Par Pacific (PARR) 10-Q 4 Nov 16 2016 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Oct. 28, 2016
Document and Entity Information:
Entity Registrant Name	PAR PACIFIC HOLDINGS, INC.
Document Type	10-Q
Document Period End Date	Sep. 30, 2016
Amendment Flag	false
Entity Central Index Key	821,483
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding (in shares)		45,506,173
Entity Filer Category	Accelerated Filer
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q3

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Current assets
Cash and cash equivalents	$ 56,254	$ 167,788
Restricted cash	11,246	748
Trade accounts receivable	81,989	68,342
Inventories	196,951	219,437
Prepaid and other current assets	43,160	75,437
Total current assets	389,600	531,752
Property and equipment
Property, plant and equipment	497,212	220,863
Proved oil and gas properties, at cost, successful efforts method of accounting	1,122	1,122
Total property and equipment	498,334	221,985
Less accumulated depreciation and depletion	(41,741)	(26,845)
Property and equipment, net	456,593	195,140
Long-term assets
Investment in Laramie Energy, LLC	116,044	76,203
Intangible assets, net	30,739	34,368
Goodwill	104,004	41,327
Other long-term assets	47,530	13,471
Total assets	1,144,510	892,261
Current liabilities
Current maturities of long-term debt	23,486	11,000
Obligations under inventory financing agreements	237,944	237,709
Accounts payable	52,860	27,428
Current portion of contingent consideration	17	19,880
Other accrued liabilities	70,887	69,023
Total current liabilities	385,194	365,040
Long-term liabilities
Long-term debt, net of current maturities	357,300	154,212
Common stock warrants	4,619	8,096
Contingent consideration	0	7,701
Long-term capital lease obligations	1,498	1,175
Other liabilities	43,806	15,426
Total liabilities	792,417	551,650
Commitments and contingencies
Stockholders’ equity
Preferred stock, $0.01 par value: 3,000,000 shares authorized, none issued	0	0
Common stock, $0.01 par value; 500,000,000 shares authorized at September 30, 2016 and December 31, 2015, 45,509,029 shares and 41,009,924 shares issued at September 30, 2016 and December 31, 2015, respectively	455	410
Additional paid-in capital	586,124	515,165
Accumulated deficit	(234,486)	(174,964)
Total stockholders’ equity	352,093	340,611
Total liabilities and stockholders’ equity	$ 1,144,510	$ 892,261

CONDENSED CONSOLIDATED BALANCE3

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2016	Dec. 31, 2015
Statement of Financial Position [Abstract]
Preferred stock, par value (in usd per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	3,000,000	3,000,000
Preferred stock, shares issued (in shares)	0	0
Common stock, par value (in usd per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	500,000,000	500,000,000
Common stock, shares issued (in shares)	45,509,029	41,009,924

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Revenues
Revenues	$ 510,305	$ 495,503	$ 1,301,909	$ 1,622,873
Operating expenses
Cost of revenues (excluding depreciation)	459,296	405,153	1,166,347	1,387,690
Operating expense (excluding depreciation)	51,230	38,047	125,191	102,798
Lease operating expense	10	1,575	134	4,614
Depreciation, depletion and amortization	9,643	4,596	19,839	12,852
Impairment expense	0	9,639	0	9,639
General and administrative expense	9,863	9,939	31,654	31,878
Acquisition and integration expense	2,047	280	3,563	1,811
Total operating expenses	532,089	469,229	1,346,728	1,551,282
Operating income (loss)	(21,784)	26,274	(44,819)	71,591
Other income (expense)
Interest expense and financing costs, net	(11,232)	(4,387)	(21,951)	(15,769)
Loss on termination of financing agreements	0	0	0	(19,229)
Other income (expense), net	(56)	(45)	60	(199)
Change in value of common stock warrants	657	(1,023)	3,477	(2,732)
Change in value of contingent consideration	1,025	(4,255)	10,753	(18,679)
Equity earnings (losses) from Laramie Energy, LLC	3,659	(1,355)	(15,159)	(6,131)
Total other income (expense), net	(5,947)	(11,065)	(22,820)	(62,739)
Income (loss) before income taxes	(27,731)	15,209	(67,639)	8,852
Income tax benefit (expense)	(30)	(469)	8,117	18,073
Net income (loss)	$ (27,761)	$ 14,740	$ (59,522)	$ 26,925
Earnings (loss) per share
Income (loss) per common share, basic (USD per share)	$ (0.67)	$ 0.39	$ (1.44)	$ 0.72
Income (loss) per common share, diluted (USD per share)	$ (0.67)	$ 0.39	$ (1.44)	$ 0.72
Weighted-average number of shares outstanding
Basic (in shares)	41,580	37,390	41,309	37,304
Diluted (in shares)	41,580	37,400	41,309	37,331

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Cash flows from operating activities:
Net income (loss)	$ (59,522)	$ 26,925
Adjustments to reconcile net income (loss) to cash provided by (used in) operating activities:
Depreciation, depletion and amortization	19,839	12,852
Impairment expense	0	9,639
Loss on termination of financing agreements	0	19,229
Non-cash interest expense	11,426	10,885
Change in value of common stock warrants	(3,477)	2,732
Change in value of contingent consideration	(10,753)	18,679
Deferred taxes	(8,565)	(18,073)
Stock-based compensation	5,103	4,040
Unrealized loss (gain) on derivative contracts	(5,804)	4,786
Equity losses from Laramie Energy, LLC	15,159	6,131
Net changes in operating assets and liabilities:
Trade accounts receivable	3,233	42,432
Prepaid and other assets	29,258	(851)
Inventories	50,390	19,382
Deferred turnaround expenditures	(34,969)	0
Obligations under inventory financing agreements	(11,795)	19,719
Accounts payable and other accrued liabilities	(35,941)	(34,161)
Contingent consideration	(4,830)	0
Net cash provided by (used in) operating activities	(41,248)	144,346
Cash flows from investing activities
Acquisition of Wyoming Refining Company, net of cash acquired	(209,183)	0
Acquisition of Par Hawaii, Inc., net of cash acquired	0	(64,360)
Capital expenditures	(19,276)	(15,857)
Proceeds from sale of assets	2,323	0
Change in restricted cash	(10,000)	0
Investment in Laramie Energy, LLC	(55,000)	(27,529)
Net cash used in investing activities	(291,136)	(107,746)
Cash flows from financing activities
Proceeds from sale of common stock, net of offering costs	49,315	539
Proceeds from borrowings	301,782	90,900
Repayments of borrowings	(137,791)	(114,164)
Net borrowings (repayments) on deferred payment arrangement	26,654	(8,492)
Payment of deferred loan costs	(6,805)	(5,941)
Purchase of common stock for retirement	(325)	0
Contingent consideration settlements	(11,980)	0
Proceeds from inventory financing agreements	0	271,000
Payments for termination of supply and exchange agreements	0	(257,811)
Net cash provided by (used in) financing activities	220,850	(23,969)
Net increase (decrease) in cash and cash equivalents	(111,534)	12,631
Cash at beginning of period	167,788	89,210
Cash at end of period	56,254	101,841
Supplemental cash flow information:
Cash received (paid) for interest	(7,573)	(4,224)
Cash received (paid) for taxes	139	357
Non-cash investing and financing activities:
Accrued capital expenditures	2,583	2,852
Value of warrants and debt reclassified to equity	$ 3,084	$ 7,730

Overview

Overview	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Overview	Note 1—Overview Par Pacific Holdings, Inc. and its wholly-owned subsidiaries ("Par" or the "Company") own, manage and maintain interests in energy and infrastructure businesses. Currently, we operate in three primary business segments: 1) Refining - Our refinery in Kapolei, Hawaii produces ultra-low sulfur diesel, gasoline, jet fuel, marine fuel and other associated refined products primarily for consumption in Hawaii. Our refinery in Newcastle, Wyoming produces gasoline, ultra-low sulfur diesel, jet fuel and other associated refined products that are primarily marketed in Wyoming and South Dakota. 2) Retail - Our retail outlets sell gasoline, diesel and retail merchandise throughout the island of Oahu as well as the neighboring islands of Maui, Hawaii and Kauai. Our retail network includes "Hele," Tesoro and "76" branded retail sites, unmanned cardlock stations, company-operated convenience stores, sites operated in cooperation with 7-Eleven and other sites operated by third parties. We recently completed the rebranding of 30 out of 97 gas stations in Hawaii to "Hele," a new proprietary brand. 3) Logistics - We own and operate terminals, pipelines, a single-point mooring ("SPM") and trucking operations to distribute refined products throughout the island of Oahu as well as the neighboring islands of Maui, Hawaii, Molokai and Kauai. We own and operate a crude oil pipeline gathering system and related storage facilities in Wyoming and a refined products pipeline that transports product from our Wyoming refinery to a common carrier with access to Rapid City, South Dakota. Our Wyoming operations also include storage, loading racks and a rail siding at the refinery site. We also own and operate a jet fuel storage facility and pipeline that serve the Ellsworth Air Force Base in South Dakota. We also own a 42.3% equity investment in Laramie Energy, LLC (" Laramie Energy "). Laramie Energy develops and produces primarily natural gas, with operations and assets concentrated in the Piceance and Mancos Basins in Western Colorado. In addition to the three operating segments described above, we have two additional reportable segments: (i) Texadian and (ii) Corporate and Other. Texadian focuses on sourcing, marketing, transporting and distributing crude oil and refined products in the United States ("U.S.") and Canada. Corporate and Other includes administrative costs and several small non-operated oil and gas interests that were owned by our predecessor.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 2—Summary of Significant Accounting Policies Principles of Consolidation and Basis of Presentation The condensed consolidated financial statements include the accounts of Par Pacific Holdings, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain amounts previously reported in our condensed consolidated financial statements for prior periods have been reclassified to conform to the current presentation. The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. ("GAAP") for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and notes required by GAAP for complete consolidated financial statements. The condensed consolidated financial statements contained in this report include all material adjustments of a normal recurring nature that, in the opinion of management, are necessary for a fair presentation of the results for the interim periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the complete fiscal year or for any other period. The condensed consolidated balance sheet as of December 31, 2015 was derived from our audited consolidated financial statements as of that date. These condensed consolidated financial statements should be read together with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015 . Use of Estimates The preparation of our condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the related disclosures. Actual amounts could differ from these estimates. Deferred Turnaround Costs Refinery turnaround costs, which are incurred in connection with planned major maintenance activities at our refineries, are deferred and amortized on a straight-line basis over the period of time estimated until the next planned turnaround (generally three to five years ). During the nine months ended September 30, 2016, we recognized deferred turnaround costs of approximately $35.0 million . Deferred turnaround costs are presented within Other long-term assets on our condensed consolidated balance sheets. Recent Accounting Pronouncements There have been no developments to recent accounting pronouncements, including the expected dates of adoption and estimated effects on our financial condition, results of operations and cash flow, from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2015, except for the following: In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (“ASU 2016-08”). This ASU clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ("ASU 2016-10"). This ASU amends the guidance on identifying performance obligations and the implementation guidance on licensing. In May 2016, the FASB issued ASU No. 2016-11, Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting (SEC Update) ("ASU 2016-11"). The amendments in ASU 2016-11 rescind certain SEC Staff Observer comments that are codified in Topic 605, Revenue Recognition, and Topic 932, Extractive Activities—Oil and Gas, effective upon adoption of Topic 606. In addition, as a result of the amendments in ASU 2014-16, the SEC staff is rescinding its SEC Staff Announcement, “Determining the Nature of a Host Contract Related to a Hybrid Instrument Issued in the Form of a Share under Topic 815,” effective concurrently with Update 2014-16. In May 2016, the FASB also issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ("ASU 2016-12"). The amendments in this ASU improve guidance on assessing collectibility, presentation of sales taxes and other similar taxes, noncash consideration and completed contracts and contract modifications at transition. The effective dates for these ASUs are the same as the effective date for ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted for interim and annual periods beginning after December 15, 2016. ASU 2014-09 allows for either full retrospective adoption or modified retrospective adoption. We are in the process of determining the method of adoption and the impact this guidance will have on our financial condition, results of operations and cash flows. In March 2016, the FASB issued ASU No. 2016-07, Investments-Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting ("ASU 2016-07"). ASU 2016-07 simplifies the equity method of accounting by eliminating the requirement to retrospectively apply the equity method to an investment that subsequently qualifies for such accounting as a result of an increase in the level of ownership interest or degree of influence. Consequently, when an investment qualifies for the equity method (as a result of an increase in the level of ownership interest or degree of influence), the cost of acquiring the additional interest in the investee would be added to the current basis of the investor’s previously held interest and the equity method would be applied subsequently from the date on which the investor obtains the ability to exercise significant influence over the investee. ASU 2016-07 is effective for interim periods and fiscal years beginning after December 15, 2016, and early application is permitted. We do not expect the adoption of ASU 2016-07 to have a material impact on our financial condition, results of operations or cash flows. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. ASU 2016-09 is effective for interim periods and fiscal years beginning after December 15, 2016. Early application is permitted and requires that adjustments be reflected as of the beginning of the fiscal year that includes the interim period of adoption. We are in the process of determining the method of adoption and the impact this guidance will have on our financial condition, results of operations and cash flows. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments–Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). The amendments in ASU 2016-13 require financial assets measured at amortized cost basis to be presented as the net amount expected to be collected, which includes a reduction for any expected credit losses. Expected credit losses are to be estimated based on relevant information about past events and reasonable and supportable forecasts. The amendments are effective for interim periods and fiscal years beginning after December 15, 2019, with early adoption permitted for interim periods and fiscal years beginning after December 15, 2018. We do not expect the adoption of ASU 2016-13 to have a material impact on our financial condition, results of operations or cash flows. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The primary purpose of this ASU is to reduce the diversity in practice relating to eight specific cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and separately identifiable cash flows and application of the predominance principle. The guidance in this ASU is effective for fiscal years and interim periods beginning after December 15, 2017, with early adoption permitted. The new guidance must be applied using a retrospective transition method. We do not expect the adoption of ASU 2016-15 to have a material impact on our financial condition, results of operations or cash flows.

Investment in Laramie Energy, L

Investment in Laramie Energy, LLC	9 Months Ended
	Sep. 30, 2016
Equity Method Investments and Joint Ventures [Abstract]
Investment in Laramie Energy, LLC	Note 3—Investment in Laramie Energy, LLC We have a 42.3% ownership interest in Laramie Energy , a joint venture entity focused on developing and producing natural gas in Garfield, Mesa and Rio Blanco Counties, Colorado. Laramie Energy has a $400 million revolving credit facility secured by a lien on its natural gas and oil properties and related assets with a borrowing base currently set at $170 million . As of September 30, 2016 , the balance outstanding on the revolving credit facility was approximately $114 million . We are guarantors of Laramie Energy 's credit facility, with recourse limited to the pledge of our equity interest of our wholly-owned subsidiary, Par Piceance Energy Equity, LLC. Under the terms of its credit facility, Laramie Energy is generally prohibited from making future cash distributions to its owners, including us. On March 1, 2016 , Laramie Energy acquired and assumed operatorship of certain properties in the Piceance Basin for $157.5 million , subject to customary purchase price adjustments ("Laramie Purchase"). In connection with the Laramie Purchase, we acquired additional membership interests of Laramie Energy for an aggregate cash purchase price of $55 million . As a result of this transaction, our ownership interest in Laramie Energy increased from 32.4% to 42.3% . The change in our equity investment in Laramie Energy is as follows (in thousands): Nine Months Ended September 30, 2016 Beginning balance $ 76,203 Equity losses from Laramie (19,455 ) Accretion of basis difference 4,296 Investments 55,000 Ending balance $ 116,044 Summarized financial information for Laramie Energy is as follows (in thousands): September 30, 2016 December 31, 2015 Current assets $ 9,302 $ 8,511 Non-current assets 651,868 514,206 Current liabilities 39,097 18,158 Non-current liabilities 179,899 98,624 Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Natural gas and oil revenues $ 31,091 $ 11,464 $ 68,513 $ 32,687 Loss from operations (4,929 ) (6,201 ) (28,282 ) (21,487 ) Net income (loss) 5,056 (4,717 ) (41,183 ) (20,126 ) The net income (loss) for the three and nine months ended September 30, 2016 includes $13.5 million and $34.1 million of depreciation, depletion and amortization ("DD&A") expense and $12.7 million of unrealized gain and $16.8 million of unrealized loss on derivative instruments, respectively. The net loss for the three and nine months ended September 30, 2015 includes $7.5 million and $23.3 million of DD&A expense and $0.7 million and $5.1 million of unrealized losses on derivative instruments, respectively. As of September 30, 2016 and December 31, 2015 , our equity in the underlying net assets of Laramie Energy exceeded the carrying value of our investment by approximately $70.3 million and $55.4 million , respectively. This difference arose primarily due to an other-than-temporary impairment of our equity investment in Laramie Energy in 2015 and our recent increase in ownership. We attributed this difference to natural gas and crude oil properties and are amortizing the difference over 15 years based on the estimated timing of production of proved reserves.

Acquisitions

Acquisitions	9 Months Ended
	Sep. 30, 2016
Business Combinations [Abstract]
Acquisitions	Note 4—Acquisitions Wyoming Refining Company Acquisition On June 14, 2016 , Par Wyoming, LLC, a wholly-owned subsidiary of Par, entered into a unit purchase agreement (the “Purchase Agreement”) with Black Elk Refining, LLC to purchase all of the issued and outstanding units representing the membership interests in Hermes Consolidated, LLC (d/b/a Wyoming Refining Company ) and indirectly Wyoming Refining Company ’s wholly-owned subsidiary, Wyoming Pipeline Company, LLC (collectively, “ Wyoming Refining ”) (the " WRC Acquisition "). Wyoming Refining owns and operates a refinery and related logistics assets in Newcastle, Wyoming . On July 14, 2016 , we completed the WRC Acquisition for cash consideration of $209.4 million , including a deposit of $5 million paid in June 2016 and assumed $58.0 million of debt. The consideration was paid with funds received from the issuance of our 2.50% convertible subordinated bridge notes (the "Bridge Notes"), cash on hand, which included the net proceeds from our issuance and sale of an aggregate of $115 million principal amount of 5.00% convertible senior notes due 2021 (the " 5.00% Convertible Senior Notes ") and the issuance of a $65 million secured term loan by Par Wyoming Holdings, LLC (the " Par Wyoming Holdings Credit Agreement "). Please read Note 9—Debt for further information on the Bridge Notes, the 5.00% Convertible Senior Notes and the Par Wyoming Holdings Credit Agreement . We accounted for the WRC Acquisition as a business combination whereby the purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values on the date of the acquisition. Goodwill recognized in the transaction was attributable to opportunities expected to arise from combining our operations with Wyoming Refining and utilization of our net operating loss carryforwards, as well as other intangible assets that do not qualify for separate recognition. A summary of the preliminary estimated fair value of the assets acquired and liabilities assumed in the WRC Acquisition is as follows (in thousands): Cash $ 183 Accounts receivable 16,880 Inventories 27,904 Prepaid and other assets 1,304 Property, plant and equipment 258,095 Goodwill (1) 63,266 Total assets (2) 367,632 Accounts payable and other current liabilities (57,861 ) Wyoming Refining Senior Secured Revolver (10,100 ) Wyoming Refining Senior Secured Term Loan (58,036 ) Other non-current liabilities (32,269 ) Total liabilities (158,266 ) Total $ 209,366 ______________________________________________ (1) We allocated $41.6 million and $21.7 million of goodwill to our refining and logistics segments, respectively. (2) We allocated $295.9 million and $71.7 million of total assets to our refining and logistics segments, respectively. We have recorded a preliminary estimate of the fair value of the assets acquired and liabilities assumed and expect to finalize the purchase price allocation during 2017. The primary areas of the purchase price allocation that are not yet finalized relate to income taxes and environmental liabilities. The results of operations of Wyoming Refining were included in our results beginning July 14, 2016 . For the three and nine months ended September 30, 2016 , our results of operations included revenues of $83.9 million and net income of $1.4 million related to Wyoming Refining. The following unaudited pro forma financial information presents our consolidated revenues and net income (loss) as if the WRC Acquisition had been completed on January 1, 2015 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenues $ 522,163 $ 598,211 $ 1,463,101 $ 1,889,449 Net income (loss) (26,384 ) 22,651 (64,926 ) 36,915 Earnings (loss) per share Basic $ (0.58 ) $ 0.58 $ (1.43 ) $ 0.99 Diluted $ (0.58 ) $ 0.49 $ (1.43 ) $ 0.85 Mid Pac Acquisition On April 1, 2015 , we completed the acquisition of Par Hawaii Inc., a Hawaii corporation ("PHI," formerly Koko’oha Investments, Inc.), which owns 100% of the outstanding membership interests in Mid Pac Petroleum, LLC, a Delaware limited liability company (“ Mid Pac ”). Net cash consideration was $74.4 million , including a working capital settlement of $1.0 million paid in September 2015. In connection with the acquisition, Mid Pac 's pre-existing debt was fully repaid on the closing date for $45.3 million . The acquisition and debt repayment were funded with cash on hand and $55 million of borrowings under a Credit Agreement with the Bank of Hawaii (" Mid Pac Credit Agreement"). We accounted for the acquisition of Mid Pac as a business combination whereby the purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values on the date of acquisition. Goodwill recognized in the transaction was attributable to opportunities expected to arise from combining our operations with Mid Pac 's and utilization of our net operating loss carryforwards, as well as other intangible assets that do not qualify for separate recognition. In addition, we recorded certain other identifiable intangible assets including trade names and customer relationships. These intangible assets will be amortized over their estimated useful lives on a straight line basis, which approximates their consumptive life. During the three months ended March 31, 2016, the purchase price allocation was adjusted to record an increase to tax receivables and a decrease to goodwill of approximately $0.6 million . The tax receivable of $0.6 million relates to periods prior to the Mid Pac acquisition and was recorded in connection with a tax refund received by Mid Pac in March 2016. We finalized the Mid Pac acquisition purchase price allocation as of March 31, 2016. The results of operations of Mid Pac were included in our refining, retail and logistics results beginning April 1, 2015 . For the nine months ended September 30, 2016 , our results of operations included revenues of $131.9 million and net income of $8.5 million related to Mid Pac. The following unaudited pro forma financial information presents our consolidated revenues and net income as if the Mid Pac acquisition had been completed on January 1, 2014 (in thousands): Nine Months Ended September 30, 2015 Revenues $ 1,649,915 Net income 10,069 The results of operations of Mid Pac for the three months ended September 30, 2015 and the three and nine months ended September 30, 2016 are included in our condensed consolidated statements of operations for the entire period; therefore, the pro forma financial information for the three months ended September 30, 2015 and the three and nine months ended September 30, 2016 are not presented in the table above.

