numerator for diluted net income per Class A common share | [1] | $ 59.6 | $ (417.2) | $ 66.2 | $ (1,104.1) |
Denominator for basic net income per Class A common share-weighted average shares (in shares) | [1] | 120,268,046 | 119,684,030 | 120,230,369 | 119,561,388 |
Effect of dilutive securities: | |||||
Conversion of PBF LLC Series A Units (in shares) | [2] | 994,192 | 0 | 989,314 | 1,066,849 |
Effect of dilutive securities on common stock equivalents (in shares) | [2] | 91,851 | 0 | 387,524 | 0 |
Denominator for diluted net income (loss) per PBF Energy Class A common share-adjusted weighted average shares (in shares) | 121,354,089 | 119,684,030 | 121,607,207 | 120,628,237 | |
Diluted net income attributable to PBF Energy per Class A common share (in usd per share) | $ 0.49 | $ (3.49) | $ 0.54 | $ (9.15) | |
Statutory tax rate | 26.60% | 26.30% | 26.60% | 26.30% | |
Stock Options [Member] | |||||
Effect of dilutive securities: | |||||
Antidilutive common stock excluded from computation of dilutive earnings per share (in shares) | 11,113,779 | 12,358,105 | 11,041,279 | 12,152,756 | |
[1] | The diluted earnings per share calculation generally assumes the conversion of all outstanding PBF LLC Series A Units to PBF Energy Class A common stock. The net income (loss) attributable to PBF Energy used in the numerator of the diluted earnings per share calculation is adjusted to reflect the net income (loss), as well as the corresponding income tax expense (benefit) (based on a 26.6% estimated annualized statutory corporate tax rate for the three and nine months ended September 30, 2021 and a 26.3% estimated annualized statutory corporate tax rate for the three and nine months ended September 30, 2020), attributable to the converted units. | ||||
[2] | Represents an adjustment to weighted-average diluted shares outstanding to assume the full exchange of common stock equivalents, including options and warrants for PBF LLC Series A Units and performance share units and options for shares of PBF Energy Class A common stock as calculated under the treasury stock method (to the extent the impact of such exchange would not be anti-dilutive). Common stock equivalents exclude the effects of performance share units and options and warrants to purchase 11,113,779 and 11,041,279 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three and nine months ended September 30, 2021, respectively. Common stock equivalents exclude the effects of performance share units and options and warrants to purchase 12,358,105 and 12,152,756 shares of PBF Energy Class A common stock and PBF LLC Series A units because they are anti-dilutive for the three and nine months ended September 30, 2020, respectively. For periods showing a net loss, all common stock equivalents and unvested restricted stock are considered anti-dilutive. |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) $ / shares in Units, $ in Millions | Oct. 28, 2021 | Oct. 31, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 |
Subsequent Event [Line Items] | |||||||
Repayments of Long-term Debt | $ 90.9 | ||||||
Gain (loss) on extinguishment of debt | $ 60.3 | $ 0 | 60.3 | $ (22.2) | |||
Settlement of precious metal catalyst obligations | $ 18.5 | $ 8.8 | |||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Extinguishment of Debt, Amount | $ 76.3 | ||||||
Repayments of Long-term Debt | $ 55.9 | ||||||
Gain (loss) on extinguishment of debt | $ 20 | ||||||
Settlement of precious metal catalyst obligations | $ 10.9 | ||||||
Subsequent Event [Member] | PBF Logistics LP [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Cash distribution (in dollars per share) | $ 0.30 |