Inventories

Inventories	9 Months Ended
	Sep. 30, 2016
Inventory Disclosure [Abstract]
Inventories	Note 5—Inventories Inventories at September 30, 2016 consisted of the following (in thousands): Titled Inventory Supply and Offtake Agreements (1) Total Crude oil and feedstocks $ 12,117 $ 47,852 $ 59,969 Refined products and blendstock 37,749 79,297 117,046 Warehouse stock and other 19,936 — 19,936 Total $ 69,802 $ 127,149 $ 196,951 Inventories at December 31, 2015 consisted of the following (in thousands): Titled Inventory Supply and Offtake Agreements (1) Total Crude oil and feedstocks $ 18,404 $ 68,126 $ 86,530 Refined products and blendstock 28,023 87,608 115,631 Warehouse stock and other 17,276 — 17,276 Total $ 63,703 $ 155,734 $ 219,437 ________________________________________________________ (1) Please read Note 8—Inventory Financing Agreements for further information. We did not recognize a reserve for lower of cost or net realizable value of inventory as of September 30, 2016 . The reserve for the lower of cost or net realizable value of inventory was $ 23.7 million as of December 31, 2015 .

Prepaid and Other Current Asset

Prepaid and Other Current Assets	9 Months Ended
	Sep. 30, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid and Other Current Assets	Note 6—Prepaid and Other Current Assets Prepaid and other current assets at September 30, 2016 and December 31, 2015 consisted of the following (in thousands): September 30, 2016 December 31, 2015 Advances to suppliers for crude oil purchases $ 33,626 $ 36,247 Collateral posted with broker for derivative instruments 5,944 20,926 Prepaid insurance 13 6,773 Derivative assets — 4,577 Other 3,577 6,914 Total $ 43,160 $ 75,437

Goodwill

Goodwill	9 Months Ended
	Sep. 30, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Note 7—Goodwill During the nine months ended September 30, 2016 , the change in the carrying amount of goodwill was as follows (in thousands): Balance at beginning of period $ 41,327 Acquisition of Wyoming Refining Company (1) 63,266 Mid Pac acquisition purchase price allocation adjustments (1) (589 ) Balance at end of period $ 104,004 _________________________________________________________ (1) Please read Note 4—Acquisitions for further information.

Inventory Financing Agreements

Inventory Financing Agreements	9 Months Ended
	Sep. 30, 2016
Other Commitments [Abstract]
Inventory Financing Agreements	Note 8—Inventory Financing Agreements Supply and Offtake Agreements On June 1, 2015, we entered into several agreements with J. Aron & Company ("J. Aron") to support the operations of our Hawaii refinery (the "Supply and Offtake Agreements"). The Supply and Offtake Agreements have a term of three years with two one -year extension options upon mutual agreement of the parties. During the term of the Supply and Offtake Agreements, we and J. Aron will identify mutually acceptable contracts for the purchase of crude oil from third parties. Per the Supply and Offtake Agreements, J. Aron will provide up to 94 thousand barrels per day of crude oil to our Hawaii refinery. Additionally, we agreed to sell and J. Aron agreed to buy, at market prices, refined products produced at our Hawaii refinery. We will then repurchase the refined products from J. Aron prior to selling the refined products to our retail operations or to third parties. The agreements also provide for the lease of crude oil and certain refined product storage facilities to J. Aron. Following expiration or termination of the Supply and Offtake Agreements, we are obligated to purchase the crude oil and refined product inventories then owned by J. Aron and located at the leased storage facilities at then-current market prices. Our obligations under the Supply and Offtake Agreements are secured by a security interest on substantially all of the assets of our subsidiary Par Hawaii Refining, LLC ("PHR"), a security interest on the equity interests held by our wholly-owned subsidiary, Par Petroleum, LLC, in PHR and a mortgage whereby PHR granted to J. Aron a lien on all real property and improvements owned by PHR, including our Hawaii refinery. While title to the crude oil and certain refined product inventories will reside with J. Aron, the Supply and Offtake Agreements will be accounted for similar to a product financing arrangement; therefore, the crude oil and refined products inventories will continue to be included on our condensed consolidated balance sheet until processed and sold to a third party. Each reporting period, we record a liability in an amount equal to the amount we expect to pay to repurchase the inventory held by J. Aron based on current market prices. For the three and nine months ended September 30, 2016 , we incurred approximately $1.7 million and $5.6 million in handling fees related to the Supply and Offtake Agreements, respectively, which is included in Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations. For the three and nine months ended September 30, 2015 , we incurred approximately $2.8 million and $4.0 million in handling fees related to the Supply and Offtake Agreements, respectively, which is included in Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations. For the three and nine months ended September 30, 2016 , Interest expense and financing costs, net on our condensed consolidated statements of operations includes approximately $0.9 million and $2.2 million of expenses related to the Supply and Offtake Agreements, respectively. For the three and nine months ended September 30, 2015 , Interest expense and financing costs, net on our condensed consolidated statements of operations includes approximately $0.6 million and $0.9 million of expenses related to the Supply and Offtake Agreements, respectively. The Supply and Offtake Agreements also include a deferred payment arrangement ("Deferred Payment Arrangement") whereby we can defer payments owed under the agreements up to the lesser of $125 million or 85% of the eligible accounts receivable and inventory. Upon execution of the Supply and Offtake Agreements, we paid J. Aron a deferral arrangement fee of $1.3 million . The deferred amounts under the Deferred Payment Arrangement will bear interest at a rate equal to 90 -day LIBOR plus 3.75% per annum. We also agreed to pay a deferred payment availability fee equal to 0.75% of the unused capacity under the Deferred Payment Arrangement. Amounts outstanding under the Deferred Payment Arrangement are included in Obligations under inventory financing agreements on our condensed consolidated balance sheets. Changes in the amount outstanding under the Deferred Payment Arrangement are included within Cash flows from financing activities on the condensed consolidated statements of cash flows. As of September 30, 2016 , the capacity of the Deferred Payment Arrangement was $63.5 million and we had $62.0 million outstanding. Under the Supply and Offtake Agreements, we pay or receive certain fees from J. Aron based on changes in market prices over time. In September 2015, we entered into an agreement to fix this market fee for the period from October 1, 2015 through November 30, 2016 whereby J. Aron agreed to pay us a total of $18 million to be settled in fourteen equal monthly payments. In February 2016, we fixed the market fee for the remainder of the term of the Supply and Offtake Agreements for an additional $14.6 million to be settled in eighteen equal monthly payments. The receivable from J. Aron was recorded as a reduction to our Obligations under inventory financing agreements pursuant to our Master Netting Agreement. As of September 30, 2016 , the receivable was $18.5 million . The agreements also provide us with the ability to economically hedge price risk on our inventories and crude oil purchases. Please read Note 10—Derivatives for further information. Supply and Exchange Agreements On September 25, 2013, we entered into several agreements with Barclays Bank PLC ("Barclays"), referred to collectively as the Supply and Exchange Agreements, for the purpose of managing our working capital and the crude oil and refined product inventory at the Hawaii refinery. Effective July 31, 2014, we supplemented the Supply and Exchange Agreements by entering into the Refined Product Supply Master Confirmation, pursuant to which Barclays provided refined product supply and intermediation arrangements to us. For the nine months ended September 30, 2015 , we incurred approximately $6.9 million in handling fees related to the Supply and Exchange Agreements, which is included in Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations. We incurred no handling fees related to the Supply and Exchange Agreements during the three months ended September 30, 2015 . Interest expense and financing costs, net on our condensed consolidated statements of operations included approximately $2.3 million of interest expense related to the Supply and Exchange Agreements for the nine months ended September 30, 2015 . We incurred no interest expense related to the Supply and Exchange Agreements during the three months ended September 30, 2015 . Upon execution of the Supply and Offtake Agreements, PHR terminated the Supply and Exchange Agreements with Barclays, subject to certain obligations to reimburse Barclays for third-party claims. We recognized a loss of $17.4 million on the termination of the agreements which consisted of a loss of $13.3 million for the cash settlement value of the liability that had previously been measured assuming settlement with inventory on hand and a loss of $5.6 million for the acceleration of deferred financing costs. These losses were partially offset by a $1.5 million exit fee received from Barclays. The net loss of $17.4 million related to the termination of the Supply and Exchange Agreements is included in Loss on termination of financing agreements on our condensed consolidated statements of operations for the nine months ended September 30, 2015 . The cash paid to settle the obligation is included in Payments for termination of supply and exchange agreements in the Cash flows from financing activities section of our condensed consolidated statements of cash flows for the nine months ended September 30, 2015 .

Debt

Debt	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Debt	Note 9—Debt The following table summarizes our outstanding debt (in thousands): September 30, 2016 December 31, 2015 Hawaii Retail Credit Facilities (1) $ 99,712 $ 110,000 5% Convertible Senior Notes due 2021 115,000 — Term Loan 58,613 60,119 Par Wyoming Holdings Term Loan 65,000 — Wyoming Refining Senior Secured Term Loan 58,036 — Wyoming Refining Senior Secured Revolver 16,600 — Principal amount of long-term debt 412,961 170,119 Less: unamortized discount and deferred financing costs (32,175 ) (4,907 ) Total debt, net of unamortized discount and deferred financing costs 380,786 165,212 Less: current maturities (23,486 ) (11,000 ) Long-term debt, net of current maturities $ 357,300 $ 154,212 ________________________________________________________ (1) Represents credit agreement with Keybank (formerly the "Keybank Credit Agreement"). Annual maturities of our long-term debt for the next five years and thereafter are as follows (in thousands): Year Ended Amount Due 2016 $ 8,271 2017 20,286 2018 132,642 2019 11,000 2020 11,000 Thereafter 229,762 $ 412,961 Our debt is subject to various affirmative and negative covenants. As of September 30, 2016 , we were in compliance with all debt covenants. Par Wyoming Holdings Credit Agreement On July 14, 2016 , in connection with the WRC Acquisition , Par Wyoming Holdings, LLC, our indirect wholly-owned subsidiary, entered into the Par Wyoming Holdings Credit Agreement with Chambers Energy Management, LP, which provides for a single advance secured term loan to our subsidiary in the amount of $65.0 million (the " Par Wyoming Holdings Term Loan ") at the closing of the WRC Acquisition . The proceeds of the Par Wyoming Holdings Term Loan were used to pay a portion of the consideration for the WRC Acquisition and to pay certain fees and closing costs. The Par Wyoming Holdings Term Loan matures and is fully payable on July 14, 2021 and may be prepaid, subject to the terms and requirements set forth in the Par Wyoming Holdings Credit Agreement . Interest is payable entirely in cash or, at our election with respect to any fiscal quarter, entirely paid-in-kind ("PIK"), provided that we may not elect to pay interest in the form of PIK for more than twelve fiscal quarters in the aggregate. The Par Wyoming Holdings Term Loan will bear interest at a rate equal to LIBOR plus an applicable interest margin. With respect to cash interest, the applicable interest margin is at a rate per annum equal to 9.5% . With respect to PIK interest, the applicable interest margin is at a rate per annum equal to 13% . Interest is payable in arrears on (a) the last day of each fiscal quarter, (b) the maturity date and (c) the date of any repayment or prepayment of the Par Wyoming Holdings Term Loan . The Par Wyoming Holdings Credit Agreement contains various affirmative and negative covenants affecting the businesses and operations of certain of our subsidiaries, including Wyoming Refining Company and its subsidiaries. In addition, the Par Wyoming Holdings Credit Agreement requires compliance with a leverage ratio covenant calculated quarterly commencing on September 30, 2017 . The Par Wyoming Holdings Term Loan is secured by a security interest in substantially all of the assets of Par Wyoming Holdings, LLC, including a pledge of the equity interests of Par Wyoming, LLC, and by a security interest in all of the equity interests in Par Wyoming Holdings held by Par Petroleum, LLC, a Delaware limited liability company and wholly-owned subsidiary of Par. Wyoming Refining Credit Facilities Wyoming Refining Company and its wholly-owned subsidiary, Wyoming Pipeline Company LLC, are borrowers (the “ Wyoming Refining Credit Facility Borrowers ”) under a Third Amended and Restated Loan Agreement dated as of April 30, 2015 (as amended, the “ Wyoming Refining Credit Facilities ”), with Bank of America, N.A. ("BofA"), as the lender. The Wyoming Refining Credit Facilities remained in place following the consummation of the WRC Acquisition and mature on April 30, 2018. On July 14, 2016 and in connection with the consummation of the WRC Acquisition , the Wyoming Refining Credit Facilities were amended pursuant to a Third Amendment to Third Amended and Restated Loan Agreement (the “Third Loan Amendment”) and a Fourth Amendment to Third Amended and Restated Loan Agreement (the “Fourth Loan Amendment”). Pursuant to the Third Loan Amendment, which was entered into immediately prior to the consummation of the WRC Acquisition , Black Elk Refining, LLC was released from all of its obligations under the Wyoming Refining Credit Facilities and Wyoming Refining joined and became a party to the Wyoming Refining Credit Facilities and the applicable security agreement and guaranteed all obligations of the borrowers under the Wyoming Refining Credit Facilities . The Fourth Loan Amendment was entered into immediately following the consummation of the WRC Acquisition and amended certain covenants in the Wyoming Refining Credit Facilities applicable to our subsidiary and the Wyoming Refining Credit Facility Borrowers . The Wyoming Refining Credit Facilities provide for (a) a revolving credit facility in the maximum principal amount at any time outstanding of $30 million (" Wyoming Refining Senior Secured Revolver "), subject to a borrowing base, which provides for revolving loans and for the issuance of letters of credit and (b) certain term loans that are fully advanced (" Wyoming Refining Senior Secured Term Loan "). Once repaid, the Wyoming Refining Senior Secured Term Loan may not be reborrowed. The Wyoming Refining Senior Secured Term Loan bears interest at a rate equal to monthly LIBOR plus 3.0% . Interest is payable in arrears on a monthly basis. The Wyoming Refining Senior Secured Term Loan requires quarterly principal payments of $2.3 million and the remaining unpaid balance is due at maturity. On September 30, 2016 , the aggregate outstanding principal amount of the Wyoming Refining Senior Secured Term Loan was approximately $58.0 million and the aggregate outstanding principal amount of revolving loans and letter of credit obligations under the Wyoming Refining Senior Secured Revolver was approximately $16.6 million . The Wyoming Refining Credit Facilities require our subsidiaries and the borrowers under the Wyoming Refining Credit Facilities to comply with various affirmative, negative and financial covenants affecting their respective businesses, including certain financial covenants tested on a monthly basis, beginning July 31, 2016, through December 31, 2016, and quarterly thereafter. Included in these financial covenants are (1) a leverage ratio of not greater than 3.00 to 1.00 calculated on an annualized basis for each month ending on or before December 31, 2016 and on a trailing twelve-month basis for each fiscal quarter thereafter and (2) a fixed charge coverage ratio calculated as of the end of each month ending on or before December 31, 2016 and as of the end of each fiscal quarter thereafter. The fixed charge coverage ratio requires a ratio of at least 1.25 to 1.00. The leverage ratio is determined as follows: Period (as of last day of) Maximum Leverage Ratio July 31, 2016 2.50 to 1.00 August 31, 2016 2.50 to 1.00 September 30, 2016 2.50 to 1.00 October 31, 2016 3.00 to 1.00 November 30, 2016 3.00 to 1.00 December 31, 2016 and the last day of each fiscal quarter thereafter 3.00 to 1.00 Pursuant to the Third Loan Amendment, we made a deposit of $10 million into a cash collateral account with BofA (the "Cash Collateral") as a security for the Wyoming Refining Credit Facilities . The Cash Collateral will be released to Par upon meeting certain financial covenants and other requirements. The Cash Collateral of $10 million is included within Restricted cash on our condensed consolidated balance sheet as of September 30, 2016 . All loans and letters of credit issued under the Wyoming Refining Credit Facilities are secured by the Cash Collateral and a first-priority security interest and lien on substantially all assets of the Wyoming Refining Credit Facility Borrowers . Bridge Notes On July 14, 2016 , we issued approximately $52.6 million in aggregate principal amount of the Bridge Notes in a private offering pursuant to the terms of a note purchase agreement (the “Note Purchase Agreement”) entered into among the purchasers of the Bridge Notes and us. The net proceeds from the sale of the Bridge Notes of $50 million were used to fund a portion of the consideration for the WRC Acquisition . Affiliates of EGI, a related party, purchased approximately $36.8 million aggregate principal amount of Bridge Notes. Affiliates of EGI were paid a fee of $1.8 million upon the closing of the Bridge Notes offering for executing the Bridge Notes Commitment Letter. Please read Note 18—Related Party Transactions for further discussion. On September 22, 2016 , we completed a registered pro-rata subscription rights offering of approximately 4 million shares of our common stock (the “Rights Offering”). The Rights Offering resulted in gross proceeds, before expenses, of approximately $49.9 million . We used the net proceeds from the Rights Offering to repay all accrued and unpaid interest and a portion of the outstanding principal amount on the Bridge Notes. The remaining $3.1 million aggregate principal amount and $0.3 million unpaid interest of the Bridge Notes was mandatorily converted into 272,733 shares of our common stock based on a conversion price of $12.25 per share. In connection with our repayment of the Bridge Notes, we expensed $3.0 million of financing costs, which are included within Interest expense and financing costs, net on our condensed consolidated statements of operations for the three and nine months ended September 30, 2016 . 5% Convertible Senior Notes Due 2021 On June 21, 2016 and June 27, 2016, we completed the issuance and sale of an aggregate $115 million principal amount of the 5.00% Convertible Senior Notes in a private placement under Rule 144A (the "Notes Offering"). The Notes Offering included the exercise in full of an option to purchase an additional $15 million in aggregate principal amount of the 5.00% Convertible Senior Notes granted to the initial purchasers. The net proceeds of $111.6 million (net of original issue discount of 3%) from the sale of the 5.00% Convertible Senior Notes were used to finance a portion of the WRC Acquisition , to repay $5 million in principal amount of the Term Loan and for general corporate purposes. The 5.00% Convertible Senior Notes bear interest at a rate of 5.00% per year beginning June 21, 2016 (payable semi-annually in arrears on June 15 and December 15 of each year, beginning on December 15, 2016 ) and will mature on June 15, 2021 . The initial conversion rate for the notes is 55.5556 shares of common stock per $1,000 principal amount of the 5.00% Convertible Senior Notes (or a total amount of 6,388,894 shares), which is equivalent to an initial conversion price of approximately $18.00 per share of common stock, subject to adjustment upon the occurrence of certain events. Conversions of the 5.00% Convertible Senior Notes will be settled in cash, shares of common stock or a combination thereof at our election. The holders of the 5.00% Convertible Senior Notes may exercise their conversion rights at any time prior to the close of business on the business day immediately preceding the maturity date under certain circumstances. The 5.00% Convertible Senior Notes are not redeemable by us prior to June 20, 2019 . On or after June 20, 2019 , we may redeem all or any portion of the 5.00% Convertible Senior Notes if the last reported sales price of our common stock is at least 140% of the conversion price then in effect (i) on the trading day immediately preceding the date on which we provide notice of redemption and (ii) for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period ending on, and including, the trading day immediately preceding the date on which we provide notice of redemption at a redemption price equal to 100% of the principal amount of the 5.00% Convertible Senior Notes to be redeemed, plus accrued and unpaid interest and a make-whole premium, which is equal to the present value of the remaining scheduled payments of interest on the 5.00% Convertible Senior Notes to be redeemed from the relevant redemption date to the maturity date of June 15, 2021 . We have determined that the redemption option and the related make-whole premium represent an embedded derivative that is not clearly and closely related to the 5.00% Convertible Senior Notes . Please read Note 10—Derivatives for further information on embedded derivatives. We separately account for the liability and equity components of the 5.00% Convertible Senior Notes . The fair value of the liability component was calculated using a discount rate of an identical debt instrument without a conversion feature. Based on this borrowing rate, the fair value of the liability component of the 5.00% Convertible Senior Notes on the issuance date was $89.3 million . The carrying amount of the equity component was determined to be $22.2 million by deducting the fair value of the liability component from the $111.6 million net proceeds of the 5.00% Convertible Senior Notes . The deferred financing costs of $0.6 million related to 5.00% Convertible Senior Notes were allocated on a proportionate basis between Long-term debt and Additional paid-in capital on the condensed consolidated balance sheet. As of September 30, 2016 , the if-converted value did not exceed the outstanding principal amount of the 5.00% Convertible Senior Notes . As of September 30, 2016 , the outstanding principal amount of the 5.00% Convertible Senior Notes was $115.0 million , the unamortized discount and deferred financing cost was $25.0 million and the carrying amount of the liability component was $90.0 million . The unamortized discount and deferred financing costs will be amortized to Interest expense and financing costs, net over the term of the 5.00% Convertible Senior Notes . Term Loan On June 15, 2016 , the Delayed Draw Term Loan and Bridge Loan Credit Agreement was amended to permit (i) the issuance of the 5.00% Convertible Senior Notes , (ii) the issuance of our Bridge Notes and (iii) the WRC Acquisition . We paid a consent fee of $2.5 million in connection with this amendment, $1.3 million of which was paid to an affiliate of Whitebox Advisors, LLC ("Whitebox"), one of our largest stockholders. On June 21, 2016 , we repaid $5 million of the Term Loan pursuant to the terms of the amendment, $3.3 million of which was allocated to an affiliate of Whitebox. Please read Note 18—Related Party Transactions for additional information. Guarantors In connection with our shelf registration statement on Form S-3, which was filed with the SEC on September 2, 2016 and declared effective on September 16, 2016 (“Registration Statement”), we may sell non-convertible debt securities and other securities in one or more offerings with an aggregate initial offering price of up to $750 million . Any non-convertible debt securities issued under the Registration Statement may be fully and unconditionally guaranteed (except for customary release provisions), on a joint and several basis, by some or all of our subsidiaries, other than subsidiaries that are “minor” within the meaning of Rule 3-10 of Regulation S-X (the “Guarantor Subsidiaries”). We have no “independent assets or operations” within the meaning of Rule 3-10 of Regulation S-X and certain of the Guarantor Subsidiaries may be subject to restrictions on their ability to distribute funds to us, whether by cash dividends, loans or advances.

Derivatives

Derivatives	9 Months Ended
	Sep. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivatives	Note 10—Derivatives Commodity Derivatives We utilize crude oil commodity derivative contracts to manage our price exposure to our inventory positions, future purchases of crude oil and future sales of refined products. The derivative contracts that we execute to manage our price risk include exchange traded futures, options and over-the-counter (“OTC”) swaps. Our futures, options and OTC swaps are marked-to-market and changes in the fair value of these contracts are recognized within Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations. We are obligated to repurchase the crude oil and refined products from J. Aron at the termination of the Supply and Offtake Agreements. We have determined that this obligation contains an embedded derivative, similar to forward purchase contracts of crude oil and refined products. As such, we have accounted for this embedded derivative at fair value with changes in the fair value recorded in Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations. We are also required under the Supply and Offtake Agreements to hedge the time spread between the period of crude oil cargo pricing and the month of delivery. We utilize OTC swaps to accomplish this. We have entered into forward purchase contracts for crude oil and forward sales contracts of refined products. We elect the normal purchases normal sales ("NPNS") exception for all forward contracts that meet the definition of a derivative and are not expected to net settle. Any gains and losses with respect to these forward contracts designated as NPNS are not reflected in earnings until the delivery occurs. We elect to offset fair value amounts recognized for derivative instruments executed with the same counterparty under a master netting agreement. Our condensed consolidated balance sheets present derivative assets and liabilities on a net basis. Please read Note 11—Fair Value Measurements for the gross fair value and net carrying value of our derivative instruments. Our cash margin that is required as collateral deposits cannot be offset against the fair value of open contracts except in the event of default. At September 30, 2016 , our open commodity derivative contracts represent: • futures and OTC swaps sales of 634 thousand barrels that economically hedge our crude oil and refined products inventory; • futures sales of 85 thousand barrels that economically hedge our physical inventory for our Texadian segment; and • option collars of 52 thousand barrels per month through December 2017 and option collars and OTC swaps of 20 thousand barrels per month through December 2018 that economically hedge our internally consumed fuel. Interest Rate Derivatives We are exposed to interest rate volatility in our outstanding debt and in the Supply and Offtake Agreements. We utilize interest rate swaps to manage our interest rate risk. As of September 30, 2016 , we had locked in an average fixed rate of 1.1% in exchange for a floating interest rate indexed to the three-month LIBOR on an aggregate notional amount of $200 million . The interest rate swaps mature in February 2019 and March 2021. On June 21, 2016 and June 27, 2016, we completed the issuance and sale of an aggregate of $115 million principal amount of the 5.00% Convertible Senior Notes . Please read Note 9—Debt for further discussion. Upon redemption of our 5.00% Convertible Senior Notes on or after June 20, 2019 at our election, we are obligated to pay a make-whole premium equal to the present value of the remaining scheduled payments of interest on the 5.00% Convertible Senior Notes to be redeemed from the relevant redemption date to the maturity date of June 15, 2021. We have determined that the redemption option and the related make-whole premium represent an embedded derivative that is not clearly and closely related to the 5.00% Convertible Senior Notes . As such, we have accounted for this embedded derivative at fair value with changes in the fair value recorded in Interest expense and financing costs, net on our condensed consolidated statements of operations. As of September 30, 2016 , this embedded derivative was deemed to have a de minimis fair value. The following table provides information on the fair value amounts (in thousands) of these derivatives as of September 30, 2016 and December 31, 2015 and their placement within our condensed consolidated balance sheets. Balance Sheet Location September 30, 2016 December 31, 2015 Asset (Liability) Commodity derivatives (1) Prepaid and other current assets $ — $ 4,577 Commodity derivatives (1) Other long-term assets 1,997 — Commodity derivatives Other accrued liabilities (5,149 ) (9,534 ) Commodity derivatives Other liabilities (430 ) (4,925 ) J. Aron repurchase obligation derivative Obligations under inventory financing agreements (10,546 ) 9,810 Interest rate derivatives Other long-term assets 151 — Interest rate derivatives Other accrued liabilities (430 ) — Interest rate derivatives Other liabilities (216 ) — _________________________________________________________ (1) Does not include cash collateral of $6.0 million and $20.9 million recorded in Prepaid and other current assets and $7.0 million and $7.0 million in Other long-term assets as of September 30, 2016 and December 31, 2015 , respectively. The following table summarizes the pre-tax gains (losses) recognized in Net income (loss) on our condensed consolidated statements of operations resulting from changes in fair value of derivative instruments not designated as hedges charged directly to earnings (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Statement of Operations Location 2016 2015 2016 2015 Commodity derivatives Cost of revenues (excluding depreciation) $ (3,028 ) $ 10,940 $ (3,117 ) $ 13,512 J. Aron repurchase obligation derivative Cost of revenues (excluding depreciation) (8,300 ) — (20,356 ) — Interest rate derivatives Interest expense 1,204 — (1,098 ) —

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2016
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 11—Fair Value Measurements Assets and Liabilities Measured at Fair Value on a Recurring Basis Common Stock Warrants As of September 30, 2016 and December 31, 2015 , we had 354,350 and 345,135 common stock warrants outstanding, respectively. Beginning with the first quarter 2016, we estimate the fair value of our outstanding common stock warrants using the difference between the strike price of the warrant and the market price of our common stock, which is a Level 3 fair value measurement. Previously, we estimated the fair value of our outstanding common stock warrants using a simulation model, which is considered to be a Level 3 fair value measurement. Significant inputs used in the simulation model as of December 31, 2015 include: December 31, 2015 Stock price $ 23.54 Weighted-average exercise price $ 0.10 Term (years) 6.67 Risk-free interest rate 2.04 % Expected volatility 43.0 % The expected volatility is based on the 7 -year historical volatilities of comparable public companies. The estimated fair value of the common stock warrants was $13.04 and $23.47 per share as of September 30, 2016 and December 31, 2015 , respectively. Since the common stock warrants were in the money upon issuance, we do not believe that changes in the inputs to the simulation models will have a significant impact to the value of the common stock warrants other than changes in the value of our common stock. Increases in the value of our common stock will increase the value of the common stock warrants. Likewise, decreases in the value of our common stock will result in a decrease in the value of the common stock warrants. Derivative Instruments We utilize crude oil commodity derivative contracts to manage our price exposure to our inventory positions, future purchases of crude oil and future sales of refined products. We utilize interest rate swaps to manage our interest rate risk. Please read Note 10—Derivatives for further information on derivatives. We are obligated to repurchase the crude oil and refined products from J. Aron at the termination of the Supply and Offtake Agreements. We have determined that this obligation contains an embedded derivative, similar to forward purchase contracts of crude oil and refined products. As such, we have accounted for this embedded derivative at fair value with changes in the fair value recorded in Cost of revenues (excluding depreciation) on our condensed consolidated statements of operations. Upon redemption of our 5.00% Convertible Senior Notes on or after June 20, 2019 at our election, we are obligated to pay a make-whole premium equal to the present value of the remaining scheduled payments of interest on the 5% Convertible Senior Notes to be redeemed from the relevant redemption date to the maturity date of June 15, 2021. We have determined that the redemption option and the related make-whole premium represent an embedded derivative that is not clearly and closely related to the 5.00% Convertible Senior Notes. As of September 30, 2016 , this embedded derivative was deemed to have a de minimis fair value. We classify financial assets and liabilities according to the fair value hierarchy. Financial assets and liabilities classified as Level 1 instruments are valued using quoted prices in active markets for identical assets and liabilities. These include our exchange traded futures. Level 2 instruments are valued using quoted prices for similar assets and liabilities in active markets and inputs other than quoted prices that are observable for the asset or liability. Our Level 2 instruments include OTC swaps and options. These commodity derivatives are valued using market quotations from independent price reporting agencies and commodity exchange price curves that are corroborated with market data. Level 3 instruments are valued using significant unobservable inputs that are not supported by sufficient market activity. The J.Aron repurchase obligation derivative is a Level 3 instrument. Contingent Consideration The cash consideration for our acquisition of PHR may be increased pursuant to an earnout provision. The liability is remeasured at the end of each reporting period using an estimate based on actual results to date and a Monte Carlo simulation analysis for future periods. Significant inputs used in the valuation model include estimated future gross margin, annual gross margin volatility and a present value factor. We consider this to be a Level 3 fair value measurement. Financial Statement Impact Fair value amounts by hierarchy level as of September 30, 2016 and December 31, 2015 are presented gross in the tables below (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Gross Fair Value Effect of Counter-Party Netting Net Carrying Value on Balance Sheet (1) Assets Commodity derivatives $ — $ 9,290 $ — $ 9,290 $ (7,293 ) $ 1,997 Interest rate derivatives — 228 — 228 (77 ) 151 Total $ — $ 9,518 $ — $ 9,518 $ (7,370 ) $ 2,148 Liabilities Common stock warrants $ — $ — $ (4,619 ) $ (4,619 ) $ — $ (4,619 ) Contingent consideration — — (17 ) (17 ) — (17 ) Commodity derivatives (2,322 ) (10,550 ) — (12,872 ) 7,293 (5,579 ) J. Aron repurchase obligation derivative — — (10,546 ) (10,546 ) — (10,546 ) Interest rate derivatives — (723 ) — (723 ) 77 (646 ) Total $ (2,322 ) $ (11,273 ) $ (15,182 ) $ (28,777 ) $ 7,370 $ (21,407 ) December 31, 2015 Level 1 Level 2 Level 3 Gross Fair Value Effect of Counter-Party Netting Net Carrying Value on Balance Sheet (1) Assets Commodity derivatives $ 429 $ 33,797 $ — $ 34,226 $ (29,649 ) $ 4,577 J. Aron repurchase obligation derivative — — 9,810 9,810 (9,810 ) — Total $ 429 $ 33,797 $ 9,810 $ 44,036 $ (39,459 ) $ 4,577 Liabilities Common stock warrants $ — $ — $ (8,096 ) $ (8,096 ) $ — $ (8,096 ) Contingent consideration — — (27,581 ) (27,581 ) — (27,581 ) Commodity derivatives (396 ) (43,712 ) — (44,108 ) 29,649 (14,459 ) J. Aron repurchase obligation derivative — — — — 9,810 9,810 Total $ (396 ) $ (43,712 ) $ (35,677 ) $ (79,785 ) $ 39,459 $ (40,326 ) _________________________________________________________ (1) Does not include cash collateral of $13.0 million and $28.0 million as of September 30, 2016 and December 31, 2015 , respectively, included within Prepaid and other current assets and Other long-term assets on our condensed consolidated balance sheets. A roll forward of Level 3 financial instruments measured at fair value on a recurring basis is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Balance, at beginning of period $ (8,564 ) $ (37,387 ) $ (25,867 ) $ (21,254 ) Settlements — 7,691 16,810 7,691 Total unrealized income (loss) included in earnings (6,618 ) (5,278 ) (6,125 ) (21,411 ) Balance, at end of period $ (15,182 ) $ (34,974 ) $ (15,182 ) $ (34,974 ) The carrying value and fair value of long-term debt and other financial instruments as of September 30, 2016 and December 31, 2015 are as follows (in thousands): September 30, 2016 Carrying Value Fair Value (1) Hawaii Retail Credit Agreement (2) $ 99,712 $ 99,712 5% Convertible Senior Notes due 2021 (3) 90,011 115,491 Term Loan 58,613 60,854 Par Wyoming Holdings Term Loan (2) 63,508 63,508 Wyoming Refining Senior Secured Term Loan (2) 57,768 57,768 Wyoming Refining Senior Secured Revolver (2) 16,604 16,604 Common stock warrants 4,619 4,619 Contingent consideration 17 17 December 31, 2015 Carrying Value Fair Value (1) Hawaii Retail Credit Agreement (2) $ 110,000 $ 110,000 Term Loan 60,119 62,037 Common stock warrants 8,096 8,096 Contingent consideration 27,581 27,581 _________________________________________________________ (1) The fair values of these instruments are considered Level 3 measurements in the fair value hierarchy with the exception of the fair value measurement of the 5.00% Convertible Senior Notes which is considered a Level 2 measurement as discussed below. (2) Fair value approximates carrying value due to the floating rate interest which approximates a current market rate. (3) The carrying value of the 5.00% Convertible Senior Notes excludes the fair value of the equity component, which was classified as equity upon issuance. We estimate the fair value of the Term Loan using a discounted cash flow analysis and an estimate of the current yield of 11.05% and 9.63% as of September 30, 2016 and December 31, 2015 , respectively, by reference to market interest rates for term debt of comparable companies. The fair value of the 5.00% Convertible Senior Notes was determined by aggregating the fair value of the liability and equity components of the notes. The fair value of the liability component of the 5.00% Convertible Senior Notes was determined using a discounted cash flow analysis in which the projected interest and principal payments were discounted at an estimated market yield for a similar debt instrument without the conversion feature. The equity component was estimated based on the Black-Scholes formula for a call option with strike price equal to the conversion price, a term matching the remaining life of the 5.00% Convertible Senior Notes , and an implied volatility based on market values of options outstanding as of September 30, 2016. The fair value of the 5.00% Convertible Senior Notes is considered a Level 2 measurement in the fair value hierarchy. The fair value of all non-derivative financial instruments included in current assets, including cash and cash equivalents, restricted cash and trade accounts receivable and current liabilities, including accounts payable, approximate their carrying value due to their short-term nature.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2016
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 12—Commitments and Contingencies In the ordinary course of business, we are a party to various lawsuits and other contingent matters. We establish accruals for specific legal matters when we determine that the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. It is possible that an unfavorable outcome of one or more of these lawsuits or other contingencies could have a material impact on our financial condition, results of operations or cash flows. Mid Pac Earnout and Indemnity Dispute Pursuant to a Stock Purchase Agreement dated August 3, 2011 and amended October 25, 2011 (the “SPA”), Mid Pac purchased all the issued and outstanding stock of Inter Island Petroleum, Inc. (“Inter Island”) from Brian J. and Wendy Barbata (collectively, the “Barbatas”). The SPA provides for an earnout payment to be made to the Barbatas in an amount equal to four times the amount by which the average of Inter Island’s earnings before interest, taxes, depreciation and amortization during the relevant earnout period exceeds $3.5 million . The earnout payment is capped at a maximum of $4.5 million . Mid Pac contends that there are no amounts owed to the Barbatas for the earnout period. By letter dated May 29, 2014, the Barbatas disputed Mid Pac’s computation of the earnout without explanation of the amount they claim to be owed or refutation of Mid Pac’s analysis. Mid Pac intends to vigorously oppose any such claims. Any claims by the Barbatas may be offset by Mid Pac’s claims for indemnification under the SPA. By letters dated December 13, 2013 and April 25, 2014, Mid Pac has asserted indemnification claims against the Barbatas exceeding $1 million with respect to environmental losses arising from certain terminals operated by Inter Island and its subsidiaries. The Barbatas have disputed such claims. United Steelworkers Union Dispute A portion of our employees at the Hawaii refinery are represented by the United Steelworkers Union (“USW”). On March 23, 2015, the union ratified a four-year extension of the collective bargaining agreement. On January 13, 2016, the USW filed a claim against PHR before the United States National Labor Relations Board (the “NLRB”) alleging a refusal to bargain collectively and in good faith. On March 29, 2016, the NLRB deferred final determination on the USW charge to the grievance/arbitration process under the extant collective bargaining agreement. Arbitration has not yet been scheduled. PHR denies the USW’s allegations and intends to vigorously defend itself in connection with such claim in the grievance/arbitration process and any subsequent proceeding before the NLRB. Environmental Matters Like other petroleum refiners and exploration and production companies, our operations are subject to extensive and periodically-changing federal and state environmental regulations governing air emissions, wastewater discharges and solid and hazardous waste management activities. Many of these regulations are becoming increasingly stringent and the cost of compliance can be expected to increase over time. Periodically, we receive communications from various federal, state and local governmental authorities asserting violations of environmental laws and/or regulations. These governmental entities may also propose or assess fines or require corrective actions for these asserted violations. We intend to respond in a timely manner to all such communications and to take appropriate corrective action. Except as disclosed below, we do not anticipate that any such matters currently asserted will have a material impact on our financial condition, results of operations or cash flows. Wyoming refinery Our Wyoming refinery is subject to a number of consent decrees, orders and settlement agreements involving the U.S. Environmental Protection Agency and/or the Wyoming Department of Environmental Quality, some of which date back to the late 1970s and several of which remain in effect, requiring further actions at the Wyoming refinery. The largest cost component arising from these various decrees relates to the investigation, monitoring and remediation of soil, groundwater, surface water and sediment contamination associated with the facility’s historic operations. Investigative work by Wyoming Refining and negotiations with the relevant agencies as to remedial approaches remain ongoing on a number of aspects of the contamination, meaning that investigation, monitoring and remediation costs are not reasonably estimable for some elements of these efforts. Based on current information, however, preliminary estimates we have received for the well-understood components of these efforts suggest total response costs of approximately $20.0 million , approximately one-third of which we expect to incur in the next 5 years , with the remainder being incurred over approximately 30 years . Additionally, we believe the Wyoming refinery will need to modify or close a series of wastewater impoundments in the next several years and replace those impoundments with a new wastewater treatment system. Based on preliminary information, reasonable estimates we have received suggest costs of approximately $2.1 million to modify or close the existing wastewater treatment ponds and approximately $11.6 million to design and construct a new wastewater treatment system. Finally, among the various historic consent decrees, orders and settlement agreements into which Wyoming Refining has entered, there are several penalty orders associated with exceedances of permitted limits by the Wyoming refinery’s wastewater discharges. Although the frequency of these exceedances appears to be declining over time, Wyoming Refining may become subject to new penalty enforcement action in the next several years, which could involve penalties in excess of $100,000 . Moreover, in addition to the issues associated with the Wyoming refinery, certain product pipeline assets were acquired in the WRC Acquisition . The Pipeline and Hazardous Materials Administration (“PHMSA”) recently conducted an integrated inspection of the products pipeline with additional follow-up regarding integrity management planning and general operations and maintenance. Based on preliminary discussions with PHMSA following this inspection, the Wyoming refinery anticipates a civil penalty in excess of $100,000 . In connection with our acquisition of, and commencement of operations at, the Wyoming refinery, findings of a past failure to comply with applicable environmental or pipeline safety laws and regulations may trigger a variety of administrative, civil and criminal enforcement measures, including the assessment of monetary penalties that could be in excess of $100,000 , the imposition of investigatory, remedial or corrective actions and the issuance of orders enjoining future operations or imposing additional compliance requirements on such operations. Regulation of Greenhouse Gases The U.S. Environmental Protection Agency ("EPA") regulates greenhouse gases ("GHG") under the Clean Air Act. New construction or material expansions that meet certain GHG emissions thresholds will likely require that, among other things, a GHG permit be issued in accordance with the Clean Air Act regulations and we will be required in connection with such permitting to undertake a technology review to determine appropriate controls to be implemented with the project in order to reduce GHG emissions. Furthermore, the EPA is currently developing refinery-specific GHG regulations and performance standards that are expected to impose GHG emission limits and/or technology requirements. These control requirements may affect a wide range of refinery operations. Any such controls could result in material increased compliance costs, additional operating restrictions for our business and an increase in cost of the products we produce, which could have a material adverse effect on our financial condition, results of operations or cash flows. On September 29, 2015, the EPA announced a final rule updating standards that control toxic air emissions from petroleum refineries, addressing, among other things, flaring operations, fenceline air quality monitoring and additional emission reductions from storage tanks and delayed coking units. Affected existing sources will be required to comply with the new requirements no later than 2018, with certain refiners required to comply earlier depending on the relevant provision and refinery construction date. We do not anticipate that compliance with this rule will have a material impact on our financial condition, results of operations or cash flows. In 2007, the State of Hawaii passed Act 234, which required that GHG emissions be rolled back on a statewide basis to 1990 levels by the year 2020. Although delayed, the Hawaii Department of Health has issued regulations that would require each major facility to reduce CO 2 emissions by 16% by 2020 relative to a calendar year 2010 baseline (the first year in which GHG emissions were reported to the EPA under 40 CFR Part 98). Those rules are pending final approval by the Government of Hawaii. The Hawaii refinery’s capacity to reduce fuel use and GHG emissions is limited. However, the state’s pending regulation allows and the Hawaii refinery expects to be able to demonstrate that additional reductions are not cost-effective or necessary in light of the state’s current GHG inventory and future year projections. The pending regulation allows for “partnering” with other facilities (principally power plants) which have already dramatically reduced greenhouse emissions or are on schedule to reduce CO 2 emissions in order to comply with the state’s Renewable Portfolio Standards. Fuel Standards In 2007, the U.S. Congress passed the Energy Independence and Security Act of 2007 (the "EISA") that, among other things, set a target fuel economy standard of 35 miles per gallon for the combined fleet of cars and light trucks in the U.S. by model year 2020 and contained a second Renewable Fuel Standard (the “RFS2”). In August 2012, the EPA and National Highway Traffic Safety Administration jointly adopted regulations that establish an average industry fuel economy of 54.5 miles per gallon by model year 2025. The RFS2 requires an increasing amount of renewable fuel usage, up to 36 billion gallons by 2022. In the near term, the RFS2 will be satisfied primarily with fuel ethanol blended into gasoline. The RFS2 may present production and logistics challenges for both the renewable fuels and petroleum refining and marketing industries in that we may have to enter into arrangements with other parties or purchase credits from the EPA to meet our obligations to use advanced biofuels, including biomass-based diesel and cellulosic biofuel, with potentially uncertain supplies of these new fuels. In October 2010, the EPA issued a partial waiver decision under the Clean Air Act to allow for an increase in the amount of ethanol permitted to be blended into gasoline from 10% (“E10”) to 15% (“E15”) for 2007 and newer light duty motor vehicles. In January 2011, the EPA issued a second waiver for the use of E15 in vehicles model years 2001- 2006. There are numerous issues, including state and federal regulatory issues, which need to be addressed before E15 can be marketed on a large scale for use in traditional gasoline engines. Consequently, unless either the state or federal regulations are revised, qualified Renewable Identification Numbers ("RINs") will be required to fulfill the federal mandate for renewable fuels. In March 2014, the EPA published a final Tier 3 gasoline standard that lowers the allowable sulfur level in gasoline to 10 parts per million ("ppm") and also lowers the allowable benzene, aromatics and olefins content of gasoline, with the most recent rulemaking addressing certain technical corrections and clarifications effective June 21, 2016. The effective date for the new standard, January 1, 2017, gives refiners nationwide little time to engineer, permit and implement substantial modifications; however, approved small volume refineries have until January 1, 2020 to meet the standard. PHR submitted its application to the EPA for small volume refinery status on December 30, 2014 and the EPA approved the application on September 9, 2015. However, PHR exceeded the 75,000 barrel average aggregate daily crude oil throughput limit for small volume refineries in 2015 and was therefore disqualified from small volume refinery effective as of June 21, 2016. PHR is required to comply with Tier 3 gasoline standards within 30 months of this date. On March 19, 2015, the EPA confirmed the small refinery status of our Wyoming refinery. There will be compliance costs and uncertainties regarding how we will comply with the various requirements contained in the EISA and other fuel-related regulations. Along with credit and trading options, potential capital upgrades for the Hawaii and Wyoming refineries are being evaluated. We may also experience a decrease in demand for refined petroleum products due to an increase in combined fleet mileage or due to refined petroleum products being replaced by renewable fuels. Environmental Agreement On September 25, 2013 , Hawaii Pacific Energy (a wholly-owned subsidiary of Par created for purposes of the PHR acquisition), Tesoro Corporation ("Tesoro") and PHR entered into an Environmental Agreement (“Environmental Agreement”), which allocated responsibility for known and contingent environmental liabilities related to the acquisition of PHR , including the Consent Decree as described below. Consent Decree On July 18, 2016, PHR and subsidiaries of Tesoro entered into a consent decree with the EPA, the U.S. Department of Justice and other state governmental authorities concerning alleged violations of the federal Clean Air Act related to the ownership and operation of multiple facilities owned or formerly owned by Tesoro and its affiliates ("Consent Decree"), including our Hawaii refinery. As a result of the Consent Decree, PHR expanded its previously-announced refinery turnaround completed during the third quarter of 2016 to undertake additional capital improvements to reduce emissions of air pollutants, to provide for certain nitrogen oxide and sulfur dioxide emission controls and monitoring and to install certain leak detection and repair equipment required by the Consent Decree. Although the turnaround was completed during the third quarter of 2016, work related to the Consent Decree remains ongoing. This work subjects us to risks associated with engineering, procurement and construction of improvements and repairs to our facilities and related penalties and fines to the extent applicable deadlines under the Consent Decree are not satisfied, as well as risks related to the performance of equipment required by, or affected by, the Consent Decree. Each of these risks could have a material adverse effect on our business, financial condition, or results of operations. We estimate the cost of compliance with the Consent Decree to be approximately $30 million . However, Tesoro is responsible under the Environmental Agreement to reimburse PHR for all reasonable third party capital expenditures incurred for the Consent Decree to the extent related to acts or omissions prior to the date of the closing of the PHR acquisition. Tesoro is obligated to pay all applicable fines and penalties related to the Consent Decree. As of September 30, 2016, Tesoro has reimbursed us for $4.7 million of the total capital expenditures of $7.1 million incurred in connection with the Consent Decree. Net capital expenditures and reimbursements related to the Consent Decree are presented within Capital expenditures on our condensed consolidated statement of cash flows for the nine months ended September 30, 2016 . Indemnification In addition to its obligation to reimburse us for capital expenditures incurred pursuant to the Consent Decree, Tesoro agreed to indemnify us for claims and losses arising out of related breaches of Tesoro’s representations, warranties and covenants in the Environmental Agreement, certain defined “corrective actions” relating to pre-existing environmental conditions, third-party claims arising under environmental laws for personal injury or property damage arising out of or relating to releases of hazardous materials that occurred prior to the date of the closing of the PHR acquisition, any fine, penalty or other cost assessed by a governmental authority in connection with violations of environmental laws by PHR prior to the date of the closing of the PHR acquisition, certain groundwater remediation work, fines or penalties imposed on PHR by the Consent Decree related to acts or omissions of Tesoro prior to the date of the closing of the PHR acquisition and to claims and losses related to the Pearl City Superfund Site. Tesoro’s indemnification obligations are subject to certain limitations as set forth in the Environmental Agreement. These limitations include a deductible of $1 million and a cap of $15 million for certain of Tesoro’s indemnification obligations related to certain pre-existing conditions as well as certain restrictions regarding the time limits for submitting notice and supporting documentation for remediation actions. Recovery Trusts We emerged from the reorganization of Delta Petroleum on August 31, 2012 ("Emergence Date") when the plan of reorganization ("Plan") was consummated. On the Emergence Date, we formed the Delta Petroleum General Recovery Trust (“General Trust”). The General Trust was formed to pursue certain litigation against third parties, including preference actions, fraudulent transfer and conveyance actions, rights of setoff and other claims, or causes of action under the U.S. Bankruptcy Code and other claims and potential claims that the Debtors hold against third parties. As of September 30, 2016 , two related claims totaling approximately $22.4 million remained to be resolved by the trustee for the General Trust and we have reserved approximately $0.6 million representing the estimated value of claims remaining to be settled which are deemed probable and estimable at period end. One of the two remaining claims was filed by the U.S. Government for approximately $22.4 million relating to ongoing litigation concerning a plugging and abandonment obligation in Pacific Outer Continental Shelf Lease OCS-P 0320, comprising part of the Sword Unit in the Santa Barbara Channel, California. The second unliquidated claim, which is related to the same plugging and abandonment obligation, was filed by Noble Energy Inc., the operator and majority interest owner of the Sword Unit. We believe the probability of issuing stock to satisfy the full claim amount is remote, as the obligations upon which such proof of claim is asserted are joint and several among all working interest owners and Delta, our predecessor, only owned an approximate 3.4% aggregate working interest in the unit. The settlement of claims is subject to ongoing litigation and we are unable to predict with certainty how many shares will be required to satisfy all claims. Pursuant to the Plan, allowed claims are settled at a ratio of 54.4 shares per $1,000 of claim.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Sep. 30, 2016
Equity [Abstract]
Stockholders' Equity	Note 13—Stockholders' Equity Rights Offering On September 22, 2016 , we issued approximately 4 million shares of our common stock to certain pre-existing investors and other investors in the Rights Offering at a purchase price of $12.25 per share. The gross proceeds from the Rights Offering were approximately $49.9 million , before deducting expenses of approximately $0.6 million , for net proceeds of approximately $49.3 million . The net proceeds from the Rights Offering were used to repay all accrued and unpaid interest and a portion of the outstanding principal amount on the Bridge Notes. Please read Note 9—Debt for further discussion on our Bridge Notes. Incentive Plan The following table summarizes our compensation costs recognized in General and administrative expense under the Amended and Restated Par Pacific Holdings, Inc. 2012 Long-term Incentive Plan ("LTIP") (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Restricted Stock Awards $ 791 $ 684 $ 2,241 $ 3,050 Restricted Stock Units 62 — 1,167 — Stock Option Awards 756 380 1,695 994 During the three and nine months ended September 30, 2016 , we granted 89 thousand and 242 thousand shares of restricted stock and restricted stock units with a fair value of approximately $1.2 million and $4.2 million , respectively. During the three and nine months ended September 30, 2016 , we granted 3 thousand and 1.1 million stock option awards with a weighted-average exercise price of $15.15 and $21.49 per share, respectively. As of September 30, 2016 , there were approximately $12.1 million of total unrecognized compensation costs related to restricted stock, restricted stock units and stock option awards, which are expected to be recognized on a straight-line basis over a weighted-average period of 2.8 years . During the fourth quarter of 2015, our board of directors authorized an increase in the number of shares issuable under the LTIP, subject to shareholder approval. Additionally, we issued an aggregate of 1.1 million stock option awards to our new President and Chief Executive Officer, our Chairman and our Vice Chairman of our board of directors, each with an exercise price of $21.44 . In the first quarter of 2016, we issued an aggregate of approximately 52 thousand stock option awards with an exercise price of $22.99 and approximately 34 thousand shares of restricted stock to our Chief Financial Officer, Senior Vice President and General Counsel and Senior Vice President of Mergers and Acquisitions. These stock option and restricted stock awards were also subject to shareholder approval and therefore were not considered granted as of December 31, 2015. On June 2, 2016, our shareholders approved an amendment to the LTIP to increase the number of shares issuable under the LTIP to 4 million shares. Accordingly, the stock option and restricted stock awards issued during the fourth quarter of 2015 and the first quarter of 2016 were considered granted as of June 2, 2016.

Income (Loss) per Share

Income (Loss) per Share	9 Months Ended
	Sep. 30, 2016
Earnings Per Share [Abstract]
Income (Loss) per Share	Note 14—Income (Loss) per Share Basic income (loss) per share is computed by dividing net income (loss) by the sum of the weighted-average number of common shares outstanding and the weighted-average number of shares issuable under the common stock warrants, representing 352 thousand shares during each of the three and nine months ended September 30, 2016 and 587 thousand shares and 693 thousand shares during the three and nine months ended September 30, 2015 , respectively. The common stock warrants are included in the calculation of basic income (loss) per share because they are issuable for minimal consideration. The following table sets forth the computation of basic and diluted income (loss) per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net income (loss) $ (27,761 ) $ 14,740 $ (59,522 ) $ 26,925 Undistributed income allocated to participating securities (2) — 228 — 217 Net income (loss) attributable to common stockholders $ (27,761 ) $ 14,512 $ (59,522 ) $ 26,708 Basic weighted-average common stock shares outstanding 41,580 37,390 41,309 37,304 Add: dilutive effects of common stock equivalents (1) — 10 — 27 Diluted weighted-average common stock shares outstanding 41,580 37,400 41,309 37,331 Basic income (loss) per common share $ (0.67 ) $ 0.39 $ (1.44 ) $ 0.72 Diluted income (loss) per common share $ (0.67 ) $ 0.39 $ (1.44 ) $ 0.72 ________________________________________________________ (1) Entities with a net loss from continuing operations are prohibited from including potential common shares in the computation of diluted per share amounts. We have utilized the basic shares outstanding to calculate both basic and diluted loss per share for the three and nine months ended September 30, 2016 . (2) Participating securities includes restricted stock that has been issued but has not yet vested. For the three and nine months ended September 30, 2016 , our calculation of dilutive shares outstanding excluded 463 thousand and 448 thousand shares of unvested restricted stock, 1.7 million stock options and 6.4 million and 2.3 million outstanding common stock equivalents assuming our 5.00% Convertible Senior Notes had been converted on the date of issuance, respectively. For the three and nine months ended September 30, 2015 , our weighted-average potentially dilutive securities excluded from the calculation of diluted shares outstanding consisted of 587 thousand and 303 thousand shares of unvested restricted stock and 10 thousand and 27 thousand common stock equivalents related to stock options, respectively. As discussed in Note 9—Debt , we have the option of settling the 5.00% Convertible Senior Notes in cash or shares of common stock, or any combination thereof, upon conversion. We have a net loss for the period; therefore, there is no impact for the conversion of the 5.00% Convertible Senior Notes on diluted EPS as the effect would be anti-dilutive; however, had we reported net income for the three or nine months ended September 30, 2016 , diluted EPS would have been determined using the if-converted method.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2016
Income Tax Disclosure [Abstract]
Income Taxes	Note 15—Income Taxes In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future results of operations and tax planning strategies in making this assessment. Based upon the level of historical taxable income, significant book losses during the current and prior periods and projections for future results of operations over the periods in which the deferred tax assets are deductible, among other factors, management continues to conclude that we did not meet the “more likely than not” requirement in order to recognize deferred tax assets and a valuation allowance has been recorded for the full amount of our net deferred tax assets at September 30, 2016 . During the three and nine months ended September 30, 2016 and 2015 , no adjustments were recognized for uncertain tax positions. Our net taxable income must be apportioned to various states based upon the income tax laws of the states in which we derive our revenue. Our net operating loss ("NOL") carryforwards will not always be available to offset taxable income apportioned to the various states. The states from which some of our revenues are derived are not the same states in which our NOLs were incurred; therefore we expect to incur state tax liabilities on the net income of our refining, logistics, retail and Texadian segments. Pursuant to ASC 740-20-45-7, we recognize the interim effects of intraperiod tax allocation discretely. As a result, during the second quarter of 2016, we recorded a benefit for the release of $8.6 million of our valuation allowance to offset future temporary differences associated with the 5.00% Convertible Senior Notes . During the nine months ended September 30, 2015 , we recorded a benefit for the release of $18.3 million of our valuation allowance as we expect to be able to utilize a portion of our NOL carryforwards to offset future taxable income of PHI . Excluding the impact of releasing the tax valuation allowance in 2016 with respect to the issuance of the 5.00% Convertible Senior Notes , we recognized a state tax expense of $1 thousand and state tax benefit of $17 thousand for the three and nine months ended September 30, 2016 , respectively. Excluding the impact of releasing the valuation allowance in 2015 , we recognized a state tax expense of $174 thousand and $217 thousand during the three and nine months ended September 30, 2015 , respectively. We will continue to assess the realizability of our deferred tax assets based on consideration of actual and projected operating results and tax planning strategies. Should actual operating results continue to improve, the amount of the deferred tax asset considered more likely than not to be realizable could be increased.

Benefit Plans

Benefit Plans	9 Months Ended
	Sep. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Benefit Plans	Note 16—Benefit Plans Wyoming Refining Defined Contribution Plan Our Wyoming refinery has a defined contribution plan under Section 401(k) of the Internal Revenue Code covering substantially all its employees (the "Contribution Plan"). Employees are allowed to make contributions to the Contribution Plan and begin vesting in the Contribution Plan immediately upon employment. Company contributions vest at the rate of 20% each year over a five -year period from the date of employment. We contribute up to 6% of participants’ base salary to the Contribution Plan. Defined Benefit Plan Our Wyoming refinery has a defined benefit pension plan (the "Benefit Plan") covering substantially all its employees. Benefits are based on years of service and the employee’s highest average compensation received during five consecutive years of the last ten years of employment. Our funding policy is to contribute annually an amount equal to the pension expense, subject to the minimum funding requirements of the Employee Retirement Income Security Act of 1974 and the tax deductibility of such contributions. The components of the underfunded status of the Benefit Plan as of the WRC Acquisition date of July 14, 2016 are as follows: Projected benefit obligation $ 34,319 Fair value of plan assets 22,067 Underfunded status (1) $ (12,252 ) _________________________________________________________ (1) The underfunded liability of $12.3 million was recognized in Other liabilities in connection with the WRC Acquisition purchase price allocation as of July 14, 2016. Please read Note 4—Acquisitions for further information. Weighted-average assumptions used to measure our projected benefit obligation as of July 14, 2016 and net periodic benefit costs for the year ending December 31, 2016 are as follows: Projected benefit obligation: Discount rate 3.80 % Rate of compensation increase 4.03 % Net periodic benefit costs: Discount rate 3.80 % Expected long-term rate of return (1) 7.00 % Rate of compensation increase 4.03 % _________________________________________________________ (1) The expected long-term rate of return is based on a blend of historic returns of equity and debt securities. The net periodic benefit cost for the period from July 14, 2016 to September 30, 2016 includes the following components: Components of net periodic benefit cost: Service cost $ 334 Interest cost 299 Expected return on plan assets (343 ) Net periodic benefit cost $ 290 The weighted-average asset allocation at July 14, 2016 is as follows: Target Actual Asset category: Equity securities 60 % 52.5 % Debt securities 30 % 39.4 % Real estate 10 % 8.1 % Total 100 % 100 % We have a long-term, risk-controlled investment approach using diversified investment options with minimal exposure to volatile investment options like derivatives. Our Benefit Plan assets are invested in pooled separate accounts administered by the Benefit Plan custodian. The underlying assets in the pooled separate accounts are invested in equity securities, debt securities and real estate. The pooled separate accounts are valued based upon the fair market value of the underlying investments and are deemed to be Level 2. We do not intend to make any contributions to the pension plan during 2016 . Based on current data and assumptions, the following benefit payments, which reflect expected future service, as appropriate, are expected to be paid over the next 10 years : Year Ended 2016 $ 550 2017 1,120 2018 1,240 2019 1,190 2020 1,450 2021–2025 7,680 $ 13,230

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2016
Segment Reporting [Abstract]
Segment Information	Note 17—Segment Information During the fourth quarter of 2015, we changed our reportable segments to separate our logistics operations from our refining operations due to a change in senior leadership, organizational structure, the acquisition of Mid Pac and to reflect how we currently make financial decisions and allocate resources. During the fourth quarter of 2015, we also began including all general and administrative and acquisition and integration expenses in our Corporate and Other segment because we manage those costs on a consolidated basis. Additionally, effective in the fourth quarter of 2015, the crude oil and natural gas operations are included within the Corporate and Other reportable segment. Currently we report the results for the following five business segments: (i) Refining , (ii) Retail , (iii) Logistics , (iv) Texadian and (v) Corporate and Other. Beginning in the third quarter of 2016, the results of operations of Wyoming Refining are included in our refining and logistics segments. We previously reported results for the following four business segments: (i) Refining and Distribution, (ii) Retail, (iii) Natural Gas and Oil Production and (iv) Commodity Marketing and Logistics. We have recast the segment information for the three and nine months ended September 30, 2015 below to conform to the current period presentation. Summarized financial information concerning reportable segments consists of the following (in thousands): Three months ended September 30, 2016 Refining Logistics (1) Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 462,975 $ 28,107 $ 75,577 $ 15,705 $ (72,059 ) $ 510,305 Cost of revenues (excluding depreciation) 439,477 19,334 56,365 15,629 (71,509 ) 459,296 Operating expense (excluding depreciation) 35,910 4,686 10,461 — 173 51,230 Lease operating expense — — — — 10 10 Depreciation, depletion and amortization 5,755 1,275 1,898 162 553 9,643 General and administrative expense — — — — 9,863 9,863 Acquisition and integration expense — — — — 2,047 2,047 Operating income (loss) $ (18,167 ) $ 2,812 $ 6,853 $ (86 ) $ (13,196 ) $ (21,784 ) Interest expense and financing costs, net (11,232 ) Other income (expense), net (56 ) Change in value of common stock warrants 657 Change in value of contingent consideration 1,025 Equity earnings from Laramie Energy, LLC 3,659 Loss before income taxes (27,731 ) Income tax expense (30 ) Net loss $ (27,761 ) Capital expenditures $ 3,820 $ 266 $ 1,636 $ — $ 1,863 $ 7,585 Three months ended September 30, 2015 Refining Logistics (1) Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 458,238 $ 21,045 $ 81,434 $ 10,904 $ (76,118 ) $ 495,503 Cost of revenues (excluding depreciation) 394,254 12,566 60,655 13,796 (76,118 ) 405,153 Operating expense (excluding depreciation) 27,264 1,304 9,479 — — 38,047 Lease operating expense — — — — 1,575 1,575 Depreciation, depletion and amortization 1,717 848 1,492 231 308 4,596 Impairment expense — — — 9,639 — 9,639 General and administrative expense — — — — 9,939 9,939 Acquisition and integration expense — — — — 280 280 Operating income (loss) $ 35,003 $ 6,327 $ 9,808 $ (12,762 ) $ (12,102 ) $ 26,274 Interest expense and financing costs, net (4,387 ) Other income (expense), net (45 ) Change in value of common stock warrants (1,023 ) Change in value of contingent consideration (4,255 ) Equity losses from Laramie Energy, LLC (1,355 ) Income before income taxes 15,209 Income tax expense (469 ) Net income $ 14,740 Capital expenditures $ 1,729 $ 1,976 $ 213 $ 10 $ 2,056 $ 5,984 ________________________________________________________ (1) Our logistics operations consist primarily of intercompany transactions which eliminate on a consolidated basis. (2) Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $72.1 million and $76.1 million for the three months ended September 30, 2016 and 2015 , respectively. Nine months ended September 30, 2016 Refining Logistics Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 1,172,164 $ 73,686 $ 215,952 $ 37,884 $ (197,777 ) $ 1,301,909 Cost of revenues (excluding depreciation) 1,112,730 48,707 162,831 39,432 (197,353 ) 1,166,347 Operating expense (excluding depreciation) 85,053 8,906 31,059 — 173 125,191 Lease operating expense — — — — 134 134 Depreciation, depletion and amortization 9,649 3,116 4,930 504 1,640 19,839 General and administrative expense — — — — 31,654 31,654 Acquisition and integration expense — — — — 3,563 3,563 Operating income (loss) $ (35,268 ) $ 12,957 $ 17,132 $ (2,052 ) $ (37,588 ) $ (44,819 ) Interest expense and financing costs, net (21,951 ) Other income (expense), net 60 Change in value of common stock warrants 3,477 Change in value of contingent consideration 10,753 Equity losses from Laramie Energy, LLC (15,159 ) Loss before income taxes (67,639 ) Income tax benefit 8,117 Net loss $ (59,522 ) Capital expenditures $ 10,947 $ 1,151 $ 3,699 $ — $ 3,479 $ 19,276 Nine months ended September 30, 2015 Refining Logistics (1) Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 1,491,309 $ 61,822 $ 209,091 $ 76,983 $ (216,332 ) $ 1,622,873 Cost of revenues (excluding depreciation) 1,334,045 35,649 158,383 78,130 (218,517 ) 1,387,690 Operating expense (excluding depreciation) 73,597 4,040 25,161 — — 102,798 Lease operating expense — — — — 4,614 4,614 Depreciation, depletion and amortization 5,456 2,267 3,675 689 765 12,852 Impairment expense — — — 9,639 — 9,639 General and administrative expense — — — — 31,878 31,878 Acquisition and integration expense — — — — 1,811 1,811 Operating income (loss) $ 78,211 $ 19,866 $ 21,872 $ (11,475 ) $ (36,883 ) $ 71,591 Interest expense and financing costs, net (15,769 ) Loss on termination of financing agreement (19,229 ) Other income (expense), net (199 ) Change in value of common stock warrants (2,732 ) Change in value of contingent consideration (18,679 ) Equity losses from Laramie Energy, LLC (6,131 ) Income before income taxes 8,852 Income tax benefit 18,073 Net income $ 26,925 Capital expenditures $ 5,640 $ 6,651 $ 715 $ 10 $ 2,841 $ 15,857 ________________________________________________________ (1) Our logistics operations consist primarily of intercompany transactions which eliminate on a consolidated basis. (2) Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $198.0 million and $218.5 million for the nine months ended September 30, 2016 and 2015 , respectively.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2016
Related Party Transactions [Abstract]
Related Party Transactions	Note 18—Related Party Transactions Term Loan Certain of our stockholders, or affiliates of our stockholders, are the lenders under our Term Loan. In previous years, they received common stock warrants exercisable for shares of common stock in connection with the origination of the Term Loan. On June 15, 2016 , the Term Loan was amended to permit (i) the issuance of the 5.00% Convertible Senior Notes , (ii) the issuance of the Bridge Notes and (iii) the WRC Acquisition . We paid a consent fee of $2.5 million in connection with this amendment, $1.25 million of which was paid to an affiliate of Whitebox, one of our largest stockholders. On June 21, 2016 , we repaid $5 million of the Term Loan pursuant to the terms of the amendment, $3.3 million of which was allocated to an affiliate of Whitebox. Convertible Notes Offering In June 2016, we issued $115 million in aggregate principal amount of our 5.00% Convertible Senior Notes in a private placement under Rule 144A in the Notes Offering. Please read Note 9—Debt for further discussion. Prior to the Notes Offering, we also entered into a backstop convertible note commitment letter with funds managed by Highbridge Capital Management, LLC ("Highbridge") and funds managed on behalf of Whitebox (collectively, the “Backstop Convertible Note Purchasers”), pursuant to which the Backstop Convertible Note Purchasers committed to purchase $100 million aggregate principal amount of senior unsecured convertible notes due 2021, which would be issued in a private offering pursuant to an exemption from the registration requirements of the Securities Act. The obligations of the Backstop Convertible Note Purchasers to purchase convertible notes automatically terminated upon the consummation of the Notes Offering, provided that each of the Back Up Convertible Note Purchasers and their respective affiliates were allocated the opportunity to purchase at least $32.5 million of the 5.00% Convertible Senior Notes offered in the Notes Offering. Affiliates of Whitebox and Highbridge each purchased an aggregate $42.5 million principal amount of the 5.00% Convertible Senior Notes in the Notes Offering. Equity Group Investments ("EGI") and Whitebox - Service Agreements On September 17, 2013 , we entered into letter agreements (“Services Agreements”) with Equity Group Investments (“EGI”), an affiliate of Zell Credit Opportunities Fund, LP ("ZCOF") and Whitebox, each of which owns 10% or more of our common stock directly or through affiliates. Pursuant to the Services Agreements, EGI and Whitebox agreed to provide us with ongoing strategic, advisory and consulting services that may include (i) advice on financing structures and our relationship with lenders and bankers, (ii) advice regarding public and private offerings of debt and equity securities, (iii) advice regarding asset dispositions, acquisitions or other asset management strategies, (iv) advice regarding potential business acquisitions, dispositions or combinations involving us or our affiliates or (v) such other advice directly related or ancillary to the above strategic, advisory and consulting services as may be reasonably requested by us. EGI and Whitebox do not receive a fee for the provision of the strategic, advisory or consulting services set forth in the Services Agreements, but may be periodically reimbursed by us, upon request, for (i) travel and out of pocket expenses, provided that in the event that such expenses exceed $50 thousand in the aggregate with respect to any single proposed matter, EGI or Whitebox, as applicable, will obtain our consent prior to incurring additional costs and (ii) provided that we provide prior consent to their engagement with respect to any particular proposed matter, all reasonable fees and disbursements of counsel, accountants and other professionals incurred in connection with EGI’s or Whitebox’s, as applicable, services under the Services Agreements. In consideration of the services provided by EGI and Whitebox under the Services Agreements, we agreed to indemnify each of them for certain losses incurred by them relating to or arising out of the Services Agreements or the services provided thereunder. The Services Agreements have a term of one year and will be automatically extended for successive one -year periods unless terminated by either party at least 60 days prior to any extension date. There were no significant costs incurred related to these agreements during the three and nine months ended September 30, 2016 or 2015 . In October 2015 , we terminated our Services Agreement with Whitebox. Bridge Notes Commitment and Issuance On June 14, 2016 , we entered into a Bridge Notes commitment letter (the “Bridge Notes Commitment Letter”) with entities affiliated with EGI and Highbridge Capital Management pursuant to which such parties committed to purchase an aggregate of up to $52.6 million of Bridge Notes. We paid a fee, in the amount of 5.0% of their respective commitments, to each of the entities affiliated with EGI and Highbridge Capital Management who had committed to purchasing Bridge Notes pursuant to the Bridge Notes Commitment Letter. This fee was deducted from the proceeds received at the Bridge Notes closing in July 2016. On September 22, 2016 , we repaid $49.3 million of the outstanding interest and principal on the Bridge Notes and converted the remaining outstanding principal amount on the Bridge Notes into 272,733 shares of our common stock. Please read Note 9—Debt for further discussion.

Summary of Significant Accoun24

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2016
Accounting Policies [Abstract]
Principles of Consolidation and Basis of Presentation	Principles of Consolidation and Basis of Presentation The condensed consolidated financial statements include the accounts of Par Pacific Holdings, Inc. and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Certain amounts previously reported in our condensed consolidated financial statements for prior periods have been reclassified to conform to the current presentation. The accompanying condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the U.S. ("GAAP") for interim financial information, the instructions to Form 10-Q and Article 10 of Regulation S-X of the Securities Exchange Act of 1934. Accordingly, they do not include all of the information and notes required by GAAP for complete consolidated financial statements. The condensed consolidated financial statements contained in this report include all material adjustments of a normal recurring nature that, in the opinion of management, are necessary for a fair presentation of the results for the interim periods presented. The results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the complete fiscal year or for any other period. The condensed consolidated balance sheet as of December 31, 2015 was derived from our audited consolidated financial statements as of that date. These condensed consolidated financial statements should be read together with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015 .
Use Of Estimates	Use of Estimates The preparation of our condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the related disclosures. Actual amounts could differ from these estimates.
Recent Accounting Pronouncements	Recent Accounting Pronouncements There have been no developments to recent accounting pronouncements, including the expected dates of adoption and estimated effects on our financial condition, results of operations and cash flow, from those disclosed in our Annual Report on Form 10-K for the year ended December 31, 2015, except for the following: In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (“ASU 2016-08”). This ASU clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing ("ASU 2016-10"). This ASU amends the guidance on identifying performance obligations and the implementation guidance on licensing. In May 2016, the FASB issued ASU No. 2016-11, Revenue Recognition (Topic 605) and Derivatives and Hedging (Topic 815): Rescission of SEC Guidance Because of Accounting Standards Updates 2014-09 and 2014-16 Pursuant to Staff Announcements at the March 3, 2016 EITF Meeting (SEC Update) ("ASU 2016-11"). The amendments in ASU 2016-11 rescind certain SEC Staff Observer comments that are codified in Topic 605, Revenue Recognition, and Topic 932, Extractive Activities—Oil and Gas, effective upon adoption of Topic 606. In addition, as a result of the amendments in ASU 2014-16, the SEC staff is rescinding its SEC Staff Announcement, “Determining the Nature of a Host Contract Related to a Hybrid Instrument Issued in the Form of a Share under Topic 815,” effective concurrently with Update 2014-16. In May 2016, the FASB also issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients ("ASU 2016-12"). The amendments in this ASU improve guidance on assessing collectibility, presentation of sales taxes and other similar taxes, noncash consideration and completed contracts and contract modifications at transition. The effective dates for these ASUs are the same as the effective date for ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 is effective for interim and annual periods beginning after December 15, 2017 and early adoption is permitted for interim and annual periods beginning after December 15, 2016. ASU 2014-09 allows for either full retrospective adoption or modified retrospective adoption. We are in the process of determining the method of adoption and the impact this guidance will have on our financial condition, results of operations and cash flows. In March 2016, the FASB issued ASU No. 2016-07, Investments-Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting ("ASU 2016-07"). ASU 2016-07 simplifies the equity method of accounting by eliminating the requirement to retrospectively apply the equity method to an investment that subsequently qualifies for such accounting as a result of an increase in the level of ownership interest or degree of influence. Consequently, when an investment qualifies for the equity method (as a result of an increase in the level of ownership interest or degree of influence), the cost of acquiring the additional interest in the investee would be added to the current basis of the investor’s previously held interest and the equity method would be applied subsequently from the date on which the investor obtains the ability to exercise significant influence over the investee. ASU 2016-07 is effective for interim periods and fiscal years beginning after December 15, 2016, and early application is permitted. We do not expect the adoption of ASU 2016-07 to have a material impact on our financial condition, results of operations or cash flows. In March 2016, the FASB issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). ASU 2016-09 simplifies several aspects of the accounting for employee share-based payment transactions, including the accounting for income taxes, forfeitures and statutory tax withholding requirements, as well as classification in the statement of cash flows. ASU 2016-09 is effective for interim periods and fiscal years beginning after December 15, 2016. Early application is permitted and requires that adjustments be reflected as of the beginning of the fiscal year that includes the interim period of adoption. We are in the process of determining the method of adoption and the impact this guidance will have on our financial condition, results of operations and cash flows. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments–Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). The amendments in ASU 2016-13 require financial assets measured at amortized cost basis to be presented as the net amount expected to be collected, which includes a reduction for any expected credit losses. Expected credit losses are to be estimated based on relevant information about past events and reasonable and supportable forecasts. The amendments are effective for interim periods and fiscal years beginning after December 15, 2019, with early adoption permitted for interim periods and fiscal years beginning after December 15, 2018. We do not expect the adoption of ASU 2016-13 to have a material impact on our financial condition, results of operations or cash flows. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). The primary purpose of this ASU is to reduce the diversity in practice relating to eight specific cash flow issues: debt prepayment or debt extinguishment costs; settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant in relation to the effective interest rate of the borrowing; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and separately identifiable cash flows and application of the predominance principle. The guidance in this ASU is effective for fiscal years and interim periods beginning after December 15, 2017, with early adoption permitted. The new guidance must be applied using a retrospective transition method. We do not expect the adoption of ASU 2016-15 to have a material impact on our financial condition, results of operations or cash flows.

Investment in Laramie Energy (T

Investment in Laramie Energy (Tables)	9 Months Ended
	Sep. 30, 2016
Equity Method Investments and Joint Ventures [Abstract]
Equity Method Investments	The change in our equity investment in Laramie Energy is as follows (in thousands): Nine Months Ended September 30, 2016 Beginning balance $ 76,203 Equity losses from Laramie (19,455 ) Accretion of basis difference 4,296 Investments 55,000 Ending balance $ 116,044
Equity Method Investees Financial Information	Summarized financial information for Laramie Energy is as follows (in thousands): September 30, 2016 December 31, 2015 Current assets $ 9,302 $ 8,511 Non-current assets 651,868 514,206 Current liabilities 39,097 18,158 Non-current liabilities 179,899 98,624 Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Natural gas and oil revenues $ 31,091 $ 11,464 $ 68,513 $ 32,687 Loss from operations (4,929 ) (6,201 ) (28,282 ) (21,487 ) Net income (loss) 5,056 (4,717 ) (41,183 ) (20,126 )

Acquisitions (Tables)

Acquisitions (Tables)	9 Months Ended
	Sep. 30, 2016
Business Combinations [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	A summary of the preliminary estimated fair value of the assets acquired and liabilities assumed in the WRC Acquisition is as follows (in thousands): Cash $ 183 Accounts receivable 16,880 Inventories 27,904 Prepaid and other assets 1,304 Property, plant and equipment 258,095 Goodwill (1) 63,266 Total assets (2) 367,632 Accounts payable and other current liabilities (57,861 ) Wyoming Refining Senior Secured Revolver (10,100 ) Wyoming Refining Senior Secured Term Loan (58,036 ) Other non-current liabilities (32,269 ) Total liabilities (158,266 ) Total $ 209,366 ______________________________________________ (1) We allocated $41.6 million and $21.7 million of goodwill to our refining and logistics segments, respectively. (2) We allocated $295.9 million and $71.7 million of total assets to our refining and logistics segments, respectively.
Business Acquisition, Pro Forma Information	The following unaudited pro forma financial information presents our consolidated revenues and net income as if the Mid Pac acquisition had been completed on January 1, 2014 (in thousands): Nine Months Ended September 30, 2015 Revenues $ 1,649,915 Net income 10,069 The following unaudited pro forma financial information presents our consolidated revenues and net income (loss) as if the WRC Acquisition had been completed on January 1, 2015 (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Revenues $ 522,163 $ 598,211 $ 1,463,101 $ 1,889,449 Net income (loss) (26,384 ) 22,651 (64,926 ) 36,915 Earnings (loss) per share Basic $ (0.58 ) $ 0.58 $ (1.43 ) $ 0.99 Diluted $ (0.58 ) $ 0.49 $ (1.43 ) $ 0.85

Inventories (Tables)

Inventories (Tables)	9 Months Ended
	Sep. 30, 2016
Inventory Disclosure [Abstract]
Schedule of Inventory, Current	Inventories at September 30, 2016 consisted of the following (in thousands): Titled Inventory Supply and Offtake Agreements (1) Total Crude oil and feedstocks $ 12,117 $ 47,852 $ 59,969 Refined products and blendstock 37,749 79,297 117,046 Warehouse stock and other 19,936 — 19,936 Total $ 69,802 $ 127,149 $ 196,951 Inventories at December 31, 2015 consisted of the following (in thousands): Titled Inventory Supply and Offtake Agreements (1) Total Crude oil and feedstocks $ 18,404 $ 68,126 $ 86,530 Refined products and blendstock 28,023 87,608 115,631 Warehouse stock and other 17,276 — 17,276 Total $ 63,703 $ 155,734 $ 219,437 ________________________________________________________ (1) Please read Note 8—Inventory Financing Agreements for further information.

Prepaid and Other Current Ass28

Prepaid and Other Current Assets (Tables)	9 Months Ended
	Sep. 30, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of Other Current Assets	Prepaid and other current assets at September 30, 2016 and December 31, 2015 consisted of the following (in thousands): September 30, 2016 December 31, 2015 Advances to suppliers for crude oil purchases $ 33,626 $ 36,247 Collateral posted with broker for derivative instruments 5,944 20,926 Prepaid insurance 13 6,773 Derivative assets — 4,577 Other 3,577 6,914 Total $ 43,160 $ 75,437

Goodwill (Tables)

Goodwill (Tables)	9 Months Ended
	Sep. 30, 2016
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	During the nine months ended September 30, 2016 , the change in the carrying amount of goodwill was as follows (in thousands): Balance at beginning of period $ 41,327 Acquisition of Wyoming Refining Company (1) 63,266 Mid Pac acquisition purchase price allocation adjustments (1) (589 ) Balance at end of period $ 104,004 _________________________________________________________ (1) Please read Note 4—Acquisitions for further information.

Debt (Tables)

Debt (Tables)	9 Months Ended
	Sep. 30, 2016
Debt Disclosure [Abstract]
Schedule of Debt	The following table summarizes our outstanding debt (in thousands): September 30, 2016 December 31, 2015 Hawaii Retail Credit Facilities (1) $ 99,712 $ 110,000 5% Convertible Senior Notes due 2021 115,000 — Term Loan 58,613 60,119 Par Wyoming Holdings Term Loan 65,000 — Wyoming Refining Senior Secured Term Loan 58,036 — Wyoming Refining Senior Secured Revolver 16,600 — Principal amount of long-term debt 412,961 170,119 Less: unamortized discount and deferred financing costs (32,175 ) (4,907 ) Total debt, net of unamortized discount and deferred financing costs 380,786 165,212 Less: current maturities (23,486 ) (11,000 ) Long-term debt, net of current maturities $ 357,300 $ 154,212 ________________________________________________________ (1) Represents credit agreement with Keybank (formerly the "Keybank Credit Agreement").
Fiscal Year Maturity Schedule	Annual maturities of our long-term debt for the next five years and thereafter are as follows (in thousands): Year Ended Amount Due 2016 $ 8,271 2017 20,286 2018 132,642 2019 11,000 2020 11,000 Thereafter 229,762 $ 412,961
Schedule Of Leverage Ratio	The leverage ratio is determined as follows: Period (as of last day of) Maximum Leverage Ratio July 31, 2016 2.50 to 1.00 August 31, 2016 2.50 to 1.00 September 30, 2016 2.50 to 1.00 October 31, 2016 3.00 to 1.00 November 30, 2016 3.00 to 1.00 December 31, 2016 and the last day of each fiscal quarter thereafter 3.00 to 1.00

Derivatives (Tables)

Derivatives (Tables)	9 Months Ended
	Sep. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Fair Value, Assets Measured on Recurring Basis	The following table provides information on the fair value amounts (in thousands) of these derivatives as of September 30, 2016 and December 31, 2015 and their placement within our condensed consolidated balance sheets. Balance Sheet Location September 30, 2016 December 31, 2015 Asset (Liability) Commodity derivatives (1) Prepaid and other current assets $ — $ 4,577 Commodity derivatives (1) Other long-term assets 1,997 — Commodity derivatives Other accrued liabilities (5,149 ) (9,534 ) Commodity derivatives Other liabilities (430 ) (4,925 ) J. Aron repurchase obligation derivative Obligations under inventory financing agreements (10,546 ) 9,810 Interest rate derivatives Other long-term assets 151 — Interest rate derivatives Other accrued liabilities (430 ) — Interest rate derivatives Other liabilities (216 ) — _________________________________________________________ (1) Does not include cash collateral of $6.0 million and $20.9 million recorded in Prepaid and other current assets and $7.0 million and $7.0 million in Other long-term assets as of September 30, 2016 and December 31, 2015 , respectively. Fair value amounts by hierarchy level as of September 30, 2016 and December 31, 2015 are presented gross in the tables below (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Gross Fair Value Effect of Counter-Party Netting Net Carrying Value on Balance Sheet (1) Assets Commodity derivatives $ — $ 9,290 $ — $ 9,290 $ (7,293 ) $ 1,997 Interest rate derivatives — 228 — 228 (77 ) 151 Total $ — $ 9,518 $ — $ 9,518 $ (7,370 ) $ 2,148 Liabilities Common stock warrants $ — $ — $ (4,619 ) $ (4,619 ) $ — $ (4,619 ) Contingent consideration — — (17 ) (17 ) — (17 ) Commodity derivatives (2,322 ) (10,550 ) — (12,872 ) 7,293 (5,579 ) J. Aron repurchase obligation derivative — — (10,546 ) (10,546 ) — (10,546 ) Interest rate derivatives — (723 ) — (723 ) 77 (646 ) Total $ (2,322 ) $ (11,273 ) $ (15,182 ) $ (28,777 ) $ 7,370 $ (21,407 ) December 31, 2015 Level 1 Level 2 Level 3 Gross Fair Value Effect of Counter-Party Netting Net Carrying Value on Balance Sheet (1) Assets Commodity derivatives $ 429 $ 33,797 $ — $ 34,226 $ (29,649 ) $ 4,577 J. Aron repurchase obligation derivative — — 9,810 9,810 (9,810 ) — Total $ 429 $ 33,797 $ 9,810 $ 44,036 $ (39,459 ) $ 4,577 Liabilities Common stock warrants $ — $ — $ (8,096 ) $ (8,096 ) $ — $ (8,096 ) Contingent consideration — — (27,581 ) (27,581 ) — (27,581 ) Commodity derivatives (396 ) (43,712 ) — (44,108 ) 29,649 (14,459 ) J. Aron repurchase obligation derivative — — — — 9,810 9,810 Total $ (396 ) $ (43,712 ) $ (35,677 ) $ (79,785 ) $ 39,459 $ (40,326 ) _________________________________________________________ (1) Does not include cash collateral of $13.0 million and $28.0 million as of September 30, 2016 and December 31, 2015 , respectively, included within Prepaid and other current assets and Other long-term assets on our condensed consolidated balance sheets.
Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location	The following table summarizes the pre-tax gains (losses) recognized in Net income (loss) on our condensed consolidated statements of operations resulting from changes in fair value of derivative instruments not designated as hedges charged directly to earnings (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Statement of Operations Location 2016 2015 2016 2015 Commodity derivatives Cost of revenues (excluding depreciation) $ (3,028 ) $ 10,940 $ (3,117 ) $ 13,512 J. Aron repurchase obligation derivative Cost of revenues (excluding depreciation) (8,300 ) — (20,356 ) — Interest rate derivatives Interest expense 1,204 — (1,098 ) —

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2016
Fair Value Disclosures [Abstract]
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions	Significant inputs used in the simulation model as of December 31, 2015 include: December 31, 2015 Stock price $ 23.54 Weighted-average exercise price $ 0.10 Term (years) 6.67 Risk-free interest rate 2.04 % Expected volatility 43.0 %
Fair Value, Assets Measured on Recurring Basis	The following table provides information on the fair value amounts (in thousands) of these derivatives as of September 30, 2016 and December 31, 2015 and their placement within our condensed consolidated balance sheets. Balance Sheet Location September 30, 2016 December 31, 2015 Asset (Liability) Commodity derivatives (1) Prepaid and other current assets $ — $ 4,577 Commodity derivatives (1) Other long-term assets 1,997 — Commodity derivatives Other accrued liabilities (5,149 ) (9,534 ) Commodity derivatives Other liabilities (430 ) (4,925 ) J. Aron repurchase obligation derivative Obligations under inventory financing agreements (10,546 ) 9,810 Interest rate derivatives Other long-term assets 151 — Interest rate derivatives Other accrued liabilities (430 ) — Interest rate derivatives Other liabilities (216 ) — _________________________________________________________ (1) Does not include cash collateral of $6.0 million and $20.9 million recorded in Prepaid and other current assets and $7.0 million and $7.0 million in Other long-term assets as of September 30, 2016 and December 31, 2015 , respectively. Fair value amounts by hierarchy level as of September 30, 2016 and December 31, 2015 are presented gross in the tables below (in thousands): September 30, 2016 Level 1 Level 2 Level 3 Gross Fair Value Effect of Counter-Party Netting Net Carrying Value on Balance Sheet (1) Assets Commodity derivatives $ — $ 9,290 $ — $ 9,290 $ (7,293 ) $ 1,997 Interest rate derivatives — 228 — 228 (77 ) 151 Total $ — $ 9,518 $ — $ 9,518 $ (7,370 ) $ 2,148 Liabilities Common stock warrants $ — $ — $ (4,619 ) $ (4,619 ) $ — $ (4,619 ) Contingent consideration — — (17 ) (17 ) — (17 ) Commodity derivatives (2,322 ) (10,550 ) — (12,872 ) 7,293 (5,579 ) J. Aron repurchase obligation derivative — — (10,546 ) (10,546 ) — (10,546 ) Interest rate derivatives — (723 ) — (723 ) 77 (646 ) Total $ (2,322 ) $ (11,273 ) $ (15,182 ) $ (28,777 ) $ 7,370 $ (21,407 ) December 31, 2015 Level 1 Level 2 Level 3 Gross Fair Value Effect of Counter-Party Netting Net Carrying Value on Balance Sheet (1) Assets Commodity derivatives $ 429 $ 33,797 $ — $ 34,226 $ (29,649 ) $ 4,577 J. Aron repurchase obligation derivative — — 9,810 9,810 (9,810 ) — Total $ 429 $ 33,797 $ 9,810 $ 44,036 $ (39,459 ) $ 4,577 Liabilities Common stock warrants $ — $ — $ (8,096 ) $ (8,096 ) $ — $ (8,096 ) Contingent consideration — — (27,581 ) (27,581 ) — (27,581 ) Commodity derivatives (396 ) (43,712 ) — (44,108 ) 29,649 (14,459 ) J. Aron repurchase obligation derivative — — — — 9,810 9,810 Total $ (396 ) $ (43,712 ) $ (35,677 ) $ (79,785 ) $ 39,459 $ (40,326 ) _________________________________________________________ (1) Does not include cash collateral of $13.0 million and $28.0 million as of September 30, 2016 and December 31, 2015 , respectively, included within Prepaid and other current assets and Other long-term assets on our condensed consolidated balance sheets.
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation	A roll forward of Level 3 financial instruments measured at fair value on a recurring basis is as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Balance, at beginning of period $ (8,564 ) $ (37,387 ) $ (25,867 ) $ (21,254 ) Settlements — 7,691 16,810 7,691 Total unrealized income (loss) included in earnings (6,618 ) (5,278 ) (6,125 ) (21,411 ) Balance, at end of period $ (15,182 ) $ (34,974 ) $ (15,182 ) $ (34,974 )
Fair Value and Carrying Value Liabilities Measured On Recurring Basis	The carrying value and fair value of long-term debt and other financial instruments as of September 30, 2016 and December 31, 2015 are as follows (in thousands): September 30, 2016 Carrying Value Fair Value (1) Hawaii Retail Credit Agreement (2) $ 99,712 $ 99,712 5% Convertible Senior Notes due 2021 (3) 90,011 115,491 Term Loan 58,613 60,854 Par Wyoming Holdings Term Loan (2) 63,508 63,508 Wyoming Refining Senior Secured Term Loan (2) 57,768 57,768 Wyoming Refining Senior Secured Revolver (2) 16,604 16,604 Common stock warrants 4,619 4,619 Contingent consideration 17 17 December 31, 2015 Carrying Value Fair Value (1) Hawaii Retail Credit Agreement (2) $ 110,000 $ 110,000 Term Loan 60,119 62,037 Common stock warrants 8,096 8,096 Contingent consideration 27,581 27,581 _________________________________________________________ (1) The fair values of these instruments are considered Level 3 measurements in the fair value hierarchy with the exception of the fair value measurement of the 5.00% Convertible Senior Notes which is considered a Level 2 measurement as discussed below. (2) Fair value approximates carrying value due to the floating rate interest which approximates a current market rate. (3) The carrying value of the 5.00% Convertible Senior Notes excludes the fair value of the equity component, which was classified as equity upon issuance.

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	9 Months Ended
	Sep. 30, 2016
Equity [Abstract]
Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs by Plan	The following table summarizes our compensation costs recognized in General and administrative expense under the Amended and Restated Par Pacific Holdings, Inc. 2012 Long-term Incentive Plan ("LTIP") (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Restricted Stock Awards $ 791 $ 684 $ 2,241 $ 3,050 Restricted Stock Units 62 — 1,167 — Stock Option Awards 756 380 1,695 994

Loss Per Share (Tables)

Loss Per Share (Tables)	9 Months Ended
	Sep. 30, 2016
Earnings Per Share [Abstract]
Schedule Of Computation Of Basic And Diluted Earnings Per Share	The following table sets forth the computation of basic and diluted income (loss) per share (in thousands, except per share amounts): Three Months Ended September 30, Nine Months Ended September 30, 2016 2015 2016 2015 Net income (loss) $ (27,761 ) $ 14,740 $ (59,522 ) $ 26,925 Undistributed income allocated to participating securities (2) — 228 — 217 Net income (loss) attributable to common stockholders $ (27,761 ) $ 14,512 $ (59,522 ) $ 26,708 Basic weighted-average common stock shares outstanding 41,580 37,390 41,309 37,304 Add: dilutive effects of common stock equivalents (1) — 10 — 27 Diluted weighted-average common stock shares outstanding 41,580 37,400 41,309 37,331 Basic income (loss) per common share $ (0.67 ) $ 0.39 $ (1.44 ) $ 0.72 Diluted income (loss) per common share $ (0.67 ) $ 0.39 $ (1.44 ) $ 0.72 ________________________________________________________ (1) Entities with a net loss from continuing operations are prohibited from including potential common shares in the computation of diluted per share amounts. We have utilized the basic shares outstanding to calculate both basic and diluted loss per share for the three and nine months ended September 30, 2016 . (2) Participating securities includes restricted stock that has been issued but has not yet vested.

Benefit Plans (Tables)

Benefit Plans (Tables)	9 Months Ended
	Sep. 30, 2016
Compensation and Retirement Disclosure [Abstract]
Schedule of Accumulated and Projected Benefit Obligations	The components of the underfunded status of the Benefit Plan as of the WRC Acquisition date of July 14, 2016 are as follows: Projected benefit obligation $ 34,319 Fair value of plan assets 22,067 Underfunded status (1) $ (12,252 ) _________________________________________________________ (1) The underfunded liability of $12.3 million was recognized in Other liabilities in connection with the WRC Acquisition purchase price allocation as of July 14, 2016. Please read Note 4—Acquisitions for further information.
Schedule of Assumptions Used	Weighted-average assumptions used to measure our projected benefit obligation as of July 14, 2016 and net periodic benefit costs for the year ending December 31, 2016 are as follows: Projected benefit obligation: Discount rate 3.80 % Rate of compensation increase 4.03 % Net periodic benefit costs: Discount rate 3.80 % Expected long-term rate of return (1) 7.00 % Rate of compensation increase 4.03 % _________________________________________________________ (1) The expected long-term rate of return is based on a blend of historic returns of equity and debt securities.
Schedule of Net Benefit Costs	The net periodic benefit cost for the period from July 14, 2016 to September 30, 2016 includes the following components: Components of net periodic benefit cost: Service cost $ 334 Interest cost 299 Expected return on plan assets (343 ) Net periodic benefit cost $ 290
Schedule of Allocation of Plan Assets	The weighted-average asset allocation at July 14, 2016 is as follows: Target Actual Asset category: Equity securities 60 % 52.5 % Debt securities 30 % 39.4 % Real estate 10 % 8.1 % Total 100 % 100 %
Schedule of Expected Benefit Payments	Based on current data and assumptions, the following benefit payments, which reflect expected future service, as appropriate, are expected to be paid over the next 10 years : Year Ended 2016 $ 550 2017 1,120 2018 1,240 2019 1,190 2020 1,450 2021–2025 7,680 $ 13,230

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2016
Segment Reporting [Abstract]
Schedule of Segment Reporting Information, by Segment	Summarized financial information concerning reportable segments consists of the following (in thousands): Three months ended September 30, 2016 Refining Logistics (1) Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 462,975 $ 28,107 $ 75,577 $ 15,705 $ (72,059 ) $ 510,305 Cost of revenues (excluding depreciation) 439,477 19,334 56,365 15,629 (71,509 ) 459,296 Operating expense (excluding depreciation) 35,910 4,686 10,461 — 173 51,230 Lease operating expense — — — — 10 10 Depreciation, depletion and amortization 5,755 1,275 1,898 162 553 9,643 General and administrative expense — — — — 9,863 9,863 Acquisition and integration expense — — — — 2,047 2,047 Operating income (loss) $ (18,167 ) $ 2,812 $ 6,853 $ (86 ) $ (13,196 ) $ (21,784 ) Interest expense and financing costs, net (11,232 ) Other income (expense), net (56 ) Change in value of common stock warrants 657 Change in value of contingent consideration 1,025 Equity earnings from Laramie Energy, LLC 3,659 Loss before income taxes (27,731 ) Income tax expense (30 ) Net loss $ (27,761 ) Capital expenditures $ 3,820 $ 266 $ 1,636 $ — $ 1,863 $ 7,585 Three months ended September 30, 2015 Refining Logistics (1) Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 458,238 $ 21,045 $ 81,434 $ 10,904 $ (76,118 ) $ 495,503 Cost of revenues (excluding depreciation) 394,254 12,566 60,655 13,796 (76,118 ) 405,153 Operating expense (excluding depreciation) 27,264 1,304 9,479 — — 38,047 Lease operating expense — — — — 1,575 1,575 Depreciation, depletion and amortization 1,717 848 1,492 231 308 4,596 Impairment expense — — — 9,639 — 9,639 General and administrative expense — — — — 9,939 9,939 Acquisition and integration expense — — — — 280 280 Operating income (loss) $ 35,003 $ 6,327 $ 9,808 $ (12,762 ) $ (12,102 ) $ 26,274 Interest expense and financing costs, net (4,387 ) Other income (expense), net (45 ) Change in value of common stock warrants (1,023 ) Change in value of contingent consideration (4,255 ) Equity losses from Laramie Energy, LLC (1,355 ) Income before income taxes 15,209 Income tax expense (469 ) Net income $ 14,740 Capital expenditures $ 1,729 $ 1,976 $ 213 $ 10 $ 2,056 $ 5,984 ________________________________________________________ (1) Our logistics operations consist primarily of intercompany transactions which eliminate on a consolidated basis. (2) Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $72.1 million and $76.1 million for the three months ended September 30, 2016 and 2015 , respectively. Nine months ended September 30, 2016 Refining Logistics Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 1,172,164 $ 73,686 $ 215,952 $ 37,884 $ (197,777 ) $ 1,301,909 Cost of revenues (excluding depreciation) 1,112,730 48,707 162,831 39,432 (197,353 ) 1,166,347 Operating expense (excluding depreciation) 85,053 8,906 31,059 — 173 125,191 Lease operating expense — — — — 134 134 Depreciation, depletion and amortization 9,649 3,116 4,930 504 1,640 19,839 General and administrative expense — — — — 31,654 31,654 Acquisition and integration expense — — — — 3,563 3,563 Operating income (loss) $ (35,268 ) $ 12,957 $ 17,132 $ (2,052 ) $ (37,588 ) $ (44,819 ) Interest expense and financing costs, net (21,951 ) Other income (expense), net 60 Change in value of common stock warrants 3,477 Change in value of contingent consideration 10,753 Equity losses from Laramie Energy, LLC (15,159 ) Loss before income taxes (67,639 ) Income tax benefit 8,117 Net loss $ (59,522 ) Capital expenditures $ 10,947 $ 1,151 $ 3,699 $ — $ 3,479 $ 19,276 Nine months ended September 30, 2015 Refining Logistics (1) Retail Texadian Corporate, Eliminations and Other (2) Total Revenues $ 1,491,309 $ 61,822 $ 209,091 $ 76,983 $ (216,332 ) $ 1,622,873 Cost of revenues (excluding depreciation) 1,334,045 35,649 158,383 78,130 (218,517 ) 1,387,690 Operating expense (excluding depreciation) 73,597 4,040 25,161 — — 102,798 Lease operating expense — — — — 4,614 4,614 Depreciation, depletion and amortization 5,456 2,267 3,675 689 765 12,852 Impairment expense — — — 9,639 — 9,639 General and administrative expense — — — — 31,878 31,878 Acquisition and integration expense — — — — 1,811 1,811 Operating income (loss) $ 78,211 $ 19,866 $ 21,872 $ (11,475 ) $ (36,883 ) $ 71,591 Interest expense and financing costs, net (15,769 ) Loss on termination of financing agreement (19,229 ) Other income (expense), net (199 ) Change in value of common stock warrants (2,732 ) Change in value of contingent consideration (18,679 ) Equity losses from Laramie Energy, LLC (6,131 ) Income before income taxes 8,852 Income tax benefit 18,073 Net income $ 26,925 Capital expenditures $ 5,640 $ 6,651 $ 715 $ 10 $ 2,841 $ 15,857 ________________________________________________________ (1) Our logistics operations consist primarily of intercompany transactions which eliminate on a consolidated basis. (2) Includes eliminations of intersegment Revenues and Cost of revenues (excluding depreciation) of $198.0 million and $218.5 million for the nine months ended September 30, 2016 and 2015 , respectively.

Overview Additional Information

Overview Additional Information (Detail) - segment	9 Months Ended
	Sep. 30, 2016	Mar. 01, 2016
Schedule of Equity Method Investments [Line Items]
Operating segments	3
Reporting segments	2
Laramie Energy Company
Schedule of Equity Method Investments [Line Items]
Ownership of Piceance Energy, LLC	42.30%	32.40%

Summary of Significant Accoun38

Summary of Significant Accounting Policies - Narrative (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Accounting Policies [Abstract]
Minimum amortization period (in years)	3 years
Maximum amortization period (in years)	5 years
Deferred turnaround expenditures	$ 34,969	$ 0

Investment in Laramie Energy Ad

Investment in Laramie Energy Additional Information (Detail) - USD ($)	Mar. 01, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Schedule of Equity Method Investments [Line Items]
Payments to Acquire Equity Method Investments				$ 55,000,000	$ 27,529,000
Depreciation, depletion and amortization		$ 9,643,000	$ 4,596,000	19,839,000	12,852,000
Unrealized (loss) gain on derivative contracts				$ 5,804,000	(4,786,000)
Laramie Energy Company
Schedule of Equity Method Investments [Line Items]
Ownership of Laramie Energy, LLC	32.40%	42.30%		42.30%
Line credit maximum borrowing amount		$ 400,000,000		$ 400,000,000
Asset borrowing base currently at		170,000,000		170,000,000
Balance outstanding on the revolving credit facility		114,000,000		114,000,000
Increase (decrease) in assets of equity method investment capitalized drilling costs obligation paid				55,000,000
Depreciation, depletion and amortization		13,500,000	7,500,000	34,100,000	23,300,000
Unrealized (loss) gain on derivative contracts		12,700,000	$ (700,000)	(16,800,000)	$ (5,100,000)
Amount of equity in underlying assets exceeding carrying value		$ 70,300,000		$ 70,300,000		$ 55,400,000
Amortization of natural gas and oil properties				15 years
Piceance Basin | Laramie Energy Company
Schedule of Equity Method Investments [Line Items]
Payments to Acquire Equity Method Investments	$ 157,500,000

Investment in Laramie Energy Ch

Investment in Laramie Energy Change in Equity Investment (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Beginning balance			$ 76,203
Equity losses from Laramie	$ 3,659	$ (1,355)	(15,159)	$ (6,131)
Ending balance	116,044		116,044
Laramie Energy Company
Investments in and Advances to Affiliates, at Fair Value [Roll Forward]
Beginning balance			76,203
Equity losses from Laramie			(19,455)
Accretion of basis difference			4,296
Investments			55,000
Ending balance	$ 116,044		$ 116,044

Investment in Laramie Energy Su

Investment in Laramie Energy Summarized Financial Information (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
ASSETS
Current assets	$ 389,600		$ 389,600		$ 531,752
Current liabilities	385,194		385,194		365,040
REVENUE
Loss from operations	(21,784)	$ 26,274	(44,819)	$ 71,591
Net income (loss)	(27,761)	14,740	(59,522)	26,925
Laramie Energy Company
ASSETS
Current assets	9,302		9,302		8,511
Non-current assets	651,868		651,868		514,206
Current liabilities	39,097		39,097		18,158
Non-current liabilities	179,899		179,899		$ 98,624
REVENUE
Natural gas and oil revenues	31,091	11,464	68,513	32,687
Loss from operations	(4,929)	(6,201)	(28,282)	(21,487)
Net income (loss)	$ 5,056	$ (4,717)	$ (41,183)	$ (20,126)

Acquisitions - Wyoming Refining

Acquisitions - Wyoming Refining Company Acquisition (Details) - USD ($)	Jul. 14, 2016	Jun. 30, 2016	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Business Acquisition [Line Items]
Acquisition deposit					$ 209,183,000	$ 0
Revenues			$ 510,305,000	$ 495,503,000	1,301,909,000	1,622,873,000
Net income (loss)			(27,761,000)	$ 14,740,000	$ (59,522,000)	$ 26,925,000
Wyoming Refining Company
Business Acquisition [Line Items]
Consideration transferred	$ 209,400,000
Liabilities assumed	58,000,000
Revenues			83,900,000
Net income (loss)			$ 1,400,000
Other Long Term Assets | Wyoming Refining Company
Business Acquisition [Line Items]
Acquisition deposit		$ 5,000,000
Secured Debt | Wyoming Refining Company
Business Acquisition [Line Items]
Aggregate principal amount	65,000,000
5% Convertible Senior Notes due 2021 | Convertible Debt
Business Acquisition [Line Items]
Aggregate principal amount	$ 115,000,000

Acquisitions - Schedule of Asse

Acquisitions - Schedule of Asset Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Jul. 14, 2016	Dec. 31, 2015
Business Acquisition [Line Items]
Goodwill	$ 104,004		$ 41,327
Wyoming Refining Company
Business Acquisition [Line Items]
Cash		$ 183
Accounts receivable		16,880
Inventories		27,904
Prepaid and other assets		1,304
Property, plant and equipment		258,095
Goodwill		63,266
Total assets		367,632
Accounts payable and other current liabilities		(57,861)
Other non-current liabilities		(32,269)
Total liabilities		(158,266)
Total		209,366
Refining | Wyoming Refining Company
Business Acquisition [Line Items]
Goodwill		41,600
Total assets		295,900
Logistics | Wyoming Refining Company
Business Acquisition [Line Items]
Goodwill		21,700
Total assets		71,700
Secured Debt | Wyoming Refining Company
Business Acquisition [Line Items]
Long-term debt		(58,036)
Revolving Credit Facility | Wyoming Refining Company
Business Acquisition [Line Items]
Long-term debt		$ (10,100)

Acquisitions - Pro Forma Financ

Acquisitions - Pro Forma Financial Information (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Wyoming Refining Company
Business Acquisition [Line Items]
Revenues	$ 522,163	$ 598,211	$ 1,463,101	$ 1,889,449
Net income (loss)	$ (26,384)	$ 22,651	$ (64,926)	$ 36,915
Earnings (loss) per share
Basic (in dollars per shares)	$ (0.58)	$ 0.58	$ (1.43)	$ 0.99
Diluted (in dollars per shares)	$ (0.58)	$ 0.49	$ (1.43)	$ 0.85
Mid Pac Petroleum, LLC
Business Acquisition [Line Items]
Revenues				$ 1,649,915
Net income (loss)				$ 10,069

Acquisitions - Mid Pac Acquisit

Acquisitions - Mid Pac Acquisitions (Detail) - USD ($) $ in Thousands	Apr. 01, 2015	Sep. 30, 2015	Sep. 30, 2016	Mar. 31, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Business Acquisition [Line Items]
Term loan			$ 380,786			$ 380,786		$ 165,212
Income tax benefit			30		$ 469	(8,117)	$ (18,073)
Revenues			510,305		495,503	1,301,909	1,622,873
Net income (loss)			$ (27,761)		$ 14,740	(59,522)	$ 26,925
Mid Pac Petroleum, LLC
Business Acquisition [Line Items]
Cash consideration transferred prior to certain post-closing adjustments	$ 74,400
Additional consideration transfered		$ 1,000
Goodwill, Period Increase (Decrease)				$ 600
Income tax benefit				$ 600
Revenues						131,900
Net income (loss)						$ 8,500
Mid Pac Petroleum, LLC | Mid Pac Petroleum, LLC
Business Acquisition [Line Items]
Term loan	45,300
Mid Pac Credit Agreement | Mid Pac Petroleum, LLC
Business Acquisition [Line Items]
Term loan	$ 55,000
Par Hawaii Inc. | Mid Pac Petroleum, LLC
Business Acquisition [Line Items]
Outstanding membership interests of Mid Pac Petroleum, LLC	100.00%

Inventories (Detail)

Inventories (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Inventory [Line Items]
Crude oil and feedstocks	$ 59,969	$ 86,530
Refined products and blendstock	117,046	115,631
Warehouse stock and other	19,936	17,276
Total	196,951	219,437
Reserves for the lower of cost or market value of inventory		23,700
Titled Inventory
Inventory [Line Items]
Crude oil and feedstocks	12,117	18,404
Refined products and blendstock	37,749	28,023
Warehouse stock and other	19,936	17,276
Total	69,802	63,703
Supply and Offtake Agreements
Inventory [Line Items]
Crude oil and feedstocks	47,852	68,126
Refined products and blendstock	79,297	87,608
Warehouse stock and other	0	0
Total	$ 127,149	$ 155,734

Prepaid and Other Current Ass47

Prepaid and Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Advances to suppliers for crude oil purchases	$ 33,626	$ 36,247
Collateral posted with broker for derivative instruments	5,944	20,926
Prepaid insurance	13	6,773
Derivative assets	0	4,577
Other	3,577	6,914
Total	$ 43,160	$ 75,437

Goodwill (Details)

Goodwill (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2016USD ($)
Goodwill [Roll Forward]
Balance at beginning of period	$ 41,327
Acquisition of Wyoming Refining Company	63,266
Mid Pac acquisition purchase price allocation adjustments	(589)
Balance at end of period	$ 104,004

Inventory Financing Agreements

Inventory Financing Agreements (Textual) (Detail) barrel / d in Thousands	Jun. 01, 2015USD ($)barrel / dextension	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Feb. 29, 2016USD ($)installment	Dec. 31, 2015USD ($)	Sep. 01, 2015USD ($)payment
Supply Commitment [Line Items]
Supply and exchange agreement expenses		$ 11,232,000	$ 4,387,000	$ 21,951,000	$ 15,769,000
Loss on termination of financing agreements		0	0	0	19,229,000
Deferred finance costs, net		32,175,000		32,175,000			$ 4,907,000
Supply and Offtake Agreements
Supply Commitment [Line Items]
Agreement term	3 years
Number of commitment extensions | extension	2
Commitment period	1 year
Barrels of crude per day provided by J. Aron | barrel / d	94
Handling fees		1,700,000	2,800,000	5,600,000	4,000,000
Supply and exchange agreement expenses		900,000	600,000	2,200,000	900,000
Amount of deferred payment arrangement	$ 125,000,000	63,500,000		63,500,000
Percentage of receivables and inventory for deferred payment arrangement	85.00%
Deferral arrangement fee	$ 1,300,000
Description of Variable Rate Basis	90
Outstanding amount of deferred payment arrangement		62,000,000		62,000,000
Fee agreement receivable						$ 14,600,000		$ 18,000,000
Number of fee agreement payments						18		14
Fee agreement payable		$ (18,500,000)		$ (18,500,000)
Supply and Exchange Agreements
Supply Commitment [Line Items]
Handling fees					6,900,000
Supply and exchange agreement expenses			0		2,300,000
Loss on termination of financing agreements					17,400,000
Supply commitment, price variance loss					13,300,000
Deferred finance costs, net			$ 5,600,000		5,600,000
Supply commitment early contract termination fee					$ 1,500,000
London Interbank Offered Rate (LIBOR) | Supply and Offtake Agreements
Supply Commitment [Line Items]
Margin on LIBOR rate	3.75%
Deferred payment availability fee	0.75%

Debt - Schedule of Debt (Detail

Debt - Schedule of Debt (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Principal amount of long-term debt	$ 412,961	$ 170,119
Less: unamortized discount and deferred financing costs	(32,175)	(4,907)
Total debt, net of unamortized discount and deferred financing costs	380,786	165,212
Less: current maturities	(23,486)	(11,000)
Long-term debt, net of current maturities	357,300	154,212
Hawaii Retail Credit Facility
Debt Instrument [Line Items]
Principal amount of long-term debt	99,712	110,000
5% Convertible Senior Notes due 2021
Debt Instrument [Line Items]
Principal amount of long-term debt		0
Tranche B Loan
Debt Instrument [Line Items]
Principal amount of long-term debt	58,613	60,119
Par Wyoming Holdings Term Loan
Debt Instrument [Line Items]
Principal amount of long-term debt	65,000	0
Wyoming Refining Senior Secured Term Loan
Debt Instrument [Line Items]
Principal amount of long-term debt	58,036	0
Wyoming Refining Senior Secured Revolver
Debt Instrument [Line Items]
Principal amount of long-term debt	16,600	$ 0
Convertible Debt | 5% Convertible Senior Notes due 2021
Debt Instrument [Line Items]
Principal amount of long-term debt	$ 115,000

Debt - Annual Maturities (Detai

Debt - Annual Maturities (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Debt Disclosure [Abstract]
2,016	$ 8,271
2,017	20,286
2,018	132,642
2,019	11,000
2,020	11,000
Thereafter	229,762
Total long term debt	$ 412,961	$ 170,119

Debt - Par Wyoming Holdings Cre

Debt - Par Wyoming Holdings Credit Agreement (Details) - Wyoming Refining Company - Secured Debt	Jul. 14, 2016USD ($)
Debt Instrument [Line Items]
Aggregate principal amount	$ 65,000,000
Basis spread on variable rate, cash interest	9.50%
Basis spread on variable rate, paid in kind	13.00%

Debt - Wyoming Refining Credit

Debt - Wyoming Refining Credit Facility (Details)	Jul. 14, 2016USD ($)	Sep. 30, 2016USD ($)	Dec. 31, 2016	Aug. 31, 2016	Jul. 31, 2016	Dec. 31, 2015USD ($)
Line of Credit Facility [Line Items]
Principal amount of long-term debt		$ 412,961,000				$ 170,119,000
Wyoming Refining Company | Revolving Credit Facility
Line of Credit Facility [Line Items]
Line credit maximum borrowing amount	$ 30,000,000
Term Loan | Wyoming Refining Company
Line of Credit Facility [Line Items]
Leverage ratio required, maximum		2.5		2.5	2.5
Restricted cash		$ 10,000,000
Scenario, Forecast | Term Loan | Wyoming Refining Company
Line of Credit Facility [Line Items]
Leverage ratio required, maximum			3
Leverage ratio required, minimum			1.25
London Interbank Offered Rate (LIBOR) | Wyoming Refining Company | Revolving Credit Facility
Line of Credit Facility [Line Items]
Margin on LIBOR rate	3.00%
Wyoming Refining Senior Secured Term Loan
Line of Credit Facility [Line Items]
Quarterly principal payments		2,300,000
Principal amount of long-term debt		58,036,000				0
Wyoming Refining Senior Secured Revolver
Line of Credit Facility [Line Items]
Principal amount of long-term debt		$ 16,600,000				$ 0

Debt - Schedule of Leverage Rat

Debt - Schedule of Leverage Ratio (Details) - Term Loan - Wyoming Refining Company	Dec. 31, 2016	Nov. 30, 2016	Oct. 31, 2016	Sep. 30, 2016	Aug. 31, 2016	Jul. 31, 2016
Debt Instrument [Line Items]
Leverage ratio required, maximum				2.5	2.5	2.5
Subsequent Event
Debt Instrument [Line Items]
Leverage ratio required, maximum	3	3	3

Debt - Bridge Notes (Details)

Debt - Bridge Notes (Details) - USD ($) $ / shares in Units, $ in Millions	Sep. 22, 2016	Jul. 14, 2016	Sep. 30, 2016
Bridge Loan
Debt Instrument [Line Items]
Aggregate principal amount	$ 3.1	$ 52.6
Proceeds from issuance of debt		50
Unpaid interest	0.3
Financing costs			$ 3
EGI | Affiliated Entity | Bridge Loan
Debt Instrument [Line Items]
Aggregate principal amount		36.8
Fee amount		$ 1.8
Rights Offering | Common Stock
Debt Instrument [Line Items]
Stock issued during period, value	$ 49.9
Rights Offering | Common Stock | Bridge Loan
Debt Instrument [Line Items]
Common stock, value, subscriptions (in shares)	4,000,000
Conversion of stock, shares converted (in shares)	272,733
Conversion price (in dollars per share)	$ 12.25

Debt - Convertible Senior Note

Debt - Convertible Senior Note (Details) $ / shares in Units, $ in Thousands	Jun. 27, 2016USD ($)shares$ / shares	Sep. 30, 2016USD ($)day	Sep. 30, 2015USD ($)	Jul. 14, 2016USD ($)	Jun. 15, 2016USD ($)	Dec. 31, 2015USD ($)
Debt Instrument [Line Items]
Proceeds from borrowings		$ 301,782	$ 90,900
Deferred finance costs, net		(32,175)				$ (4,907)
Principal amount of long-term debt		412,961				170,119
Term loan		380,786				165,212
5% Convertible Senior Notes due 2021
Debt Instrument [Line Items]
Principal amount of long-term debt						0
Tranche B Term Loan
Debt Instrument [Line Items]
Principal amount of long-term debt		$ 58,613				$ 60,119
Convertible Debt | 5% Convertible Senior Notes due 2021
Debt Instrument [Line Items]
Aggregate principal amount				$ 115,000
Additional principal amount	$ 15,000
Proceeds from borrowings	$ 111,600
Debt instrument, interest rate	5.00%
Conversion ratio	0.0555556
Number of equity instruments (in shares) | shares	6,388,894
Conversion price (in dollars per share) | $ / shares	$ 18
Threshold percentage of stock price trigger	140.00%
Threshold trading days | day		20
Threshold consecutive trading days		30 days
Redemption price, percentage	100.00%
Long-term debt, fair value	$ 89,300
Carrying amount of equity component	22,200
Principal amount of long-term debt		$ 115,000
Unamortized discount (premium) and debt issuance costs, net		25,000
Convertible Debt | 5% Convertible Senior Notes due 2021 | Long-term Debt
Debt Instrument [Line Items]
Deferred finance costs, net	(600)
Term Loan | Tranche B Term Loan
Debt Instrument [Line Items]
Repayments of debt	$ 5,000
Deferred finance costs, net					$ (2,500)
Reported Value Measurement [Member] | 5% Convertible Senior Notes due 2021
Debt Instrument [Line Items]
Long-term debt, fair value		$ 90,011

Debt - Term Loan (Details)

Debt - Term Loan (Details) - USD ($) $ in Thousands	Jun. 27, 2016	Sep. 30, 2016	Jun. 15, 2016	Dec. 31, 2015
Debt Instrument [Line Items]
Deferred finance costs, net		$ 32,175		$ 4,907
Term Loan | Tranche B Term Loan
Debt Instrument [Line Items]
Deferred finance costs, net			$ 2,500
Repayments of debt	$ 5,000
Whitebox Advisors, LLC | Term Loan | Tranche B Term Loan
Debt Instrument [Line Items]
Deferred finance costs, net			$ 1,250
Repayments of debt	$ 3,300

Debt - Guarantors (Detail)

Debt - Guarantors (Detail)	Sep. 16, 2016USD ($)
Debt Disclosure [Abstract]
Debt instruments, initial offering price	$ 750,000,000

Derivatives Narrative (Details)

Derivatives Narrative (Details) bbl in Thousands, $ in Millions	9 Months Ended
	Sep. 30, 2016USD ($)bbl	Jul. 14, 2016USD ($)	Jun. 27, 2016
Interest Rate Swap
Credit Derivatives [Line Items]
Fixed interest rate	1.10%
Notional amount | $	$ 200
Forward Contracts | Over the Counter | Options Collar
Credit Derivatives [Line Items]
Derivative contracts, barrels	52
Forward Contracts | Over the Counter | Option Collars and Swap
Credit Derivatives [Line Items]
Derivative contracts, barrels	20
Long | Future | Over the Counter | Energy Related Derivative
Credit Derivatives [Line Items]
Derivative contracts, barrels	634
Long | Future | Over the Counter | Commodity Contract
Credit Derivatives [Line Items]
Derivative contracts, barrels	85
5% Convertible Senior Notes due 2021 | Convertible Debt
Credit Derivatives [Line Items]
Debt instrument, interest rate			5.00%
Aggregate principal amount | $		$ 115

Derivatives - Schedule of Deriv

Derivatives - Schedule of Derivatives Fair Value Amounts (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Prepaid Expenses and Other Current Assets
Derivative Instruments, Gain (Loss) [Line Items]
Cash collateral	$ 6,000	$ 20,900
Other Noncurrent Assets
Derivative Instruments, Gain (Loss) [Line Items]
Cash collateral		7,000
Commodity Contract | Prepaid Expenses and Other Current Assets
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	0	4,577
Commodity Contract | Other Noncurrent Assets
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	1,997	0
Commodity Contract | Other Accrued Liabilities
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	(5,149)	(9,534)
Commodity Contract | Other Liabilities
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	(430)	(4,925)
Interest Rate | Other Noncurrent Assets
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	151	0
Interest Rate | Other Accrued Liabilities
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	(430)	0
Interest Rate | Other Liabilities
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	(216)	0
Over the Counter | Embedded Derivative
Derivative Instruments, Gain (Loss) [Line Items]
Asset (Liability)	$ (10,546)	$ 9,810

Derivatives - Schedule of Pre-T

Derivatives - Schedule of Pre-Tax Gain (Loss) Recognized in the Statement of Operations (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Commodity derivatives | Cost of revenues
Derivative Instruments, Gain (Loss) [Line Items]
Cost of revenues	$ (3,028)	$ 10,940	$ (3,117)	$ 13,512
J. Aron repurchase obligation derivative | Cost of revenues
Derivative Instruments, Gain (Loss) [Line Items]
Cost of revenues	(8,300)	0	(20,356)	0
J. Aron repurchase obligation derivative | Interest Expense
Derivative Instruments, Gain (Loss) [Line Items]
Cost of revenues	$ 1,204	$ 0	$ (1,098)	$ 0

Fair Value Measurements - Commo

Fair Value Measurements - Common Stock Warrants (Details) - $ / shares	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Historical volatilities period	7 years
Fair value of common stock warrants (in usd per share)	$ 13.04	$ 23.47
Employee Stock Option
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Common stock warrants outstanding (in shares)	354,350	345,135

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value of Outstanding Common Stock Warrants (Detail)	12 Months Ended
	Dec. 31, 2015$ / shares
Fair Value Disclosures [Abstract]
Stock price (in usd per share)	$ 23.54
Weighted average exercise price (in usd per share)	$ 0.10
Term (years)	6 years 8 months
Risk-free rate	2.04%
Expected volatility	43.00%

Fair Value Measurements - Deriv

Fair Value Measurements - Derivative Assets and Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Liabilities
Common stock warrants	$ (4,619)	$ (8,096)
Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	9,518	44,036
Derivative asset, fair value, gross liability	(7,370)	(39,459)
Derivative asset	2,148	4,577
Liabilities
Fair value of derivative liability	(28,777)	(79,785)
Derivative liability, fair value, gross asset	7,370	39,459
Derivative liability	(21,407)	(40,326)
Cash collateral	13,000	28,000
Interest Rate | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	228
Derivative asset, fair value, gross liability	(77)
Derivative asset	151
Liabilities
Fair value of derivative liability	(723)
Derivative liability, fair value, gross asset	77
Derivative liability	(646)
Level 1 | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	0	429
Liabilities
Fair value of derivative liability	(2,322)	(396)
Level 1 | Interest Rate | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	0
Liabilities
Fair value of derivative liability	0
Level 2 | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	9,518	33,797
Liabilities
Fair value of derivative liability	(11,273)	(43,712)
Level 2 | Interest Rate | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	228
Liabilities
Fair value of derivative liability	(723)
Level 3 | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	0	9,810
Liabilities
Fair value of derivative liability	(15,182)	(35,677)
Level 3 | Interest Rate | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	0
Liabilities
Fair value of derivative liability	0
Exchange Traded | Future | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	9,290	34,226
Derivative asset, fair value, gross liability	(7,293)	(29,649)
Derivative asset	1,997	4,577
Liabilities
Fair value of derivative liability	(12,872)	(44,108)
Derivative liability, fair value, gross asset	7,293	29,649
Derivative liability	(5,579)	(14,459)
Exchange Traded | Equity Option | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset		9,810
Derivative asset, fair value, gross liability		(9,810)
Derivative asset		0
Exchange Traded | Embedded Derivative | Fair Value, Measurements, Recurring
Liabilities
Fair value of derivative liability	(10,546)	0
Derivative liability, fair value, gross asset	0	9,810
Derivative liability	(10,546)	9,810
Exchange Traded | Level 1 | Future | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	0	429
Liabilities
Fair value of derivative liability	(2,322)	(396)
Exchange Traded | Level 1 | Equity Option | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset		0
Exchange Traded | Level 1 | Embedded Derivative | Fair Value, Measurements, Recurring
Liabilities
Fair value of derivative liability	0	0
Exchange Traded | Level 2 | Future | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	9,290	33,797
Liabilities
Fair value of derivative liability	(10,550)	(43,712)
Exchange Traded | Level 2 | Equity Option | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset		0
Exchange Traded | Level 2 | Embedded Derivative | Fair Value, Measurements, Recurring
Liabilities
Fair value of derivative liability	0	0
Exchange Traded | Level 3 | Future | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset	0	0
Liabilities
Fair value of derivative liability	0	0
Exchange Traded | Level 3 | Equity Option | Fair Value, Measurements, Recurring
Assets
Fair value of derivative asset		9,810
Exchange Traded | Level 3 | Embedded Derivative | Fair Value, Measurements, Recurring
Liabilities
Fair value of derivative liability	(10,546)	0
Over the Counter | Fair Value, Measurements, Recurring
Liabilities
Common stock warrants	(4,619)	(8,096)
Contingent consideration	(17)	(27,581)
Over the Counter | Level 1 | Fair Value, Measurements, Recurring
Liabilities
Common stock warrants	0	0
Contingent consideration	0	0
Over the Counter | Level 2 | Fair Value, Measurements, Recurring
Liabilities
Common stock warrants	0	0
Contingent consideration	0	0
Over the Counter | Level 3 | Fair Value, Measurements, Recurring
Liabilities
Common stock warrants	(4,619)	(8,096)
Contingent consideration	$ (17)	$ (27,581)

Fair Value Measurements - Der65

Fair Value Measurements - Derivative Instruments Measured at Fair Value (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Balance, at beginning of period	$ (8,564)	$ (37,387)	$ (25,867)	$ (21,254)
Settlements	0	7,691	16,810	7,691
Total unrealized income (loss) included in earnings	(6,618)	(5,278)	(6,125)	(21,411)
Balance, at end of period	$ (15,182)	$ (34,974)	$ (15,182)	$ (34,974)

Fair Value Measurements - Carry

Fair Value Measurements - Carrying Value and Fair Value of Long-Term Debt and Other Financial Instruments (Detail) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long term debt fair value	11.05%	9.63%
Reported Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Warrants not settleable in cash, fair value	$ 17	$ 27,581
Reported Value Measurement [Member] | Warrant
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Contingent consideration liability, fair value	4,619	8,096
Reported Value Measurement [Member] | Tranche B Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	58,613	60,119
Reported Value Measurement [Member] | Wyoming Refining Senior Secured Revolver
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	16,604
Reported Value Measurement [Member] | Hawaii Retail Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	99,712	110,000
Reported Value Measurement [Member] | 5% Convertible Senior Notes due 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	90,011
Reported Value Measurement [Member] | Par Wyoming Holdings Term Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	63,508
Reported Value Measurement [Member] | Wyoming Refining Senior Secured Term Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	57,768
Estimate of Fair Value Measurement [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Warrants not settleable in cash, fair value	17	27,581
Estimate of Fair Value Measurement [Member] | Warrant
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Contingent consideration liability, fair value	4,619	8,096
Estimate of Fair Value Measurement [Member] | Tranche B Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	60,854	62,037
Estimate of Fair Value Measurement [Member] | Wyoming Refining Senior Secured Revolver
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	16,604
Estimate of Fair Value Measurement [Member] | Hawaii Retail Credit Facility
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	99,712	$ 110,000
Estimate of Fair Value Measurement [Member] | 5% Convertible Senior Notes due 2021
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	115,491
Estimate of Fair Value Measurement [Member] | Par Wyoming Holdings Term Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	63,508
Estimate of Fair Value Measurement [Member] | Wyoming Refining Senior Secured Term Loan
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	$ 57,768

Commitments and Contingencies A

Commitments and Contingencies Additional Information (Detail)	6 Months Ended	9 Months Ended
	Jun. 30, 2016	Sep. 30, 2016USD ($)claim
Long-term Purchase Commitment [Line Items]
Multiplier for earnout payment before EBITDA		4
Minimum EBITDA benchmark		$ 3,500,000
Maximum earnout payment amount		4,500,000
Site contingency reimbursement		4,700,000
Site contingencies capital expenditures		$ 7,100,000
Number of remaining claim to be resolved | claim		2
Bankruptcy claims amount of claims to be settled		$ 22,400,000
Estimated value of claims remaining to be settled		600,000
Maximum bankruptcy claims remaining		$ 22,400,000
Predecessor working ownership percentage		3.40%
Allowed claims, settlement ratio	0.0544
Tesoros
Long-term Purchase Commitment [Line Items]
Deductible for indemnification obligation		$ 1,000,000
Indemnification obligation cap		15,000,000
Clear Air Act Violation
Long-term Purchase Commitment [Line Items]
Final decree high estimate		30,000,000
Pending Litigation
Long-term Purchase Commitment [Line Items]
Claim amount for environmental losses (more than)		1,000,000
Wyoming Refinery One
Long-term Purchase Commitment [Line Items]
Environmental remediation expense		$ 20,000,000
Environmental costs recognized, period for recognition of one third costs		5 years
Environmental costs recognized, period for recognition		30 years
Wyoming Refinery Two [Member] | Wastewater Treatment Pond
Long-term Purchase Commitment [Line Items]
Environmental remediation expense		$ 2,100,000
Wyoming Refinery Two [Member] | Waste Water Treatment System
Long-term Purchase Commitment [Line Items]
Environmental remediation expense		11,600,000
Wyoming Refinery [Member]
Long-term Purchase Commitment [Line Items]
Loss contingency, range of possible loss, maximum		$ 100,000

Stockholders' Equity Schedule o

Stockholders' Equity Schedule of Compensation Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Restricted Stock
Class of Stock [Line Items]
Compensation cost	$ 791	$ 684	$ 2,241	$ 3,050
Restricted Stock Units (RSUs)
Class of Stock [Line Items]
Compensation cost	62	0	1,167	0
Employee Stock Option
Class of Stock [Line Items]
Compensation cost	$ 756	$ 380	$ 1,695	$ 994

Stockholders' Equity (Details T

Stockholders' Equity (Details Textual) (Detail) - USD ($) $ / shares in Units, $ in Thousands	Sep. 22, 2016	Jun. 02, 2016	Sep. 30, 2016	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2015	Sep. 30, 2016	Sep. 30, 2015
Class of Stock [Line Items]
Proceeds from issuance of common stock							$ 49,315	$ 539
Exercise price (in dollars per share)				$ 22.99	$ 21.44
Restricted Stock
Class of Stock [Line Items]
Shares of restricted stock granted (in shares)			89,000				242,000
Grants in the period, aggregate fair value			$ 1,200				$ 4,200
Period of stock option compensation cost recognition							2 years 9 months 18 days
Employee Stock Option
Class of Stock [Line Items]
Options, granted (in shares)			3,000				1,100,000
Weighted average exercise price (in dollars per share)						$ 21.49	$ 15.15
Stock Compensation Plan
Class of Stock [Line Items]
Unrecognized compensation costs related to restricted stock awards			$ 12,100				$ 12,100
President, Chief Executive Officer, Chairman, Vice Chairman and Board of Directors
Class of Stock [Line Items]
Options, granted (in shares)					1,100,000
Chief Financial Officer, Senior Vice President and General Counsel, and Senior Vice President of Mergers and Acquisitions | Restricted Stock
Class of Stock [Line Items]
Options, granted (in shares)				34,000
Chief Financial Officer, Senior Vice President and General Counsel, and Senior Vice President of Mergers and Acquisitions | Employee Stock Option
Class of Stock [Line Items]
Options, granted (in shares)				52,000
Long Term Incentive Plan
Class of Stock [Line Items]
Number of additional shares authorized (in shares)		4,000,000
Rights Offering | Common Stock
Class of Stock [Line Items]
Stock issued during period, value	$ 49,900
Rights Offering | Common Stock | Bridge Loan
Class of Stock [Line Items]
Common stock, value, subscriptions (in shares)	4,000,000
Share price (in dollars per share)	$ 12.25
Stock issued, issuance costs	$ 600
Proceeds from issuance of common stock	$ 49,300

Income (Loss) per Share - Basic

Income (Loss) per Share - Basic and Diluted Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Jun. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Net income (loss)	$ (27,761)	$ 14,740		$ (59,522)	$ 26,925
Undistributed income allocated to participating securities	0	228		0	217
Net income (loss) attributable to common stockholders	$ (27,761)	$ 14,512		$ (59,522)	$ 26,708
Basic weighted-average common stock shares outstanding (in shares)	41,580	37,390		41,309	37,304
Dilutive effects of common stock equivalents (in shares)	0	10		0	27
Diluted weighted-average common stock shares outstanding (in shares)	41,580	37,400		41,309	37,331
Income (loss) per common share, basic (USD per share)	$ (0.67)	$ 0.39		$ (1.44)	$ 0.72
Income (loss) per common share, diluted (USD per share)	$ (0.67)	$ 0.39		$ (1.44)	$ 0.72
Warrant
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Weighted average number of shares issuable under the common stock warrants (in shares)	352		587	352	693
Common Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	6,400			2,300
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	463	587		448	303
Employee Stock Option
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Antidilutive securities excluded from computation of earnings per share (in shares)	1,700	10		1,700	27

Income Taxes (Textual) (Detail)

Income Taxes (Textual) (Detail) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2016	Jun. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Debt Instrument [Line Items]
Increase (decrease) in valuation allowance				$ (18,300)
State tax expense (benefit)			$ 174		$ 217
5% Convertible Senior Notes due 2021
Debt Instrument [Line Items]
Increase (decrease) in valuation allowance		$ (8,600)
State tax expense (benefit)	$ 1			$ (17)

Benefit Plans - Narrative (Deta

Benefit Plans - Narrative (Details)	9 Months Ended
	Sep. 30, 2016	Jul. 14, 2016
Compensation and Retirement Disclosure [Abstract]
Vesting rights percentage	20.00%
Employers matching contribution, percentage	6.00%
Vesting period (in years)	5 years
Actual plan asset allocations		100.00%

Benefit Plans - Unfunded Status

Benefit Plans - Unfunded Status (Details) $ in Thousands	Jul. 14, 2016USD ($)
Compensation and Retirement Disclosure [Abstract]
Projected benefit obligation	$ 34,319
Fair value of plan assets	22,067
Underfunded status	$ (12,252)

Benefit Plans - Key Assumptions

Benefit Plans - Key Assumptions for Projected Benefit Obligation and Net Periodic Benefit Cost (Details)	9 Months Ended
	Sep. 30, 2016	Jul. 14, 2016
Projected benefit obligation:
Discount rate		3.80%
Rate of compensation increase		4.03%
Net periodic benefit costs:
Discount rate	3.80%
Expected long-term rate of return	7.00%
Rate of compensation increase	4.03%

Benefit Plans - Net Periodic Be

Benefit Plans - Net Periodic Benefit Cost (Details) $ in Thousands	3 Months Ended
	Sep. 30, 2016USD ($)
Components of net periodic benefit cost:
Service cost	$ 334
Interest cost	299
Expected return on plan assets	(343)
Net periodic benefit cost	$ 290

Benefit Plans - Asset Allocatio

Benefit Plans - Asset Allocation (Details)	Jul. 14, 2016
Defined Benefit Plan Disclosure [Line Items]
Target plan asset allocations	100.00%
Actual plan asset allocations	100.00%
Equity securities
Defined Benefit Plan Disclosure [Line Items]
Target plan asset allocations	60.00%
Actual plan asset allocations	52.50%
Debt securities
Defined Benefit Plan Disclosure [Line Items]
Target plan asset allocations	30.00%
Actual plan asset allocations	39.40%
Real estate
Defined Benefit Plan Disclosure [Line Items]
Target plan asset allocations	10.00%
Actual plan asset allocations	8.10%

Benefit Plans - Project Benefit

Benefit Plans - Project Benefit Payment Obligations (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2016USD ($)
Compensation and Retirement Disclosure [Abstract]
2,016	$ 550
2,017	1,120
2,018	1,240
2,019	1,190
2,020	1,450
2021-2025	7,680
Total	$ 13,230
Fair value assumptions, expected term	10 years

Segment Information (Detail)

Segment Information (Detail) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2016USD ($)	Sep. 30, 2015USD ($)	Sep. 30, 2016USD ($)segment	Sep. 30, 2015USD ($)	Dec. 31, 2015segment
Segment Reporting Information [Line Items]
Revenues	$ 510,305	$ 495,503	$ 1,301,909	$ 1,622,873
Cost of revenues (excluding depreciation)	459,296	405,153	1,166,347	1,387,690
Operating expense (excluding depreciation)	51,230	38,047	125,191	102,798
Lease operating expense	10	1,575	134	4,614
Depreciation, depletion and amortization	9,643	4,596	19,839	12,852
Impairment expense	0	9,639	0	9,639
General and administrative expense	9,863	9,939	31,654	31,878
Acquisition and integration expense	2,047	280	3,563	1,811
Operating income (loss)	(21,784)	26,274	(44,819)	71,591
Interest expense and financing costs, net	(11,232)	(4,387)	(21,951)	(15,769)
Loss on termination of financing agreements	0	0	0	(19,229)
Other income (expense), net	(56)	(45)	60	(199)
Change in value of common stock warrants	657	(1,023)	3,477	(2,732)
Change in value of contingent consideration	1,025	(4,255)	10,753	(18,679)
Equity earnings (losses) from Laramie Energy, LLC	3,659	(1,355)	(15,159)	(6,131)
Income (loss) before income taxes	(27,731)	15,209	(67,639)	8,852
Income tax benefit (expense)	(30)	(469)	8,117	18,073
Net income (loss)	(27,761)	14,740	(59,522)	26,925
Capital expenditures	7,585	5,984	$ 19,276	15,857
Reporting segments | segment			5		4
Operating Segments | Refining
Segment Reporting Information [Line Items]
Revenues	462,975	458,238	$ 1,172,164	1,491,309
Cost of revenues (excluding depreciation)	439,477	394,254	1,112,730	1,334,045
Operating expense (excluding depreciation)	35,910	27,264	85,053	73,597
Lease operating expense	0	0	0	0
Depreciation, depletion and amortization	5,755	1,717	9,649	5,456
Impairment expense		0		0
General and administrative expense	0	0	0	0
Acquisition and integration expense	0	0	0	0
Operating income (loss)	(18,167)	35,003	(35,268)	78,211
Capital expenditures	3,820	1,729	10,947	5,640
Operating Segments | Logistics
Segment Reporting Information [Line Items]
Revenues	28,107	21,045	73,686	61,822
Cost of revenues (excluding depreciation)	19,334	12,566	48,707	35,649
Operating expense (excluding depreciation)	4,686	1,304	8,906	4,040
Lease operating expense	0	0	0	0
Depreciation, depletion and amortization	1,275	848	3,116	2,267
Impairment expense		0		0
General and administrative expense	0	0	0	0
Acquisition and integration expense	0	0	0	0
Operating income (loss)	2,812	6,327	12,957	19,866
Capital expenditures	266	1,976	1,151	6,651
Operating Segments | Retail
Segment Reporting Information [Line Items]
Revenues	75,577	81,434	215,952	209,091
Cost of revenues (excluding depreciation)	56,365	60,655	162,831	158,383
Operating expense (excluding depreciation)	10,461	9,479	31,059	25,161
Lease operating expense	0	0	0	0
Depreciation, depletion and amortization	1,898	1,492	4,930	3,675
Impairment expense		0		0
General and administrative expense	0	0	0	0
Acquisition and integration expense	0	0	0	0
Operating income (loss)	6,853	9,808	17,132	21,872
Capital expenditures	1,636	213	3,699	715
Operating Segments | Texadian
Segment Reporting Information [Line Items]
Revenues	15,705	10,904	37,884	76,983
Cost of revenues (excluding depreciation)	15,629	13,796	39,432	78,130
Operating expense (excluding depreciation)	0	0	0	0
Lease operating expense	0	0	0	0
Depreciation, depletion and amortization	162	231	504	689
Impairment expense		9,639		9,639
General and administrative expense	0	0	0	0
Acquisition and integration expense	0	0	0	0
Operating income (loss)	(86)	(12,762)	(2,052)	(11,475)
Capital expenditures	0	10	0	10
Intersegment Eliminations | Corporate, Eliminations and Other
Segment Reporting Information [Line Items]
Revenues	(72,059)	(76,118)	(197,777)	(216,332)
Cost of revenues (excluding depreciation)	(71,509)	(76,118)	(197,353)	(218,517)
Operating expense (excluding depreciation)	173	0	173	0
Lease operating expense	10	1,575	134	4,614
Depreciation, depletion and amortization	553	308	1,640	765
Impairment expense		0		0
General and administrative expense	9,863	9,939	31,654	31,878
Acquisition and integration expense	2,047	280	3,563	1,811
Operating income (loss)	(13,196)	(12,102)	(37,588)	(36,883)
Capital expenditures	1,863	2,056	3,479	2,841
Gross Profit	$ (72,100)	$ (76,100)	$ (198,000)	$ (218,500)

Related Party Transaction (Text

Related Party Transaction (Textual) (Detail) - USD ($)	Sep. 22, 2016	Jun. 27, 2016	Sep. 30, 2016	Sep. 30, 2015	Jul. 14, 2016	Jun. 15, 2016	Jun. 14, 2016	Dec. 31, 2015	Sep. 17, 2013
Related Party Transaction [Line Items]
Deferred finance costs, net			$ 32,175,000					$ 4,907,000
Percentage ownership of Par common stock									10.00%
Travel and out of pocket expenses			50,000
Proceeds from issuance of common stock			$ 49,315,000	$ 539,000
Bridge Loan
Related Party Transaction [Line Items]
Aggregate principal amount	$ 3,100,000				$ 52,600,000
Investor
Related Party Transaction [Line Items]
Initial term of service agreements			1 year
Renewal term for service agreements			1 year
Termination period between extension date			60 days
EGI | Affiliated Entity | Bridge Loan
Related Party Transaction [Line Items]
Aggregate principal amount					36,800,000
Line credit maximum borrowing amount							$ 52,632,000
Debt instrument, interest rate							5.00%
Tranche B Term Loan | Term Loan
Related Party Transaction [Line Items]
Deferred finance costs, net						$ 2,500,000
Repayments of debt		$ 5,000,000
Tranche B Term Loan | Term Loan | Investor
Related Party Transaction [Line Items]
Deferred finance costs, net						2,500,000
Tranche B Term Loan | Term Loan | Whitebox Advisors, LLC
Related Party Transaction [Line Items]
Deferred finance costs, net						$ 1,250,000
Repayments of debt		$ 3,300,000
5% Convertible Senior Notes due 2021 | Convertible Debt
Related Party Transaction [Line Items]
Aggregate principal amount					$ 115,000,000
Debt instrument, interest rate		5.00%
5% Convertible Senior Notes due 2021 | Convertible Debt | Whitebox Advisors, LLC | Affiliated Entity
Related Party Transaction [Line Items]
Aggregate principal amount		$ 42,500,000
Line credit maximum borrowing amount			$ 32,500,000
Senior Unsecured Convertible Notes due 2021 | Convertible Debt | Whitebox Advisors, LLC | Affiliated Entity
Related Party Transaction [Line Items]
Line credit maximum borrowing amount			$ 100,000,000
Common Stock | Rights Offering | Bridge Loan
Related Party Transaction [Line Items]
Proceeds from issuance of common stock	$ 49,300,000
Conversion of stock, shares converted (in shares)	272,733